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Disclaimer: I do not know Ricky Ullman, nor do I own the show hes on Phil
of the Future. If I did I wouldn't be lonely or broke as hell.

Rating:NC17

Summary: Phil is pretending he doesn't love Keely, Keely's pretending to be
a good girl.




Phil Of The Future: I Wanna Be Bad Part 1 (mf)
by AntarianPrincess85

"Keely, we need to talk..." Phil Diffy stated to no one, he was standing in
the empty hallway by his locker practicing what he would say to Keely once
she'd gotten out of class.

"Talk to me about what?" Keely Teslo's voice floated toward him.

Phil slammed his locker closed and turned around, nearly jumping out of his
skin he hadn't heard her walk up. He steeled himself he wasn't going to
chicken out like he'd been doing since he met her five years ago he's been
dancing around his feelings ignoring the afraid she was going to tell him
she didn't feel the same.

"About us..." he paused and took her hand as they started down the hallway
and into the stairwell leading to the old basement where teachers went to
smoke.

"Phil, I don't understand."

"Keely I'm in love with you and I always have been. I'm tired of just being
your friend and seeing you go out with all these random guys who don't treat
you right.-"

Keely stopped and grabbing him and kissing him hard and rough slamming him
into the wall.

She bit and sucked on his bottom lip; Phil who was still surprised opened his
mouth and let her just completely take him over. She was pressed so tightly
against him he could feel her every curve and Keely had filled out over the
years. Keely broke off the kiss leaving Phil hard, whimpering, and confused.

This wasn't going at all as he'd planned. Keely smiled an almost predatory
smile and leaned in to whisper, "I never thought you'd have the balls to say
that to me. I feel the same way, but there's something you should know. I'm
not the girl you think I am. I'm tired of pretending I'm something I'm not."

Confused Phil asked, "What kind of girl are you?"

"I'm a bad girl Phil." She poked out her full bottom lip swollen from the
intense kisses they'd just shared.

"Really," he said his voice dripping with sarcasm.

Keely smiled sweetly before stroking his cheek and eventually trailing her
fingers through his hair before tugging at it hard.

"Do I turn you on Phil?" she ground her hips into his as she purred in his
ear.

He could only nod.

She took his right hand in hers and slid it up her skirt, "I never wear any
panties. I keep hoping that you'd catch on to that little fact."

Phil's fingers brushed up against her wet slit. He had never touched a woman
there before. He took a deep breath as she guided him to where she wanted
him.

"Keely...you're so wet." He purred.

"I want you Phil." She gasped as she guided two of Phil's fingers into her.

He rotated his thumb clockwise accidentally brushing against a little bump
and causing Keely to moan loudly.

"Please." She whimpered.

He began to rub it in earnest as he pumped his fingers in and out. He
smirked he could be bad too... he was finger fucking Keely Teslo right in
the stairwell where anyone, especially a faculty member could just walk in
and see.

Keely was grinding back down on his fingers and it was totally worth the
trouble he would get into seeing her like this.

"Phil...." She panted, opening her green eyes to gaze at him.

Phil knew she was going to come soon. She was grunting now and completely
humping his hand and it was the most erotic thing.

"Phil...fuck I'm gonna oh..." Keely cried before she went slack and he had
to dislodge his hand to catch her.

"Keely, babe are you okay?"

"Fine. I didn't expect that it's the first time anyone's made me come like
that." She said.

"Oh Phil, you're hard." She pointed out.

He blushed and tried to hide the tent in his pants.

"I want you to fuck me." Keely said.

"Here? Now? The bell just rang kids are gonna be walking past and Mrs. G has
to have her smoke break."

"Well, let's cut class we can do it in your car." Keely said.

"Keels..."

"Do you want to fuck me Phil?" she asked sliding a manicured hand down his
chest and stomach to cup his erection.

"Do you have to ask I'm hard enough to cut through diamonds?" He said.

"Let's go then." Keely went over to window in the stairwell and pushed it
open climbing out giving Phil a flashing view of her tanned little bottom.

"Are you coming?" she asked.

"I certainly want to. But cutting class... I don't know Keels."

"It's not like you're gonna be able to focus with a boner the size
Cleveland." Keely pointed out.

Phil shrugged, "I know if I don't go, I'll never be able to get you off my
mind."

"After we do this, I don't think I'll be able to stop thinking about you
either Phil." Keely whispered, as he climbed out of the window.

They skulked around the side of the building and made a mad dash for the
parking lot and then they made their way to Phil's Volvo, he couldn't believe
what a rush it was to do this. The potential trouble that they could get into
only added to his lust.

"Phil what are you doing?"

Phil stopped as he had the passenger side door halfway open, "I thought we'd
drive around a bit find some place secluded." Phil said.

"This is plenty secluded Phil." She said.

As if to prove her point Keely started to strip down right in front of him,
"Keely!" he shouted.

"You like what you see Phil?" she grinned before hopping into the backseat.

He nodded dumbly and did the same, before he could even shut the door she was
on him. She kissed him hard, and her hands were everywhere. It took him a
moment to realize that he could touch her too. He ran his hand up her bare
back as she deepened the kiss, and she shivered from his touch and moaned
into the kiss.

She ground herself up against his denim clad lap; she broke off the kiss and
flipped her beautiful blond tresses to look at him.

"Do you wanna be bad with me Phil?" she said softly before attacking his
earlobe with teeth and tongue.

"Mmmmm..." was all Phil could manage it felt so good Keely ventured lower
kissing the skin at his collar before she went to work on the buttons.

They were snap buttons so they opened easily and Keely raked her nails down
his chest and he gasped, he was pretty sure she'd scratched hard enough to
draw blood he wanted more.

"K-Keely..." Phil stuttered when she moved away and started to unbutton his
jeans.

"Are you trying to kill me?" he panted.

Keely gave him a feral smile as he lifted his hips so she could pull his
pants down. It took him a minute to get used to being naked in front of
her. He was so hard and he had to admit for a short guy his cock was fairly
impressive.

"Poor Phil..." Keely paused to fist his cock, and poke out her bottom lip,
he was actually wearing most of her lip gloss.

"Oh..." he cried out someone especially Keely touching him there felt so
good.

He watched in slow motion as Keely leaned down and licked the tip of his
dick.

"Keely," he panted his hands instantly going to play in her golden tresses.

She smiled and this time she took nearly the entire shaft into her mouth. It
was so amazing.

"Keely-oh...I'm gonna..." he panted and she stopped.

"Don't want you to come just yet." Keely said moving to straddle Phil.

She guided him into her he moaned he had never felt anything like that before
she was so velvety smooth inside he was completely blanketed in silky wetness
different from her mouth, he had felt this before when he'd fingered her and
he had wondered what it would feel like to be inside of her. He just didn't
think it would feel so good.

He opened his eyes he *had* to look at her. She had her eyes closed
obliviously wincing from the pain, "We can stop if it hurts." He whispered.

"Quitting is for wussies...the first time is supposed to hurt."

"You've never... I thought you'd..."

"I was waiting for you." She said as she started to move it felt even better
than before.

"Keely..."

She silenced him with a quick kiss, "I waited for you to make love to me. I
want you to fuck me Phil."

Hearing that made it all real for him, up until that point he just thought it
was all a very erotic dream and he finally kissed her for real he was the one
making the moves. He rubbed her back with one hand and cupped her breast with
the other. He did want to be bad just not at sex he wanted to make Keely come
like she had before. He discovered this by accident as he had discovered her
clit. Keely's nipples happened to be extremely sensitive.

She moaned into his mouth and he knew he was onto something. He broke off
the kiss to let her breathe while he kissed her neck and shoulders while he
fondled her breasts and rubbed her nipples. He trailed kisses down her chest
before he attacked her left breast with fast, soft, playful kisses making her
giggle as she continued to ride him.

He decided to kick it up a notch and engulfed the whole nipple with his
mouth, something he'd fantasized about since Keely grew into a full C cup.
How he knew she was a C cup was a secret he'd found out when she drug him
into Victoria's Secret's for lingerie sales all through high school.

He suckled and lightly nibbled on the pink topped treasure. And Keely grunted
and rode him harder.

He stopped and gave the other breast the same attention, least it get
jealous. It was turning him on as much as it did her, they were both close
now he reached down to cup her ass as he rocked his hips upward to meet hers,
and she was pressing his face down into her bosom not really letting go
trying to shove more of her breast into his mouth. Finally, her body went
slack yet again and she cried his name.

For a second Phil didn't move he just gave her time to recover before rolling
her over on the seat and proceeding to fuck her the way he imagined fucking
her. He started by pulling her long shapely legs up around his neck and
really go to work, fucking her so hard it had to hurt a little.

Keely didn't seem to mind, she bit her lip and then sighed when he turned his
attention back to her breasts. It wasn't long before he felt her clenching
around him and the tale, tale shout she gave as she came yet again this time
taking him over the edge with her.

    

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