It's just morning wood. She can handle 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 that head is still on its side against me, now on my abdomen, just inches from my manhood. The heat of her breath tells me that her mouth is open and her breathing is steadily getting deeper. Listening to her change in respiration 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. 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.

I feel something down there, against the base of my shaft. It takes me a moment to recognize her change of breathing. She is sniffing my cock slowly, her nose pressed against it. She repeats it, again and again. Her hovering hand makes sweet contact, pressing the shaft up into her face. Her sharp inhale make a faint snort as the flesh of my cock plugs up her nostrils. She rubs her nose up and down it at the base as she takes a couple more huffs.

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. Then I feel her tongue lick the underside of my shaft, right where it connects to the scrotum. Her tongue waggles down to the loose skin of my sack, then snakes around as far as it can around my circumference.

I don't think I need to pretend to be asleep anymore. She appears to be completely absorbed in what is happening between my legs, possibly not even thinking about who I am, let alone if I am awake. Her tongue darts out and licks me more insistently. She starts to lift her head off of me, letting her tongue ascend higher and higher, using her free hand to keep pulling my cock into her face with slight stroking. I am breathing harder, but keeping my moans quiet. Her tongue makes it to my frenulum, each lick shooting electricity through my spine. I feel my orgasm nearing quickly. Her neck strains as she works my cock in such an unusual angle, lifting her whole head up and down my entire length with growing urgency. Her fingers finally wrap fully around me as she licks the head with a fervor. I can't hold back anymore. Her breath becomes ragged as her body stiffens.

{if Gave Mindy a huge facial=true}I grunt loudly. Her hand grabs me, angling my cock toward her mouth, closing her lips awkwardly around the tip as I blow my load, cum shooting into and then out of her mouth, streaking up onto her face repeatedly, getting an orgasmic whimper out of her with each strike. At last she secures the tip in her mouth, her tongue swirling wildly around me as I shudder.

{else}I grunt softly. Her hand grabs me, angling my cock toward her mouth, closing her lips awkwardly around the tip as I blow my load, cum shooting into her mouth, her tongue swirling wildly around me as I shudder.

{endif}

I must have been rigid for a long time for how sweaty and tired I feel as I let myself sink back into the couch.

{if Gave Mindy a huge facial=true}Mindy's head is resting on my abdomen again, panting, her free hand still holding my softening cock. I feel cum drip onto me from her face, followed by her tongue trying to catch it. She fingers as much jiz as she can from her face to her mouth. After a few more minutes her feeding frenzy fades and she seems to come back to her senses. She lays my dick down gently and turn her head back to look at me, she looks embarrassed and her eyes worried. "Umm... I-I didn't mean for that to happen."

I break out in a laugh. Mindy licks her lips and wipes her face with the blanket, then lifts her head to look at me straight on. She is about to say something, then stops. "What?" I ask. Her eyes waver.

{else}Mindy's head is resting on my abdomen again, panting, her free hand still holding my softening cock. After a few more minutes she seems to come to her senses. She lays my dick down gently and turn her head back to look at me, her face relaxed, but eyes worried. "Umm... I didn't mean for that to happen."

I break out in a laugh. Mind lifts her head to look at me straight on. She is about to say something, then stops. "What?" I ask. Her eyes waver.

{endif}

"I had a...truly wonderful time with you... You for made me feel safe when I needed it. You made me feel young and worthy of dating... Can we just stop things here? I-I want to remember everything that happened today, but...we should pretend this part didn't happen... At least after the morning... Does that make sense?"

"Yeah... Yeah, I get what you mean. I had wonderful time, too... After the morning, then?" She nods. "Okay. No one needs to know about it." I straighten out my body and groan. "Can we please sleep in your bed until then?"

She laughs, then says softly. "Yes. I'd like that." We get up and stretch ourselves painfully. As we walk to her room, each leaning against the other, I look at her as we approach the doorway. I crawl straight into the bed while she spends a minute in her closet, returning in a sensible nightie. She slides in next to me and we get comfortable, spooning until morning.