It all was really innocent actually. Willow was just sitting in the Bronze watching Oz and the rest of the Dingoes Play. She sat there sipping her mocha latte and intently watching him. That's when her thoughts started to wonder. She pondered about things like how big Oz's cock was, or what it would feel like inside her. Soon her breathing was getting quicker, and she began to feel a slight dampness between her legs.

"Hey Will. What's new?" Buffy walked over and sat down next to her. She raised an eyebrow, noticing that Willow's face was red. "Are you OK?"

"Um..yeah." Willow started to bob her leg up and down, trying to get a feeling. "I'm just going to go home now. When Oz comes down, tell him for me, OK?" she smiled and quickly started out the door.

It was feverishly hot outside and Willow shed her sweater on the way back to her house. When she got there, she remembered that her parents were away and ran up to her room. She quickly pulled her shirt over her head and threw it across the room. Sliding out of her jeans and panties, she flung them too. Lastly, she unhooked her bra and threw it on top of the ever growing pile.

Willow tended to put a lot of work into masturbation lately. Her kissing and groping sessions with Oz often left her with a need to release some tension. She walked over to her closet and pulled out a bag. Then she walked over to her bed and plopped down. Reaching inside, Willow pulled out a small vibrator and a four inch dildo.

She then moved her pillow to the headboard and leaned against it. Reaching for the vibrator, she turned it on. She moaned as she brought it to her breast. She teased her nipple, making circles around it. Then ever so slightly brushed it against the soft nub. It instantly became hard. Moving to the other breast, she used the vibrator to circle it. Soon it was hard too.

Then Willow grasped the dildo. She moved it down to her throbbing pussy and slid it around in her juices. She ever so gently pushed it in. Then slowly out again, beginning a rhythm. Taking the vibrator in her other hand, Willow touched it to her clit and began to moan.

Willow soon Came, screaming out, "Oz!" She plunged the dildo into her with amazing speed. Then she became silent and plopped down on the soft covers, breathing heavily.

Oz pulled into Willow's driveway. Buffy had just told him that Willow went home. He tried the doorbell, but nothing happened. So he turned the doorknob and walked in. He heard a moan coming from upstairs and thought that Willow was in trouble. He hurried up to her room. Just as he was about to open the door he heard, "Oz!" With the door slightly cracked open, he could see Willow laying on her bed naked, with a dildo stuck up her cunt.

"Willow?" He flew in the room and stared in shock.

"Oz, hey," Willow's arms flew down to cover her naked breasts. She looked pretty embarrassed for someone who had just made all that noise.

"Uh, what are you doing?" Oz said, then he thought and said, "No, wait. Why are you doing this?" He raised an eyebrow and waited.

"Well, I guess I needed this, and you weren't really helping, so" By now, Willow was bright red. But, that was starting to fade.

"Well, I didn't think that you were ready but, I guess now I can do something to help. That is if you don't mind." Oz said as he gave Willow a sexy grin.

"Well, sure." Her face light up as Oz approached the bed. He took her in his arms and their lips met. Oz traced her lips with his tongue, and Willow opened them. They sat there, holding on the each other. Their tongues mated in each other's mouths. Willow pushed Oz's shirt over his head, and looked down to see his growing bulge. Her hands flew to the zipper on his pants, and soon he was naked too.

"You first," Oz murmured as he began sucking on her breast, the nipple popped up immediately and became hard. Then he moved his attention to the other one. It was soon hard again too. He took as much of the breast in his mouth as he could, sucking. Then Oz bit down on the nipple, causing Willow to arch her back and push against him.

Then Oz began making a trail of kisses down Willow's stomach. His trail ended at her mound. He slid a finger in, and it came out dripping. Licking it off, he savored the taste. Then he lifted Willow's hips up and brought his tongue to her sex. She encouraged him with grunts of pleasure, "Oz, oh, yes!"

He parted her folds and slowly licked his tongue from her fold to her clit several times. Then Oz began to flick his tongue across her soft slippery clit, covering it with saliva. Willow continued to moan and make unintelligent sounds. He took her soft flesh between his lips and began to suck. Then after a minute he clamped his teeth down on it and Willow came, creaming his face.

"Oz! Oh, yes. Ohhhhhhhhhh Oz!" Willow shook uncontrollably and mumbled words to God. Oz wouldn't stop until every last bit of her cum was lapped up. Then her breathing returned back to normal.

"Oz?"

"Yeah?"

"I want you inside of me, now!"

"Anything!" And at that moment, Oz would have given her anything, too. He pulled on a condom and straddled her. "Ready?"

"Yes," He gently probed her opening and then carefully slid the tip in. "Faster!" He thrust inside her with one powerful surge and broke through her virgin barriers. She screamed out in pleasure and slight pain.

Then Oz began to thrust in and out of Willow's deep pussy in an age-old rhythm. The bed was rocking underneath them. You could hear wet flesh rubbing against wet flesh. Willow lead him on with animal noises. And soon Oz was groaning too. He moved his hand to her clit and began to rub it. With a few more thrusts she came. She screamed out again, and her muscles clamped down on Oz's cock causing him to come. He shot his cum into the condom and pulled out of her.

They kissed once more and then just stretched out in the bed together. Each one thrilled with their first time, and awaiting the second.