Caroline gasped when he took the nipples into her mouth, it felt really good, with one hand on her breast and his mouth on her other one she didn’t think it could get much better. That was until his hand began to rub her pussy. She moaned and held out an arm to lean on the wall a little bit. It felt so good that she wasn’t sure how long she would be able to stand and he already had her moaning. “P~please~!” she moaned, “L~let me s~it...” she pleaded, not wanting to fall down form the pleasure like she was worried that would happen if she wasn’t moved closer to something she could support herself on.

"I'll stop so we can go to my room and pick up where we left off, alright?" Michael said as he pulled his mouth and hands away from her body and motioned for her for follow him. Once they were in his room, Michael closed the door behind him, and began to take his own clothes off. When Michael was nude as well, he walked up to her and gave her a deep and passionate kiss.

She looked up at him then nodded. She followed him to his bedroom and then she sat down on his bed. She watched him get undressed and she blushed deeply then she was surprised when he began to kiss her, she was too happy that she could hardly believe it. She didn’t think that she would ever be able to feel as good as she did now. She kissed him back, loving every second of this and never wanting it to stop.

Michael continued to kiss Caroline passionately. One of his hand slowly crept down between her legs and began to rub her pussy like it was a new stuffed toy while his other hand crawled up to one of her breasts and began to massage it. After a few minutes of kissing and fondling, Michael pushed Caroline down, onto the bed and got on top of her. "Is this your first time?" Michael asked, unsure if she was a virgin or not.

Caroline kissed him back, happy to be here and feeling a little bit better now that she was not the only one who was naked. Then one of his hands crept between her legs and she gasped as it began to play with her, panting as another hand joined in to play with her chest. She kissed him and moaned gently from what he was doing, it felt good, really good. Soon she found she had her back to the bed and he was on top of her, she blushed when she heard his question and she nodded. It was her first time, she was still a virgin.

"Alright. I'll be gentle with you. If it starts to hurt too much, just let me know and I'll stop. Alright?" Michael asked. He didn't want nor liked to cause any pain that was unneeded. Gently, Michael touched Caroline's pussy, trying to see if she was wet enough to enter. When she was, Michael moved his hips up next to her's and began to rub his cock against her wet pussy. Once his cock was wet, Michael began to slowly, but gently push his cock into her.