She wants to ride her lover

Still kissing, Penny lifted up one leg and moved to mount her lover, their mouths never breaking their connection during the adjustment. Kat ran her hands up and down her legs, reveling in how smooth and warm they were under her fingers. Penny's own hands were buried into Kat's hair, pulling her head in closer, giving better purchase for their tongues as they tasted each other. Penny broke away first, panting heavily. The burning flush on her face, creeping all over her body, mirrored below by Kat; she felt like she had caught fire.

"I'm not done with you yet." Penny pants out, her breath coming fast from excitement. "You're going to lay there and I'm going to ride you until I'm satisfied."

She pulled Kat back into her mouth, returning to their frantic exploration. Her hands ruffled stopped ruffling through Kat's hair to venture to less appropriate places, her smooth digits sliding down her body, making sure to rub sensually at every inch as they made their way down to her cock. The friction was agonizing, her deflating cock quickly hardening again, the sensation of Penny's tongue rubbing deliciously against her own, each dainty finger pressing teasingly up against her cock, Penny's hips rolling as she worked her body up against hers.

Penny moaned into the kiss, one hand eagerly stroking at Kat's length, while another spread her own cunt lips, moving her hips so that the tip of Kat's cock brushed against her entrance. Penny couldn't help but break the kiss at that sensation, panting as she savored the friction, and suspense. Penny could barely hold herself together, this was Kat's cock that she was rubbing her pussy up against, all those years that she had dreamed about doing just this and now she was just a movement away from fulfilling all of them.

Penny lowered her hips, and Kat's cock slid into her.

Tight, wet walls were spread out around her cock-head, both women groaning out in pure bliss at the shared experience. The whines of pleasure coming from Penny set her body on fire, she wanted nothing more than to bury herself into Penny's tight, wet pussy, but somehow was able to hold back. The sensation of Penny's cunt wrapped agonizingly tight around her cock was torturous, the pleasure almost too much for her, her hips **** to buck upwards and shove inch after inch into her lover but somehow Kat held back.

"Oh fuck..." Penny muttered, her hips rocking back and forth, easing Kat's cock deeper, inch by inch, with each rocking movement. Kat felt her member being enveloped, excruciatingly slowly, whining as Penny **** herself lower. The need to slam upward was overwhelming, but she **** herself to let Penny set the pace. Finally Penny sank down the last several inches, burying Kat's throbbing cock in her tight pussy, Penny cried out, her back arched, fingers digging into the bed sheets. She stayed that way, frozen, for a second, then let out a wonderful, low, breathless moan.

Penny began to work herself up and down the full length of Kat's cock, leaning back so that Kat could watch as her body moved, her breasts swaying seductively with every movement, the alluring sight of her cock getting swallowed up over and over by Penny's tight cunt. It was almost unbearable, Kat's cock throbbing urgently at the need to cum though she didn't want to let herself reach her climax. That would mean they would stop, and Kathryn didn't want this to ever end, desperately holding back the growing orgasm.

"I can feel you throbbing inside me." Penny groaned, letting out a lewd moan as her ass slapped into Kat's thighs, the two of them shaking with pleasure. "Is this too much for you?"

It all proved overwhelming for Kat, the sensuous noises Penny was making, the sight of her riding her, the flirty taunting, she grabbed Penny's hips, bucking up into her, the lewd display had removed all of her self control and she wanted nothing more than to pump Penny full of her load. The bed frame creaked as their hips moved in concert, Penny bouncing atop her, hands massaging at her quaking breasts, both erect nipples trapped between dexterous digits. She had a wild look in her eyes, glazed over as if she were lost to lust. The same as Kat.

Seeing Penny stuffed with every inch of her cock was too much to resist, even more than before, she felt every coaxing inch of her pussy, all the soft, wet pressure of that tight cunt around her length. Not to mention the noises that Penny was making, whining and groaning as she bounced atop her, her voluptuous body quivering with each movement, pink hair sent fluttering. Kat desperately fought the burning climax threatening to arrive, each motion bringing her closer and closer to the point of no return.

"I want it Kat." Penny said between whimpers of delirious pleasure. "I want you to fill me up. I want you to claim me."

Kat pumped her hips, thighs slapping into Penny's ass, her movements growing frenetic as she pistoned into her lover with everything she had. She wanted nothing more than to fill Penny up with her seed, to give her every sticky spurt that she could manage. Kat growled as she pumped faster, Penny crying out with how fierce each thrust was, her hands scrambling to grip whatever she could amongst the bedsheets, her form collapsing forward onto her lover, back arching as Kat's cock brought her to climax.

"Do it Kat." Penny whispered in her ear. "Breed me."

Kat didn't stand a chance. Her hips slapping upward, orgasm crashing into her. She came hard, crying out. Ecstasy rushed through her veins, every muscle in her body tensing, toes curling as her cock clenched and the first spurt came. Kat pumped rope after rope of hot cum straight into Penny's womb, filling her with her baby batter. Completely unprotected. Atop her, Penny began to shake, the experience crashing through her with the same mind-shattering ****.

They kissed, frantically, even as both their minds were wiped clean by the white hot explosion of pleasure. Kat's cock pulsed and pulsed, pumping out load after load of viscous semen into Penny, stuffing her to overflowing, the sticky cum dripping out from over-stuffed cunt lips to soak into the bed sheets. Penny rolled her hips, working her cock in and out despite her sensitivity, her body shaking atop her as she came apart with her own euphoria.

When the orgasm finally left her, Penny had collapsed on top of her, their sweaty skin pressed together. Both of them panted, dizzy from the intensity of what they had experienced, both of them exhausted from the ordeal. Kat's cock stayed eagerly clenched in Penny's pussy, barely softening, despite how thoroughly it had been milked. So the two of them stayed like this, still connected as they slowly drifted off to sleep.