Penelope pulled one of Derek's T-shirts on over her panties. It was laundry day, and this was the most comfortable thing she could wear while everything else of hers at Derek's house was in the wash. After gathering up her clothes and all of Derek's dirty laundry from his hamper, she carried the basket downstairs.

She opened the door to the basement and immediately heard the clank-clank noise of metal on metal. When she got to the bottom of the stairs, she dropped the basket of laundry, her body still as she looked at her chocolate lover on the weight bench across the room.

The noise of the basket hitting the floor alerted Derek to her presence. He leaned his head up and smiled, resting the barbell on the holder above his body.

"Hi, baby. Finished playing your game? That elf show up again?"

Penelope had been playing in Wondoorworld when Derek came downstairs to work out.

She nodded. "Yep. Uh, no, no elf this time. I, uh, needed to do laundry. Keep, uh, keep doing what you're doing. Don't mind me."

Derek smirked at her and then lay back and reached up to lift the heavy weight bar again.

Penelope bent down to pick up the basket, but she was distracted by the expanse of mocha skin, glistening with sweat. She left the basket where it was and moved to stand beside the bench.

Derek did a few more presses above his shoulders and then set the bar back up above him. Penelope moved around to stand at his head and leaned down to kiss his lips softly. When she stood straight again, Derek grasped the backs of her creamy thighs and pulled her forward.

She squealed as he moved her until she was straddling his head. His hands slid up to cup her behind, continuing until his thumbs moved lightly over her panty-covered slit.

"Derek!" she gasped.

Derek stretched her panties tight over her curls and then hummed as he lifted his head and pressed an open-mouthed kiss to the damp fabric.

"So sweet," he murmured.

He pulled the panties tighter, drawing them up between her lips. Penelope moaned softly as they rubbed against her clit.

"More," she breathed as he tugged the panties so they rubbed harder against her.

"Hold on to the bar, sweetheart." Derek's voice was deep, husky, and muffled from being buried between her thighs.

Penelope leaned forward and grasped the weight bar. As soon as her fingers were wrapped around the metal, Derek moved his hands to her hips. With a sharp tug, her black and pink polka dot panties snapped before getting tossed to the floor. Penelope cried out as Derek's fingers moved back between her thighs and parted her lips.

His tongue darted into her pussy once before moving out to rim the hole and then slipping back inside her. It twisted and turned, drawing out every bit of evidence of her arousal. When Penelope's legs trembled, Derek moved one arm around beneath her curvy backside, helping to hold her upright.

"F-Fingers," Penelope cried, barely able to speak clearly. "Please, more, Derek!"

Derek slid his tongue from her and immediately thrust two fingers deep inside. His lips wrapped around her throbbing, engorged clit, and when he sucked hard, Penelope nearly fell to her knees. Derek made a purring sound, his lips and tongue vibrating her clit, and added a third finger on his next thrust.

He curled his fingers, pushing lightly against the spot in the front of her with every thrust, until she was making incomprehensible noises. Her grip on the bar tightened until her knuckles were white. When his teeth scraped gently across her sensitive clit, every nerve in Penelope's body exploded in sensation.

Fireworks burst across the backs of her closed eyelids as her orgasm overtook her. Derek continued sucking and thrusting, driving her higher and higher until she crested another peak before coming down from the first.

Finally, his movements slowed, allowing Penelope the chance to catch her breath. When she could move without falling, Penelope released the bar and moved shakily away from Derek. She looked down into his eyes and saw nothing but love and desire.

She leaned down to kiss him again, whispering, "Thank you" against his lips.

When she pulled away, Derek shook his head. "I'm not done with you yet, woman." He took her hand and tugged until she walked around to stand near his thighs on the other side of the bar. "Pull my shorts off, Baby Girl," he said huskily.

Penelope could see his erection straining against the black gym shorts he was wearing. She moved between his legs at the end of the bench and reached up to palm him through the fabric. When he moaned, she wrapped her fingers around him and stroked him, shorts and all.

"Mmm, all this for me?" She grinned as the dark head of his cock poked out from the top of his shorts.

"No teasing," he hissed. "Take the damn shorts off now, Penelope."

A shiver went down her spine at the tone in his voice. It was pure, raw need, and it sent a fresh gush of wetness down her thighs.

Derek raised his hips, and she quickly pulled the shorts off and tossed them down near her ruined panties. With one hand, she reached up to cup his heavy sac, rolling his balls gently around in her palm. The fingers of her other hand wrapped around his cock again, making long strokes from base to tip and back again.

Penelope leaned down and placed a kiss to the head of his cock, swiping her tongue across the slit to catch the bead of pre-cum dripping out. Using the weight bar for leverage, she straddled his hips. Derek reached between their bodies and used one hand to hold his dick and the other on her hip to guide her down onto him.

They both sucked in a deep breath as he slowly filled her completely. When he was all the way inside her, he moved his hands to her thighs, sliding them up until they reached the hem of the T-shirt she was wearing.

"Take this off, baby. I wanna see those luscious breasts bounce as I fuck you."

Penelope quickly pulled off the shirt and tossed it to the floor. She felt her cheeks heat as he licked his lips and his cock twitched inside her. He moved his hands inward until his thumbs rubbed the sensitive skin just above her curls.

"Derek!" she moaned as the pad of one thumb brushed through her curls and across her still-throbbing bundle of nerves.

"Hold on tight, goddess. I'm not gonna last long, so ride me hard," Derek bit out.

Penelope leaned forward and grabbed ahold of the bar again, using her legs and the bar to help hold her upright. She felt Derek begin to thrust up from beneath her and nearly wept at the sensations coursing through her body.

Derek kept one hand on her pussy and slid the other slowly up her side and around to cup her breast. He weighed the fullness in his palm before using two fingers and his thumb to gently tease the rosy pink tip into a hard nub. With each tug, Penelope whimpered and squeezed around his cock tightly.

He moved to her other breast and teased her other nipple until it was as hard as the first. Derek knew he was close to his own release. The taste and feel of her, like a clean sweetness, had nearly been enough to bring him to orgasm. The feel of her surrounding his dick like a hot, wet was too much too soon.

Derek tugged harder on her nipple, twisting and rolling the tip until Penelope felt like she was on fire. When he began mimicking his actions on her clit, she flew over the edge of another orgasm, screaming his name.

As soon as Penelope went over, Derek gave one last thrust, moving his hands to her hips and jerking her down against him until neither could move. With a roar, his orgasm washed over him, and he spilled himself inside her. Penelope could have sworn she felt him grow even more and pulse as he came, and she shuddered at look of pleasure on his face.

When they could both move again, Derek held on to her and sat up, moving out from under the bar. He wrapped both arms around her, holding her against his chest. They were both breathing heavily, covered in sweat, and completely, one hundred percent satisfied.

Finally, Derek kissed her softly and then looked her in the eyes. "Come on, princess. Shower time."

He lifted her off his lap and stood on shaky legs. "Derek, let me down," Penelope said, laughing. "I can walk."

Derek shook his head. "Nope. I'm not ready to let you go yet. Until I am, you'll stay right here in my arms," he told her as he walked them upstairs.

Penelope brushed his jaw with a soft kiss and then settled against his chest, really, really happy she'd decided to do laundry.