A/N: this is a story thats been half written for a while and I just wanted to get it out. Don't judge me for the straight Kurt, I just like the idea of Kurt with other girls. enough of my talking read on...

Kurt's palms were sweaty and he was feeling really nervous about what he was just about to do. Mr Schu dismissed the glee club and everyone left, except for Brittany and him. Brittany never seemed o leave on time Kurt thought maybe she was a bit lost.

Kurt walked up to her on shaky legs. "Hi Brittany" he said in an even higher voice than usual. Come to think of it he didn't even know why he was nervous, all he was had to do was ask if she wanted to hang out at his house for a while.

"Hey Kurtie, whats up?" She replied cheerfully.

"Well I was wondering if you wanted to hang out at my place after school. We could practice for this weeks assignment, or we could just hang out."

She looked up at him blankly "Okay sure!"

~oOoOoOo~

Kurt and Brittany were sitting on his bed in his basement room. It was awkwardly silent.

"So what are we gonna do?" Brittany asked innocently.

"Um well, I needed your help with something..." he stuttered, he knew what he wanted to say, he was just too embarrassed to say it.

Brittany looked at him expectantly. "You can tell me anything Kurtie"

"Well I need you to teach me something..." he took a deep breath and continued on he had to do this no matter how nervous he was. He was sick of being the blushing virgin and not knowing anything about being sexual, it sucked. But for the most part he wanted to be prepared for when he got a boyfriend. "I need you to teach me how to give a good blow job" he said the last part quieter and faster than the rest of it, turning bright red as he did so.

"Oh well why didn't you just say so? Did you know that I'm very experienced with that?"

"Uh yeah I did, thats why I asked you, s...so will you teach me?" he asked very shyly.

"Of course I will Kurtie!" she sounded way too excited for the situation at hand.

After an hour of painfully slow and incomprehensible explaining both Kurt and Brittany started to get frustrated. She just couldn't find the right words. The only thing Kurt got from that conversation is that you should treat a cock like a lollypop. Brittany logic.

"Why don't I just show you?" she asked in that oh so innocent Brittany tone.

"Yeah that might work... Wait WHAT!" Kurt practically screamed. Brittany just looked at him blankly.

"Britt what exactly do you mean by you will show me" he asked worriedly.

"I mean that I will give you a blow job and then you will probably know how to do it..." Kurt just stared at her like she was some sort of alien. Who would suggest something like that?

"Look Kurtie you're a really good kisser, the last time we kissed I really liked it so can we make out again?"

"What happened to the other thing we were talking about?" he asked confused. He didn't get an answer though because Brittany had swung one of her legs over to the other side of Kurt straddling him. He let out a whimper, he was a little scared right now.

Brittany moved her face down to right in front of his and he could smell her pineapple lip gloss. She looked at him for a split second before pressing her lips softly to his moving them gently. Kurt couldn't resist reciprocating the kiss. Its hard being lonely all the time, at least now he felt like he was wanted. They moved their mouths together kissing passionately for another five minutes before Kurt brought his hands up and places them on Brittany's back pushing her closer to him. She was now flush against him and practically sitting on his lap. Kurt licked at her lip gloss loving the taste of pineapple, but Brittany thought that he was asking for entrance so opened her mouth. Despite the fact that this was not his intention he still seized the opportunity and plunged his tongue into her mouth licking all of the inside, tasting her as much as he could. After a while the making out started to get a little more heated and Brittany started to roll her hips down onto Kurt's repeatedly. Despite his best efforts he started to get hard. He needed to give Brittany credit though, this was obviously her plan, get him into it, get him hard, then show him how to do a blow job. And she somehow made it seem innocent.

Brittany kept grinding down onto him and he just couldn't help grinding back. He felt like pure pleasure was flowing through his veins and he didn't want it to end. He let out a loud moan which was swallowed by Brittany eagerly. He kept thrusting into her now fully hard. He grabbed onto her tighter and pulled her closer to him wanting to feel her, feel anything. He just wanted more.

Suddenly to his disappointment Brittany pulled away. He looked at her and she could see that he wanted her back, his eyes were darkened with lust. She gave him a smirk and slid down until she was perched in front of him on the ground. He looked down at her wide eyed knowing what was next, although it was partly his fault for getting so into it. He felt Brittany undo the button and his fly then she stopped.

She motioned for him to move so that she could pull his pants down, so he stood up. She proceeded to pull his pants and underwear down he moaned in relief that he was finally set free of the restraint of his pants, when Brittany started talking again.

"Wow Kurt you have one huge lollypop, possibly the biggest I've seen" She stood up and kissed him while pushing him down to sit back down on the bed.

Brittany once again positioned herself in front of him. She put her face so close to his cock that he could feel her hot breath. She licked a strip from base to tip then swirled her tongue around the top and around the slit, making Kurt moan loudly trying to resist the urge to buck his hips into her mouth. She put her mouth around the tip and licked some more, then engulfed as much of his length as she possibly could. Kurt moaned so loud, he was glad that no one else was home. It felt so good he couldn't think straight, all he could think about was the amazing feeling of the tight wet heat surrounding his cock.

Brittany started to bob her head and hollow her cheeks as she sucked her 'lollypop'. Kurt was just a moaning mess beneath her. He had never felt anything so pleasurable in his life. He started to feel heat coiling in his stomach and knew that he was getting closer to the edge.

"Britt, ahh I'm cl... Oh... I'm close" Brittany got the message and started to suck even harder eliciting a very loud moan from Kurt. With a few more bobs of her head he was gone. He screamed her name as he came hard down her throat. She kept swallowing until she had it all, but one drop managed to drip out of her mouth and was slowly dripping down her chin. She got up and crawled on top of Kurt who was sprawled across the bed still coming down from his orgasmic high. She began kissing him again and he moaned at the taste of himself now replacing the taste of pineapple on her lips. He licked the little drop of cum from her face and moaned, all of it just felt so erotic, like nothing he had ever felt before. He felt his member try to get hard again but it was much too soon.

Kurt grabbed his pants and started to wriggle into them when he noticed that Brittany was sitting in the corner of his bed pressed up against the wall looking quite uncomfortable. He quickly realized that she was very turned on, and probably very horny from their make out earlier. He knew he was a pretty good kisser but he didn't know that he was that good.

"Britt" he called out to her as he crawled back across to her "Do you want me to help you there" he asked.

"With what?" she asked sounding confused.

"Well its just you look very..." he looked around the room searching for the right word "Well you look very turned on" he states hoping that she would understand what he was getting at now.

She looked as though she now understood "Yeah I guess so."

Kurt then pinned her beneath him on the mattress and started to kiss her heatedly. She was starting to get into it again and they were once again making out. Kurt loved being on the top, it made him feel in control and manly. He moved his hands from above her shoulders and started to move them down her slowly. She audibly gasped as they slid over her breasts. His hands stopped and moved back up to her breasts again and started to roll them beneath his fingers. She started to moan incredibly loudly. He hadn't ever done this before but it sounded as though he was doing something right. Despite the fact they he was gay he kinda liked the feel of her breasts, they seemed to fit perfectly in his hand.

He moved his head down and started to suck at the pulse point on her neck creating a hickey. She moaned yet again.

He moved his hands down and undid the button of her skinny jeans not entirely sure where he was going with this. He pulled her pants and underwear down in one fluid motion. He put his hand up to her pussy and started rubbing her clit, or at least thats what he figured he was rubbing by the screams that she was making. He moved on finger to place it inside her hole making her moan loudly once again. He pushed another one up beside the first finger and started scissoring inside her. She was starting to shake, he could tell she was close.

He suddenly took his hand away from her and she whimpered at the loss inly for it to be replaced with his tongue licking at her. He poked it inside and hardened it. He kept thrusting it inside her, fucking her with his tongue (which was quite long). Brittany let out an earsplitting scream of Kurt's name.

She laid there limp not able to move after her mind blowing orgasm so Kurt pulled her pants and underwear back up so that she looked decent.

"Kurt" Brittany gasped.

"Uh... What Britt?" He asked kindly.

"That as amazing! Where did you learn to do that?"

"I didn't, I was just winging it the whole time" he replied nonchalantly.

"Oh my god. No boy has ever done that to me before" she stretched out her arms in a way that made her look like a toddler wanting its mummy. She looked exhausted.

"Kurtie come cuddle me" she pleaded. Kurt just smiled and wrapped his arms around her. She snuggled into him and cling on in her half sleeping state. As she was about to dose off he was sure that he heard her mumble something that sounded like 'I love lollypops'.

He pulled the blanket over then and she snuggled even more into his chest with a wide grin on her face. Brittany was an awesome friend, even if you had to explain things to her 100 times.

A/N: Hope you enjoyed it! Please review!