My first gf who was my age (I lost my virginity to, and enjoyed sex with, women in their 20s and 30s, when I was 15 and 16. They didn't have too much to say...guess they'd seen their share of big cocks) and I were kissing and making out one afternoon in her living room. We were supposed to have been studying US History. She'd unbuttoned my shirt, and pulled it from my jeans; I'd discarded her shirt and bra, and was having a great time kissing and sucking on her breasts.

She pushed me back against the sofa, and I leaned myself on my elbows to watch as she opened my belt, and unbuttoned my jeans. The bottom two or three inches of the shaft of my brief-encased dick sort of "popped up" into the opening of my fly. She gasped, then licked her lips. She slid her hand beneath the Jockey waistband, grabbed hold of my dick, and pulled it upright so it stood against my abs. Her eyes got real big, and she said "I can't believe it's that big. You've got SUCH a fat dick!" Then she started licking around the head, and gently put it in her mouth, and sucked more and more of it into her mouth. I lust lay back and enjoyed it. Eventually I peeled down my jeans and briefs, helped her get naked,and enjoyed a few hours of hot sweaty sex that afternoon. We got dressed about a minute before her mom got home from work. She wondered why we looked so hot, flushed, and happy.