Sleepover Backdoor Accident

I live in a remote part of Arizona. It's a small town and I really didn't have many friends.
My best friend is a boy named Michael. His mom and mine are like sisters. He's a little older than me. He is kind and funny, but kids at school make fun of him and he's often bullied. They called him whale and orca. He is pretty big and let's say he doesn't play sports at school.
I know what that feels like. The same kids would call me flat-chested, scrawny and ugly. When we hung out, we always had fun. There was no one to make fun of us.

Me, I've always been small for my age and at the time of this incident, I was only twelve. It was summer time and we spent most of our days at the local creek. There were a lot of trees, squirrels and fun. Mom would bring lots of food and we had great times. At night, we would all hang out at our house and watch movies and eat snacks and popcorn in the living room. Most nights, us kids all slept on cushions with pillows and blankets. It was so easy to fall completely asleep. We would be so exhausted that no one made it past midnight.

On one specific July night, we were up to no good. We were like wild animals. We played hard and tore up the creek. By six o'clock in the evening, we were in front of the TV watching. We were watching DVD movies and eating popcorn. Mom ordered pizza too! The first couple of movies were PG. Kids stuff. By ten o'clock, my brother and sister were too tired to stay up so they went to their room. Michael and me were still at it. We were laughing, tickling and fighting. Same stuff every day back then.

He wanted to watch the Clash of the Titans, but I was really into the Twilight movies. It was my turn to pick so we watched my show. Michael's mom went home but he got to stay over, as usual. After mom, went to her room, I turned off the lights so I could get the full effect. I really love the part of the movie where she is in love with the lead character but is loved by two guys. How romantic. Most of the movie, Michael kept making fun of the movie and getting on my nerves. The only time he was quiet was during the love making scene. It seemed like he was really studying them and I teased him. I said, "What's the matter, are you in heat?" He did not like that. He just steam rolls me. While he was rolling, he rolled right over my hips and crotch. I swear, I felt him get stiff! I wasn't sure. I'd never had a boy on top of me like that before. He suddenly said he had to go to the bathroom and left.

After about twenty minutes, he came back as the movie was ending. It was about midnight and I was very sleepy. Without saying much, he curled up into his blankets and fell asleep. I watched TV for a little while more and then turned everything off. I went to the bathroom and then changed out of my swim clothes and cutoffs to some old boxers and a baggy t-shirt. I don't know why, but the bathroom smelled very musky and weird. Who knows what he was doing in here, but it wasn't number two.

The night was hot so I went out to the living room and turned on the big box fan. My spot on the floor was like a little wind tunnel. I had tied the ends of a big bed sheet around the fan. The edges were held down by pillows so when the fan was on high, it would blow op my sheet like a tent. Even thought the night was hot and muggy, inside the tent it was cool and the wind blew like a hurricane. It was so wonderful. Now it was about one in the morning and I was finally asleep.

Sometime in the middle of the night, I was suddenly awake. I didn't know why. The blowing air was not like how it was when I fell asleep. A corner of the sheet must have come loose. I was about to get up to fix it when it fixed itself and the air was back on again. I rolled on to my stomach and went back to sleep. That is until I felt Michael's hand settle on my lower back. It was soft and warm. His voice was weird and soft. He whispered, "Are you awake? Did you call me? Hey, are you awake?" His hand was softly moving closer to my boxers with every word. I couldn't talk. So I just closed my eyes and tucked my head into my pillow. I thought he would go as soon as he realized I was not responsive. Instead. I felt him lay down next to me with his arm around me! He pushed up against me and was moving his hand up and down, from my armpit to my hip. He would slow down as he came near my tiny boob and then as he got near the end of my t-shirt and ass. He had his face near my pillow with him lips resting softly on my elbow. He was making a weird, quiet moan when he exhaled. I didn't believe this was happening so I stayed quiet.

After about five minutes, I felt him harden against my thigh. That's when he started crushing it against me. Softly at first and then harder. His breathing became more of a grunt. Did he really think I could sleep through this?
Just when I was thinking about rolling over and yelling, "What are you doing?" He slows down his breathing and moves away. I had a lot to think about, now. I may have to tell on him. But I know him and couldn't get him into trouble. He only has me for a friend. So I can't say anything.

Just as I was thinking this, I feel the sheet slide down my legs and his knees pressing between my thighs, gently spreading my legs open. Next his hands firmly pull my t-shirt up my back as far as the fabric will allow. Of course I wasn't wearing a bra. My boobs weren't really that big anyway. And then I feel his full weight on my back. I was crushed. He was at least one hundred pounds heavier and there was no way I was going to be able to move him. I bit down on my pillow and tried to take a breath. Before I could, I felt his body start rocking back and forth. It took a few moment to realize that with my shirt up and my bare back exposed, I couldn't feel his shirt because he wasn't wearing one. Come to think of it, his legs were pressing against my inner thighs and he wasn't wearing any bottoms either. I though he was dry humping me, but I was wrong.

The next thing I feel is a hand slide under my little breast. He was squeezing but since there wasn't much to squeeze, he moved to my puffy little nipple. Here, he doesn't even try to be gentle. He works my nipple until it is hard and very sensitive. The whole time, he is making some primal noise, "Hmmm-uhmmm, Uhmmmm."

With his other hand, I feel him reach between our bodies and starts gripping himself, rubbing it between my ass-cheeks. My boxers are still on so the fabric is starting to get sticky from his pre-cum. With my legs spread, every time he rubs himself against me, he pushes the leg hole over more and more. Soon, he's pressing his penis against my bare ass. This must have felt great for him cause next he just pulled my boxer to the side enough so that he was able to slide it up against my pussy and the crotch of my boxers. That's when he shifted his weight and closed my legs so he could fuck that gap. For me, it didn't hurt or feel great. I was just shocked and riding it out with my face in my pillow. This was all new for me. I just thought that maybe he really loved me and this was what it must be like.

He was moving faster and pushing hard on my backside. Somehow, he slipped and when he push up against me, his shaft slipped upwards and not down. He let out a gasp, like he had hurt himself. Then I felt a burning pain in my ass. Oh, shit, it really started hurting. I must have let out some noise, cause he went stopped everything. He wasn't moving, moaning or even breathing. I felt like I was impaled. It took several minutes before I could relax my anus enough so that it didn't hurt so bad. He just stayed there with the tip of his cock in my little virgin asshole. This is not how I pictured my first time.

My eyes were closed tight against my pillow. Why didn't he take it out? Then his cock started to push forward slightly and then even slower, it pulled back slightly. At first it wasn't noticeable, but then it was. Each time he pushed, it went in a little more. To me, it felt like I had to go to the toilet, really bad.

He must have gotten the head of his cock past my anus cause he started pumping it with short fast strokes. Both of his hands were on my ass now and he was trying to tear my ass-cheeks apart. He was kind of guttural with his grunting. He was really starting to worry me. That's when his grip on my ass got hurtful and his whole body tensed up against my little body. I could feel a shudder hit his body and then he was spilling warm cum in me and onto me. He tried to pull out got me and my boxers really messy and sticky. The air from the fan was blowing on my wetness.

I was lying there confused, wet and in pain. All I wanted is for him to hold me and kiss me like they did in the movie. Instead, he slid out from under my tent and went to clean up. I didn't move even after he came back to the living room and went to sleep on the couch. I rolled over and pulled down my t-shirt. I could feel the wetness that had pooled in the crotch of my boxers and the trickling of his semen oozing out of my crack.

I don't know why but I scooped some of it into my hand and rubbed it on my belly and nipples. I liked the felling and the smell. I even like the taste.

Well I got up before everyone and took a shower. I changed my clothes but put my dirty pair in a shoebox.

I was very sad and a bit relieved when he acted like nothing happened. He's never said anything about it and he's never done anything like that.