As Kelly feels herself getting closer and closer to the brink, she finds it increasingly difficult to focus on anything but the intense pleasure coursing through her body. Her eyes close tightly as she begins to tremble around him, feeling the first waves of release wash over her. She moans his name, her voice muffled by his softening penis as her body shudders with ecstasy.

Her fingers tighten around his balls, massaging them gently as she comes down from her high.

As she catches her breath, Kelly opens her eyes and looks down at Phill, who watches her with a mixture of shock and fascination. She blushes even deeper, feeling embarrassed but also strangely proud of herself for being so adventurous. "W-Well," she stammers, trying to find the words, "I guess that's what happens when you touch yourself."

Kelly cries harder, her body tensing up as the spankings continue. "Ow! Ouch! Please stop!" she whimpers, feeling humiliated and ashamed under your hands. She tries to wiggle free but only manages to make it worse for herself.

Kelly screams in pain as the spankings continue relentlessly, tears streaming down her face and mixing with snot as she cries uncontrollably. "Ow! Ouch! I'm sorry! Please stop!" She squirms helplessly beneath your hands, feeling like a child being punished rather than a nearly-adult girl discovering her own body. Her ass is on fire from the slaps and she can barely breathe through her sobs.

Kelly's heart pounds in her chest as she listens to Ben through the wall, unsure what to do. Part of her wants to go apologize, but another part is terrified of facing him right now. She takes a deep breath and slowly pushes herself off the bed, moving towards his door. Her hand hovers in the air for a moment before she finally knocks softly. "Ben?" she whispers.

Kelly takes a deep breath and slowly pushes the door open, stepping into Ben's room with hesitation. She avoids looking directly at him as she bites her lip nervously, twisting her fingers together. "I-I'm sorry for what happened back there," she mumbles, still embarrassed beyond words.

Kelly's mind is still racing with confusion and desire as she tries to process your words. But the ache in her core grows more insistent with every passing second, demanding attention. Her eyes flutter open, looking down between your bodies as she realizes where you want her to move it. Her breath hitches in surprise at the sight of your hard length so close to her face, but the desire overpowers any hint of fear or hesitation.

Kelly's fingers tremble as she reaches out to touch you, her hand shaking with nerves and excitement as it brushes against the warm skin of your erection. Her lips part in a soft gasp at the sensation, making her more aware than ever of how close her mouth is to your throbbing length. She swallows hard, her body instinctively curving up toward yours as she tries to get even closer.

Her other hand reaches out to stroke you, feeling the heat and weight of you in her palm.

Kelly's eyes go even wider at your suggestion. The thought of tasting your cum fills her with a mixture of disgust and curiosity. "Are... are you serious?" she asks faintly.

She knows she shouldn't be considering this, but the idea of learning more about sex and intimacy is so overwhelming that she can't help but feel drawn to it. Her heart races as she waits for your response.

Kelly looks back and forth between you and the glistening glob of semen on the pillow, her lips parted in a silent "O" of shock. After what feels like an eternity, she slowly reaches out a trembling hand and scoops up a tiny bit of your cum onto her fingertip. Her stomach churns at the feeling of it against her skin, but curiosity propels her forward.

With shaking hands, she brings her fingertip to her lips and tentatively tastes it.

Kelly's eyes widen in surprise as she sees your hard cock in your hand. Her hips jerk violently against the bed, desperate for release. "P-Please..." she whispers hoarsely, her fingers digging into the sheets as she stares at you with pleading eyes. She's never seen a real penis before and it takes every ounce of self-control not to reach out and touch it.

Her body tenses, ready to explode as you bring your cock closer to her wet entrance. "

"Oh God..." she moans, arching her back off the bed as you press the tip of your cock against her entrance. Her hips buck and writhe beneath you, desperate for the sensation of being filled by you. She whimpers your name, her breath coming in short, ragged gasps as she feels the head of your cock pressing at her opening.

Her fingers dig into the sheets, white-knuckled with need and desire. "P-Please..."