0 comments/ 12065 views/ 1 favorites BH 90210 The Lost Episode By: eatjld A long forgotten Beverly Hills 90210 episode was recently discovered in the private belongings of a former Hollywood producer who had recently passed away. Other than telling the story of the 90210 characters' experiences at a weekend health resort it also tells the story of how censorship at times took its toll on the old Fox show. After the episode was filmed it was extensively cut after orders by the FCC due to it's X-rated contents. Below is a depiction of the original uncensored shoot. For purposes of brevity only the storyline involving the characters Kelly Taylor and Brenda Walsh is detailed below. Episode 3x18 Midlife...Now What? Scene 1 Walking through the school halls Kelly, Brenda, and Donna were talking about the health spa they were planning to visit during the upcoming weekend. Donna was telling them that due to her mother turning ill she couldn't accompany them as planned. "Donna, I can't believe you're passing up a whole weekend to be pampered to death," Brenda said. "Yeah, I'm gonna get massages every morning and every night. I haven't gotten laid in like forever. I really wanna meet a guy there," Kelly added. "Me too," Brenda quickly agreed. "I know, but it's a mother/daughter thing and I just feel like a fifth wheel," Donna offered apologetically. "Donna, are you sure your mom's really sick?," Kelly asked suspiciously. "Kel, she is not faking it! I mean, do you honestly think my mom would bail out on something that is non-refundable and pre-paid? No," Donna answered, knowing well how stingy her mother was. "Can't you go with somebody else?" Brenda then suggested. "Like who?" Donna asked. Cut to the office of the school newspaper where the girls were asking Andrea to go with them instead of Donna's mother. Andrea was reluctant to go. "You guys, I'm just not into those kinds of places." "Andrea, how do you know? You've never been to a health spa before," Brenda reasoned. "Yeah, and the Montecito Spa is supposed to be the best in California," Kelly added. "And it's totally geared toward women. The guys there are supposed to be way hot. I heard that they only hire guys who are well endowed, so that they can service the guests the best way possible," Brenda said. "And it's totally free," Donna added. "And it's totally luxurious," Kelly said, continuing the barrage of reasons why Andrea should join them. "And we'll all be together, it'll be a blast," Donna tried. Andrea still wasn't impressed. "I don't know, getting massages and beauty tips makes me a little nervous. And I'm a virgin, so I'm not really sure I could take a guy who's... what did you say, Brenda? "Well endowed."" "Somehow I've never had that problem," Kelly offered gamely. "And come on, you owe us, Andrea. Remember when you couldn't come to me and Brenda's joint 18 year birthday party because you had to stay late and write that story you though was so important? We really missed you there." Brenda continued their persuasive efforts: "Don't think of it in terms of vanity, think of it more as nurturing and relaxation." "And just think, the whirl pool will definitely be good for your legs. And if you don't want a big dick I'm sure the guys would be just as happy to eat your pussy instead," Donna advised. "That's true," Andrea begrudgingly confessed. Eyeing a crack in Andrea's resistance Kelly pressed. "Come on, Andrea. Admit it. Aren't you just a tiny bit curious?" Worn down by the girls' persistence Andrea admitted, "Maybe just a little. I mean, it is free and I could write a story about it in the erotica section of the blaze... Okay," Andrea finally conceded. With even numbers the girls were set for an exciting weekend at the spa. Scene 2: The weekend. Kelly, Brenda, and Donna were sitting in the lobby of the spa having just arrived. "This place is so peaceful," Brenda said blissfully. "I can feel myself melting into this couch," Kelly agreed, relaxing with her eyes closed. "They'll have to carry us out on a stretcher by the time this weekend's over," Donna added. "All depending on what size guys we find here," Brenda said. Donna and Kelly grinned friskily. Excited, Andrea rushed up to the group. "You guys, did you see all the exotic massages they have here? They have Jin Shin Do, Watsu, and reflexology. What's Jin Shin Do? I guess they'll explain it later. Listen to this, they got low impact aerobics, water aerobics... aw, and yoga! I always wanted to take yoga. When... It's in two hours! That totally conflicts with their guided tours, what am I supposed to do?" "Andrea!" Brenda tried to interrupt her. Andrea continued, "Maybe they'll let me take a late class if I skip breakfast. What do you think?" "Andrea!" Donna tried instead. "Maybe they have an early bird class I can take before six a.m." Andrea continued still. "Andrea!!" Kelly tried louder. "Huh?" Andrea finally caught on. "Relax," Kelly calmly instructed. Andrea realized how hyper she was being and responded with a smile that she understood she had to mellow out a bit. Kelly's mother Jackie and Brenda's mother Cindy were talking nearby. "Well, we're all set. Now all I have to do is lose the ten pounds I put on since Erin was born," Jackie said. "Yeah well, it sounds easier than losing 15 years," Cindy responded. A woman dressed like she worked at the spa walked up to Jackie and Cindy. "Jackie?" She said. "Babette? Hi! You look fantastic!" Jackie responded enthusiastically. "You too, thank you," Babette said. Jackie introduced her to the group. "Babette Lewis, this is Cindy Walsh." "Hi, nice to meet you," Cindy said. "Babette, this is her daughter Brenda," Jackie continued. "No doubt. Hi", Babette said "And this is Andrea. "Hi." "And Donna. "Hi." "And you remember Kelly. "Of course. Hi." Kelly waved back unenthusiastically, clearly not happy to see Babette. "It's been a long time," Babette again addressed Jackie. "Yeah, it has. Are you here for the weekend?" "Every weekend. I work here. For the last two years." "You're kidding!" "No. So if you need anything, or want anything, feel free to give me a holler. What room are you staying in?" "Uh, 8-32," Cindy answered. "Oh, you guys have a great view from up there." "Ah, great," Jackie said. Babette started to leave. "Listen I gotta go, but I'll give you a call." "Okay," Jackie said. "Bye bye," Babette said as she left. Jackie addressed the girls. "Okay, guys. Let's go." They all left for their rooms. Kelly and Brenda walked seperate from the others to talk alone. "You know this place is Nirvana to begin with. And with your mom's friend working here we will definitely be given the royal treatment," Brenda said. "Believe me, any treatment Babette can give you, you don't want," Kelly said. "What do you mean?" "Babette used to be my mom's coke connection," Kelly said dejected. Scene 3: Sitting in a big tub Kelly, Brenda, Donna, and Andrea were taking a mud bath. "Urh, this is really weird," Donna exclaimed, looking down at the mud they were all sitting in. "I can't believe I'm taking a bath in mud," Kelly said flatly. Brenda felt around with her hands. "It is so gooey, it feels like there's hay in there or something." Donna, trying to keep up their spirits, said, "It's not hay, it's herbs." "What kind of herbs?" Kelly asked. "The kind horses like to eat. Ha!" Andrea interrupted before Donna could answer. "It's supposed to draw the toxins out of your skin and restore its natural supple tone," Donna reassured. Brenda was not encouraged. "Well, I can't move in this goop." Andrea agreed. "I don't know. Rolling around in the slop just doesn't seem kosher." "Shhh, let's all be quiet and relax." Donna said before she leaned back and closed her eyes, tired of their complaining. Just then, a young, good looking man walked by. He wore khakis and a white T-shirt making it apparent he was an employee at the resort. He was carrying a stack of towels to one of the lockers. Kelly saw him first. "Uh, look at him!" she praised. Donna turned her head to look at him too. "Cute butt," she said with a grin. Brenda, her eyes now on him too, couldn't help but speak her mind. "Looks like he's got a nice bulk down there. I wouldn't mind seeing what he's hiding." Donna was quick to take her up on her words, "You probably could if you wanted to." "You think?" Brenda said. Their eyes all followed him as he walked through the room, put the towels in the locker, and headed back out. "Sure. I bet he'll think you're hot if he sees you. But I think you'd better hurry if you wanna catch him." "That sounds like a dare, Brenda," Kelly challenged. "Are you gonna stand by your words or are you just all talk?" she said, having a bit of fun with her. "Yeah, that's right, Bren," Donna said. "I dare you to go find out how big his thing is," her feigned seriousness trying to cover her playful tone. Contemplating Donna's dare, Brenda's pensive expression turned into a mischievous smile as she decided to take her up on her challenge. "You're on. But he's gone now. I'll have to catch him later when we've showered. It's probably better anyway. I doubt it'll hurt my chances if I'm not covered in mud when I meet him," she said, making the girls laugh in agreement. Scene 4: Having finished their mud bath the girls were coming out of the shower. "Urh, that was invigorating..." Brenda said sarcastically, having found the experience unusual to say the least. "I'm freezing!" Andrea said, shivering. "Well, the cold water closes your pores up," Donna said. "Well then, my pores are freezing." Jeannie, who worked at the spa, came up to them. "Okay, everybody all set?" she said, letting them know it was time for their massage. Donna nodded to her. "Lasan will take the two of you," pointing to Donna and Andrea, who left alongside Lasan, another spa worker. "And you two are with me," she said pointing at Kelly and Brenda. "And don't worry," she said, leaning in to Kelly, speaking in a low voice as if confiding something in her, "We're gonna do a lot of work on your... problem areas." Jeannie turned and walked away leaving Kelly to contemplate her suggestive words. She was taken aback by her blunt comment. "Problem areas?," she said to herself trying to let it sink in, wondering what she had meant. Scene 5: Kelly and Brenda were getting a massage. "So, where are you girls from?" Jeannie asked. "Beverly Hills," Kelly responded, lying face down on the massage bed. "Ah. You girls go to college?" "High School." "High School? They didn't make'em like you when I was in high school. Thank God. 'Course I'm not sure it would have made any difference, I wasn't very popular anyway. Eh, it's just as well. Men! Who needs'em, you know what I mean? My friend Mandy, she was going with this married man for almost three months. A rich guy from Beverly Hills. He was crazy in love with her. Bought her gifts, sent her flowers, till her best friend Sheila got her claws in him. Can you imagine that? I mean, two best friends fighting over the same guy. What a crazy thing to do, huh?" Kelly and Brenda exchanged a look, full well knowing Jeannie could just as well have been talking about them and their fighting over Dylan. Scene 6: Kelly and Brenda were changing in the locker room after the massage. "My legs feel like they're made out of rubber. Are you as vegged out as I am?" Brenda asked. "Yeah, I'm a radish," Kelly said. "Uh, are you thinking what I'm thinking?" Brenda asked. "Yeah, if you thinking of my thunder-thighs... Kelly answered sarcastically, still vexed that Jeannie the spa worker had suggested she had problem areas. "Kelly, that masseuse was an airhead. Although, what she said about her two best friends fighting over the same guy, that kind of got to me." "Yeah, I wish Jeannie hadn't said anything either. But one thing I can say for her, she may have a big mouth, but she's got great hands," Kelly said with a grin. "Well, let's go see how the others are doing," Brenda suggested. "Brenda, wait. Uhm...Do you think I have problem areas?" "Pfff," Brenda shrugged her off. "No, I'm serious," Kelly insisted. "Kelly, no! You're crazy," Brenda said and headed for the exit. Kelly stayed behind and looked at herself in the large wall mirror. Feeling insecure about her body she turned her side and scrutinized her thighs and butt and wasn't pleased with what she saw, her discontentment showing in a frown. A male spa worker walked by and saw Kelly's critical look at herself. The tight black leotard she was wearing accentuated every contour of her body. A black scrunchie held her long blonde hair in a ponytail. She looked incredibly sexy to him and he couldn't stand such a beautiful girl looking at herself so unhappily. "Why does a beautiful girl like you look so blue, miss? You look wonderful. I hope you don't think otherwise." A little surprised by the spa worker addressing her, Kelly turned her eyes to him. "Oh...Hi. Oh well, it's just...I don't know," she said, returning her gaze to herself in the mirror. "I guess I'm just thinking I might need a little work." The man stepped behind her and joined her in looking at her in the mirror. "Miss, you don't look like you need any work to me," he said hoping she would appreciate his compliment. Kelly looked up at him in the mirror, this time inspecting him a little closer. He was tall, fit, and very attractive, making her instinctively raise her eyebrows. "Thank you," she said, encouraged by his praise, her feminine blue eyes holding his gaze. "You don't think I have big thighs?" A jolt of bravery struck him and he placed his hands around her hips. "You look perfect to me," he answered. Kelly kept looking up at him in the mirror, saying nothing. Emboldened by her silent consent he slid his hands down to her front thighs. Gently holding them he let his thumbs slide to the inside of her legs. He leaned in close to her until his nose touched the back of her head. Taking in her feminine scent, her blonde hair tickled him warmly, his crotch gently pressing against her lower back. Feeling comforted by his kind words Kelly didn't mind his hands. "Mmm..." she sighed softly, instinctively closing her eyes, enjoying his light touch against her neck. "That feels good." He pushed his lips against her skin and kissed her neck carefully almost as if she was fragile and could break if he was too aggressive. He moved his hands up along her small frame to her shoulders, his fingers gently pressing into her soft skin through the thin fabric. "You are so warm," he whispered affectionately in her ear, pressing himself against her, wanting to feel her as much as possible. His quickly escalating lust inspiring his instincts to take over he bent his knees and grinded his hardening erection against her behind, seeking some much needed friction. He nudged one of the straps of the leotard down exposing her naked shoulder. He dick was now rock hard. She grabbed his hand to stop him. "No, wait. I can't. What if someone comes?" "Don't worry. We're alone in here and no one is gonna come," he said, trying to reassure her. His raging lust and hard-on aching to come out of his pants made him incapable of caring if what he said was actually true or not. His only thought was that he desperately wanted to undress her and enter her. He was more than willing to risk getting caught to make that happen. Leaning into her he breathed against her shoulder, looking at her in the mirror, his eyes showing how much he craved her. "Trust me. We're all alone," his voice whispered in her ear, pining to sway her. It seemed like an eternity before she let go of his hand and allowed him to remove the strap and bear her shoulder completely. "I trust you," she turned her head back at him to say. With her back to him she couldn't turn her head all the way, but he eagerly met her halfway and pushed his lips against hers. Passionately, they took turns taking bites out of each other with their lips. Kelly grinded her ass against his hard cock that was still confined to his pants. Her tongue longingly playing with his, he nudged the other strap to the side, exposing to other shoulder too. He pulled the tight leotard down her body to her hips, freeing her beautiful topless breasts. The delicate light nipples stood proud with excitement and he cupped her mounds and ran his fingers over them, feeling the contrast between the soft tits in his hands and the hard nipples against his fingertips. She reached behind her and ran her fingers over his pants in search of his zipper. Finding it she pulled it down and inserted her hand. Finding his cock she slid her fingers around it and squeezed tightly, wanting to feel him, but wanting more to see his reaction to her touch on his manhood. His face grimaced ecstatically as his built up tensions were given their first release by her soft, yet firm hand giving his hard-on the first much needed tug. "Ooh, fuck yeah! Oh my god," he moaned into her mouth, their passionate kiss continuing unabated while she stroked his shaft as well as she could from her awkward angle. "You like that, honey?" Kelly purred, taking her lips off his for a second to speak, only to thrust her tongue into his mouth again without waiting for his response. He could only moan his agreement into her hot mouth. His hands left her tits and moved to the waistband of his pants and pushed them down. Locked in their fervent kiss, their eyes closed, Kelly followed suit and pulled his boxers down, permitting his rock hard cock to spring free. Breaking their kiss to watch him in the mirror she moved her hand to his balls and gently caressed them with her fingertips, teasing him with her restraint, when what he desperately wanted was for her to jerk his cock. Her small hand on his ball sack didn't promise him that, so he, incapable of delaying his gratification any longer, went down on his knees behind her and pulled her leotard down past her hips and onto the floor. As she stepped out of her clothing, now only dressed in a pair of small white panties, he ran his tongue over the small of her back, all the while groping and caressing her firm butt. Almost feeling like he would lose his mind with lust he got to his feet with only one thing on his mind. He put one hand on her ass and one on her shoulder and gently, but firmly, pushed her up against the mirror. "Uuhm, yes. You want me like that?" Kelly asked, her eyes closed, her cheek pressed against the glass. He didn't answer her and just pulled her panties down her thighs and grabbed her hips with both hands. He pulled her ass back, allowing for a better angle, and shuffled his feet in place behind her. She smiled blithely and spread her legs, allowing him in. His swaying erection brushed over her ass cheeks while he settled himself. Kelly moaned, feeling its size on her skin, anticipating what was to come. His long hard cock standing straight up he angled it down and slid it in between her soft ass cheeks and with a slight thrust with his hips settled the cockhead at her beautiful pussylips marking the entrance to her hot pussy. "Ready when you are, miss," he teasingly said with a grin, happy that it was finally all up to him to decide when he could get his release. That he was now in control. "Do it, honey, do it," she sighed back at him without opening her eyes. Bending his knees to find his angle he pushed forward, the thick head pushing her lips open. He pressed into her hot pussy, slowly for just a moment until he felt her give way and take him in. Feeling her muscles hug every inch of his shaft as he slipped into her, snug and tight enough to slow his penetration, but not enough to resist it, he held tightly around her ass with both hands, controlling her movements completely. He entered her almost all the way, her pussy holding onto him and squeezing him tightly before he started to pull out again. She clenched him tighly almost as if trying to prevent him from pulling out, both of them giving synchronous moans as he emerged from her wet pussy, his shaft already glistening with proof of her lust. BH 90210 The Lost Episode He gripped her ass tighter and drove his thick cock into her again, all the way, his hips smacking against her ass. Her pussylips wrapped closely around his shaft, fitting like a glove, her pussy readily sucked in his invading cock. Staggered yelps of both pleasure and pain escaped her lips as he grinded his hips against her for a moment, feeling her soft ass cheeks against him, his throbbing erection buried deep in her. Her eyes tightly shut in an ecstatic grimace Kelly could feel every ridge and contour of his cock as his steady thrusts into her developed a rhythm. Her immaculate breasts jiggled with every hard bang of his hips against her round ass and she had to spread her legs a little farther apart to keep her balance. Her pussy pouting around his impaling manhood, his erection was buried to the base in her again and again as he frantically fucked the petite, blonde teenager from behind, as if it was the last time he would ever have sex again. Kelly shifted her head against the mirror to the other side, tossing her ponytail in the opposite direction. Smiling as she panted she let out stifled whines with every penetration of his strapping cock. Her pussy clamped down tightly around him, squeezing at him rhythmically, trying to milk him for the load he wasn't yet ready to give her. Kelly had her hands and face against the mirror, loving how he jammed her against it, how his thick cock stretched her out, and how his strong thighs touched against hers when his hips slapped against her ass again and again as they fucked busily. His fingers sinking into the soft flesh of her firm, round buns, her ass bounced back and forth with every penetration, her ponytail draping down from the back of her head, swaying aimlessly below her head. "Fuck me... Like that... Just fuck me..." The pitch and strain of Kelly's voice increased to match the heights of her arousal, his thick cock powerfully pistoning in and out of her. "Yes... oh!... OH!!... YES!!!" Both sweating heavily from the rigorous exercise, drops of sweat trickled from his chin onto her back and down her ass giving wet slapping sounds every time he pumped his cock into her. Loving how she clenched her hot, tight pussy around his hard shaft as though she never wanted it to leave her body, he reached under her and grabbed her shapely tits bouncing in rhythm with his thrusts, longing to have them in his mouth. He slowed his movements, caressing his handful, prodding her softness with his fingertips, feeling perfection. "You've got great hands." she encouraged him, panting heavily. He moved one hand to her shoulder and with the other grabbed her ponytail, giving it a measured tug, gently, but firmly enough to pull her head back and let her know he was in control as he pounded her ass over and over. He continued fucking her slowly, caressing her back and ass with his hands. Letting them slide down to the back of her thighs and tickle her with his fingertips as his ample cock entered her perfect frame again and again. Gripping around her waist with one hand the other trailed down under her stomach and slid into her pubic hair. He savored her warmth for a moment before moving his fingers to her clit, adding to her stimulation. His fingers rubbing her clit, his thick cock stretching her, perfectly filling up her beautiful pussy, he rushed her toward orgasm. "Keep fucking me! You're gonna make me cum!" she shrieked feverishly, her palms and forehead pressed against the mirror, her eyes tightly shut as she came. Her open mouth alternating between panting heavily and biting her lip in an attempt to keep her volume down she whimpered and cried her vigorous orgasm into the mirror, dampening it with her hot breath. He was nearly there himself and with Kelly now coming he didn't need to hold back any longer. Squeezing his shaft even tighter with her orgasmic contractions she pushed him closer and closer. Moaning and panting, his fast, deep penetrations slowed down to a few slow, strained pushes into her, his sperm already leaking out as he pulled himself from her hot snatch. Holding his cock with one hand and her ass with the other he came with a deep growl. Thick streams of cum rhythmically spurted from his throbbing cock and covered her back with long white threads. Splashing her delicate shoulders and her ponytail as his cock continued to burst its liquid out onto her, his growl slowly subsided and his pulsing cock sluggishly gushed out its finishing bursts onto her ass. Delirious from the fantastic fuck Kelly stood up and turned to face him, letting his cum run down her back and legs. She lovingly took hold of his slowly softening cock and squeezed it up and down with with her hand and leaned up and kissed him passionately. "What's your name, honey?" she asked him. "Michael," he said. "Hi, Michael. I'm Kelly. Nice to meet you." Scene 7: Later in the day the girls were eating lunch outside by the pool. "I can not believe you ordered two whole lunches at 392 calories each, that is 784 calories!" Kelly said to Donna, amazed that she could eat that much. "Well, mud baths make me hungry. Are you gonna eat that avocado slice?" "She's like a bottomless pit," Brenda interjected. "How do you eat so much and stay so thin? It's disgusting," Kelly said. "Well, I ate a whole loaf of bread once," Donna said. "Now that's disgusting," Brenda stated. "Donna, are you sure you don't have bulimia or something?," Kelly asked. "No! I have a fast metabolism. Jeez." "Andrea, do you think Donna has an eating disorder?" Kelly turned to Andrea and asked. "I don't know," Andrea said, absent-minded and too relaxed after her massage to care. "I think you're starting to get the hang of this place," Brenda said to Andrea, seeing how calm she was. Andrea sleepily grinned her relaxed response, her eyes closed. A waiter walked up to the girls' table. "Hi, my name is Ben. I'm your waiter. Is there anything you ladies need?" he asked. The girls looked at the waiter and then turned their eyes to Brenda. They recognized him as the guy they saw when they were taking the mud bath and remembered the promise Brenda had made. Brenda recognized him too. "Hi," Brenda said. "Uhm, no thank you, we're full." The waiter turned to walk away. "Wait a second," Brenda called at him. She had to think quickly to come up with an excuse for holding him up. "We don't need anything else to eat or drink, but we were planning on taking a swim later and I think we're all out of towels. You wouldn't happen to know where we could find some, would you?" she said, remembering the stack of towels he was carrying when they saw him earlier in the day. "Yes, miss. I'll find some for you right away," he dutifully offered. "Do you think you could just show me where they are? That way we can just find them ourselves if we need more later on," she said, angling to get him one-on-one, her eyes flirting with him. "Sure. You can come with me now if you like," he offered, thinking there was nothing unusual in her request, but still noticing her flirtatious look. "Great," she said, shooting him a big smile. She walked up beside him and headed inside with him, her hand on his arm. They entered the big lobby the group had sat in when they first arrived and the waiter led Brenda to a door somewhat out of the way. He opened it and with a gesture with his hand invited her to come inside. "This is the storage room where we keep all our towels and sheets and pillows and so on. We're not really supposed to allow the guests in here, but I guess it's okay if you and your friends want to go in here and get a few towels when you need some." "That's very sweet of you," Brenda said. The brightly lit room had a fresh smell to it and was filled with shelves with all kinds of textiles and fabrics the spa needed to make sure they always had something new and clean to use when the old went to the wash. Having gotten him one-on-one like she planned it was time to make good on her promise to her friends. "You know, to be quite honest, there was something I else I wanted too," she said, taking a step toward him. "You need new sheets or pillows or something? Whatever you need I'm sure we can find it," he said, starting to turn to the shelves. "No, it was something else I had in mind," she said, putting up the palm of her hand, as a signal for him to wait. "Something else entirely," she said, stepping all the way up to him. She placed her hand between his legs and cupped his bulge and gently squeezed it. "Oh!" he said, taken aback, but finally realizing exactly what her flirting had meant. He was used to the women at the spa giving him long looks, but he had never been this overtly put in the passive role by a guest before. But he was not about to say no to the sexy teenager feeling up his crotch and happily acquiesced to her wordless request and allowed her to take the lead. Brenda took a couple of towels from the shelves and put them on the ground in front of him. Holding his hips she lowered herself to her knees onto the towels. The sight of the sexy brunette positioning herself in front of him sent a surge through his cock right away that made him start to swell. Slowly taking her time she undid the button of his khakis and pulled down the zipper. His jeans glided down his legs at her touch, her hand promptly sliding back up to his boxers to cup his hardening bulge before her fingers moved inside the elastic on his hips. She tugged his boxers down to join his jeans, letting his semi-erect cock out. Swinging freely it pointed down at her face. She sat back and watched how it rhythmically grew in front of her, rising in steady interims, until it stood above her face, strapping and proud. She leaned in and wrapped her hand around the thick shaft, just holding it for a moment, feeling its size. She loosened her grip again and slowly ran her fingertips down the backside of his cock, studying the swollen veins, feeling the contours of his gorgeous erection. "You're spectacular," she said with a grin as if talking to the cock, running her tongue over her teeth. She took hold around the base of his shaft, making him jump slightly, her small hand just barely able to reach around his girth. She gave a long squeezing tug up to the head, sending electric sparks through his cock. She stroked him slowly, squeezing tightly to feel just how hard he was for her, jerking him from the base of his cock all the way to the head that stood just inches from her pretty face. She slid her hand to the base again and leaned forward, breathing hotly on the bulbous head. Looking up at him with a naughty smile, knowing just how she was teasing him, she felt him thrust toward her, encouraging her to take his cock into her awaiting mouth. She opened her mouth slightly and pressed her lips to the tip of his cock, her tongue just touching also and then firmly kneading the tip of his large head. Feeling him shift a little, she opened her mouth and pushed forward and tenderly closed her lips around the head. She let her soft lips follow every contour of his hard-on as she sunk him into her hot mouth, pushing her tongue against the tip, hearing him groan and shudder with pleasure as she did. Brenda gave a girlish whimper as she started to suck, sliding her mouth slowly up and down him, her tongue just tickling and teasing and prodding the hole. With slow rhythm she meticulously dragged her lips in a tight seal up and down his hard pole a few times before she pulled back to let him pop from her mouth. She clenched her fist around his cock and wanked him with one hand, holding the base of the shaft with the other. She shot an overwhelmed stare at his thick erection as if she thought she had finally met her match. Not one to give up so quickly, though, she planted a sloppy kiss on the side of the shaft, shot him a determined look, and moved the cockhead into her mouth again, unwavering in her desire to give him a great blowjob. Brenda's skilled mouth work on his cock having its effect on him he heaved and gasped for air, his eyes fixated on the sexy brunette skilfully sucking him off. He could feel her tongue flicker along the underside of his shaft as she moved up and down on him. "Oh, my God, yes! That's incredible," he wheezed at her, ecstatic over her amazing treatment. She smiled around his cock at the effect she was having on him and pulled back to his head and gave a gentle nip with her teeth as a form of answer, before driving down over him again. His head swimming, he had to put one hand on the shelves next to him to keep his balance as he stared down at Brenda's reverberating movements back and forth against his hips. Her tongue aggressively worked the underside of his shaft, her cheeks hollowing as she stepped up the strength of her sucking. Picking up her pace she started bobbing harder on him, resting her tongue tricks now and just using her lips to firmly push up and down along his shaft. Though she picked up the pace he still wanted it harder and took hold of the back of her head with both hands and gave a thrust into her while pushing her head down on his cock. He almost regretted it as soon as he did it since he knew not all women liked it, but Brenda didn't seem to mind at all and just sucked a little harder, happily letting him jam her mouth down on him. She pulled back from his grasp to catch her breath, holding his rod in place with her hand. "Taking liberties, are we?" she said, shooting him a dirty look that was however soon betrayed by a sweet smile. As long as it didn't get out of hand Brenda liked being used and controlled a little. "A little face fucking never hurt anybody, did it?," she asked. She didn't wait for his response, but brushed her hair from her face, leaned back in and let her tongue loose on his shaft. Swirling and tongueing at him, all the while bobbing slowly up and down his length, her tongue carefully worked his shaft and she enjoyed the sensation of his impressive cock against her tongue. She slipped her mouth back on him and slid down and up his length once and then took her mouth off him again, pausing to swirl her tongue around the head, and then, once again, glided back down over him. Saliva ran down the shaft and Brenda's skillful blowing made him feel like fiery sparks flashed through his sensitive cock. Waves of pleasure ran through him, heating his whole body and soon he was rapidly approaching release. "I can't hold out much longer. I'm gonna cum real fucking soon," he groaned through clenched teeth. She didn't take her mouth off him, but just moaned her response onto his cock with an encouraged whimper. She pushed her lips down as far as she could take him, still not able to swallow the whole of his long shaft, saliva drooling from her mouth down over his glistening prick. His cock drove swiftly in and out as she pumped her mouth up and down on his hard-on, her lips a perfect O around his thick shaft, loud slurping noises adding to his arousal and rushing him toward orgasm. She looked up at him, luscious lips wrapped tightly around his erection, eagerly awaiting her hot reward for a job well done. Brenda's expert effort soon sent an ecstatic surge through his cock and pushed him past the point of no return. With a delirious grimace on his face he suddenly tilted his head back and with her lips still around him his cock started to pulse and a muffled squeal of joy erupted from her as she felt the first blast of hot seed shoot into her mouth. She gulped it greedily and whirled her tongue around the head to encourage the oncoming flood. Another torrent poured into her mouth as she slowly kept moving her head up and down on his cock, squeezing his shaft with upward tugs. Her mouth quickly filling up she let the head slide from her lips and tilted her head back. Closing her mouth she let the cum flow from her lips and run down her chin as the next stream shot from his cock into the air above her face and landed hot and thick on her lips, along her nose, and into her dark hair. Moaning blissfully, she willingly opened her mouth again and pushed out her tongue. More hot white liquid rhythmically gushing from his cock covered her face and filled her mouth again, before the flooding slowly abated and his finishing discharges weakly trickled from his cockhead, drooping down into Brenda's open mouth. With his hot cum dripping down her face she leaned toward him again and slid his cock into her mouth again. Rubbing the head against her bulging cheeks she let his juices flow from her lips and trickle down his shaft. Her mouth released him again and she sat back, eyes still closed, showing a content smile on her face. As they both caught their breath he took a towel from one of the shelves, wiped off his cock and looked down at Brenda. "Looks like a little clean-up is needed," he teased with a smile. "Yeah, I sure took a shower there, didn't I? But it sure beats a mud bath" she grinned. He reached down and softly wiped his cum from her face as well as he could. "You look like a drowned mouse, girl." "Well, it was worth it to win the dare", she said and got to her feet. "What dare?" "Oh, don't you worry about that, honey. I'll see you later, okay? This was fun. Bye," she said, hurriedly heading for the door, leaving him to wonder what kind of part he had played in her game. Brenda left the storage room, moved through the lobby, and went back outside to Kelly, Donna, and Andrea still sitting at the table by the pool. As she walked up to the table the girls stopped their chatter and turned to her. They noticed chunks of her hair sticking together with a wet substance and that her face was oddly flushed. "So how did it go?" Andrea asked. "I think we can pretty much see how it went, Andrea," Kelly said, looking at Brenda's sticky hair. "Well done, Brenda," Donna praised. "So let's hear it. How big is he?" "Let me put it like this, Donna. I was in mortal danger. First he tried to choke me, then he tried to drown me," Brenda answered, making the girls laugh. Scene 8: Following a chat between Babette, Jackie, and Cindy, in which Babette and Jackie reminisced about their wild partying days, Kelly, having overheard the conversation, was growing nervous that her mother would start doing drugs again. Kelly and Brenda were talking in their hotel room. "Honestly Kelly, don't you think you're jumping to conclusions?" Brenda asked. "No! I mean... Why else would she bring up a fruit basket as an excuse to talk to them?" Kelly responded. "Because she was trying to be friendly...?" "I don't buy it." "But how do you know Babette is still a dealer?" "It's just a vibe I get." "Well, even if she is, that doesn't mean Jackie's gonna get high again, does it? Look Kelly, if this is really bothering you, you should definitely talk to your mother about it. But can we do it after our facials?" "Why don't you just go without me? "Kelly!" "Okay, look, I'll meet you in the locker room in ten minutes, okay?" "Okay." Scene 9: While getting her facial Brenda accidentally overheard Jeannie, the chatty spa worker, reveal that the married man her friend had been having an affair with was in fact Mel Silver, Kelly's step-father. Later, in the changing room, Kelly entered and found Brenda waiting for her with a dejected look on her face. "Sorry I'm late, Bren. Did you get a whiff of Donna and Andrea in their sea scum body wrap? I strongly suggest you don't stand down wind from them for a few days. What's the matter?" Kelly asked, seeing Brenda look sad. "Kelly, you know the masseuse with the big mouth?" "Yeah?" "Well, I was in there and she was talking about her friend Mandy again. You know, the one who was having an affair with a married man?" BH 90210 The Lost Episode "Bren... You said yourself the girl is an airhead. Dylan's not gonna get in the way of our friendship again no matter..." "Kelly, let me finish!" "Sorry." "This time she said who the married man was." "Well, who is it?" "It's Mel." "What?" "Dr. Mel Silver, oral surgeon from Beverly Hills. Look I don't know if it's true, but that's what she said." "Th...This can't be happening. This has gotta be a mistake," Kelly said, shocked. Scene 10: Having gotten the news of her stepfather's affair Kelly decided to tell her mom. She found her, Cindy, and Babette chatting and having lunch in the luxurious dinner room and walked up to them. "Hey sweetie. You wanna join us?" Jackie asked. "No. Can I talk to you for a second?" "Sure, is everything okay?" "Yeah..." Kelly said unconvincingly. Kelly and Jackie exited the dinner room and went outside by the pool in the dark and cool night. "Oh, it's a beautiful night. You know, I am glad you pulled me out of there. This was supposed to be a mother/daughter weekend and I feel like we haven't spent any time together. I miss you." Jackie said. "You were drinking." Kelly noted. "Is that why we're out here?" "No." "'Cause I'm fine. I had a little sip of white wine and that's my limit. You don't have to worry about your old mom." "Does Babette still do coke?" Kelly asked. "She says she still dabbles every now and then. On special occasions." "Do you dabble?" "Kelly!" Jackie replied, insulted at Kelly's inference. "Mom, just tell me the truth, please." "No, you know I don't. Now what is this about?" "I have something to tell you... And if you were ever gonna start again this would be the thing that might push you over the edge." "Honey, what's wrong?" "Let's go sit down." "All right." "I don't really know how to say it..." Kelly said and hesitantly proceeded to tell her mom the bad news. Scene 11: Jackie was shocked at what Kelly told her and, having taken some time alone to digest the news, she returned to her and Kelly's hotel room where Kelly was awoken from sleeping on the couch by Jackie entering. "Mom?" "Hi, honey. I'm sorry, I didn't mean to wake you." "It's quarter to two, where have you been?" "Well... I couldn't sleep. So I went down to the pool to think things out. And I ran in to Babette. And I ended up in her room with half a gram of cocaine." "Mom!" "It was tempting. It was really tempting. But... That's not the way I'm gonna deal with this. That's not the way I'm gonna deal with anything ever again. So I thanked her... And I left." "I'm so proud of you." "Yeah, me too. You know what?" "What?" "Tonight I realized that no matter what the future brings I'm glad I met Mel. 'Cause look what I got out of it. A beautiful baby. What more could a girl from Ohio ask for?" "What's gonna happen?" "I don't know. I have to talk to Mel. That's for sure. Maybe we can work through this. Maybe we can't. We'll just have to see." "Why do men cheat? Why isn't one woman ever enough?" "I don't know. Maybe it's genetic. Maybe that's why women cheat too." Scene 12: The group was sitting in the chairs in the lobby. In the background Andrea and a guy could be seen exiting the storage room, buttoning their pants and Andrea fixing her hair. She walked up to them holding a box of cremes and lotions. "You guys, look what I have here." "Oh, I love free samples," Donna said. "Well, it wasn't completely free, but whatever... Now the pink is for normal or dry skin. Try this one," Andrea said and handed Donna some lotion. "Andrea, I think you have a year's supply for each of us there," Brenda said. "Well, it's important to be PH-balanced." Cindy returned to the group after taking a phone call. "Mom, who was on the phone?" Brenda asked. "It was just your father. He called to say he loved me." "Aw..." "Well, after twenty years it's nice to know that he still cares." "Need any help?" Cindy asked Jackie. "No, I'm all through." "How are you doing? Are you gonna be all right?" "I think so. I know what I have to do. And it's not gonna be easy, but... I'm prepared to deal with whatever comes," Jackie said. "Jackie, I just feel like such a fool. I mean here I've been suspicious of Jim all weekend and... Now you have to deal with the real thing," Cindy said, Jackie looking worried as she silently agreed. Kelly had gone to look at some clothes at a store in the lobby. Kelly was idly browsing as Brenda walked up to her. "That would look good on you," Brenda said. "Nah," Kelly said, not really looking for clothes as much as thinking about her mother's situation. "Well, what about something in red, it's a fabulous color for you." "I guess I'm just not in a shopping mood today." "So what kind of mood are you in?" Kelly stared at the floor for a moment, giving it some thought before turning her head up and saying with a playful smile, "I guess I'm feeling a bit blue. I might need a little cheering up." "What did you have in mind?" Brenda asked. Kelly looked around to make sure no one was listening and leaned closer to Brenda. "What do you say we find Michael and Ben and go up to our room for a little relaxation?" she asked, giving Brenda a look that showed that even though she was being playful she meant every word. "Really?" Brenda grinned. "I think it might cheer me up. You do wanna cheer me up don't you?" Kelly said, prodding Brenda into not being able to say no. "Yes, of course." "So what do you say?" "Well, okay then. But only for you," Brenda answered, putting her hand on Kelly's arm. Her failure to hide her grin revealed that she certainly wasn't only agreeing to it to help out Kelly. "Cool," Kelly said. "Let's go find the guys." Michael and Ben were still at work so it didn't take long to find them. Kelly and Brenda putting their hands on their arms, shooting them flirty looks, and suggesting they head up to their rooms was an offer they weren't going to refuse. Michael and Ben happily agreed to join them in their room as soon as they had finished waiting on their tables. Happy with their irresistible game, Kelly and Brenda headed for their room. "What do you say we stop by the clothing store on our way up, Bren?" Kelly asked. "What do you wanna get there?" "Just a little something the boys might appreciate." "Ooh, I think I know what you mean. Good idea, Kel. Let's go." Scene 13: About twenty minutes later Michael and Ben knocked on the girls' hotel room door. It opened and the sight that met them made their jaws drop. The girls stood in front of them in their newly purchased lingerie. Kelly had on a pink teddy that covered her torso and was cut off just bellow the bellybutton, where matching narrowly cut panties covered her mound. Suspenders travelled down her white thighs holding the stockings in place. She tossed her long blonde hair over her shoulders and let it fall down one side of her chest. Twirling a tress of it around her index finger she looked up at them with angelic eyes and shot them her best innocent look, all the while trying to conceal she was steaming with lust on the inside. Brenda stood next to her in a sexy pair of white bra and panties. The bra pushed up her breasts and gave some cleavage, while the thin fabric struggled to hide her protruding nipples. Her panties were so thinly knit it left them semi see-thru, Michael and Ben just barely able to see that she was indeed a brunette. The guys stood silent and breathless as they took in the sight of the girls' divine bodies, their cocks longingly growing hard in their pants. "See anything you like, boys?" Brenda asked, beaming with pride, seeing in the growing bulges in their pants the effect they were having on them. "Yes! My god, you look hot!" Ben gasped and approached Brenda. He put his hands on her hips and looked into her eyes. "You're the most fuckable little thing I've ever seen," he said. "Go for it, stud," Brenda said with a smile, keeping her eyes locked on him, happy that her blowjob from before had left him wanting more. Ben spun her around and walked her to the foot of one of the two beds in the room. He pressed his crotch against her ass and moved his hands to her shoulders. He pushed her forward and bent her over and grinded his cock against her ass, making her purr softly as she felt his erection through his pants. He unbuttoned his pants, pulled them down, and stepped out of them, allowing his erection to grow to full size while his caressing hands pulled Brenda's panties down by her knees. "Mmm, let's go, honey. Do it," Brenda purred. Her hands on the bed and her ass in the air, she wanted him inside her right away to satisfy the itchy tingling in her pussy. He angled his cock down between her ass cheeks and slowly pushed inside her. Knowing how big he was he started slowly in order to first get her used to his size. Her strained moans filled the room as his cock settled into her hot soft pussy, making her wiggle her hips a little to get him to fit inside her. Her grimace showing a mixture of pleasure and discomfort, she turned her head back at him. "Easy there, lover. Give me a second." His cock buried deep in her, stretching her pussy, he held still while Brenda, eyes closed and holding her breath, adjusted to him. He pulled out a little to make it easier on her and then slowly moved it back in, though not farther than before. "Yeah, that's it," Brenda said back at him. "Just like that." He held her ass with both hands and developed a slow short rhythm into her. While Ben was fucking Brenda, Kelly and Michael had started a little slower. They were kissing passionately with their hands all over each other. "Mmm, do I make you hard, Michael?" Kelly asked, meaning it more as a turn-on than a question. She moved her hand to his crotch and felt his erection in his pants. "Is that all for me, sweetie?", she purred, rubbing the length of his manhood with her hand. As they continued kissing she unbuttoned his pants, pulled the zipper down, and slid her hand inside. Her fingernails gently scraped against his ball sack. It was rugged and tight, giving additional evidence of Michael's arousal. She rubbed his balls for a moment before reaching farther up and touching his erect penis, feeling the much smoother skin on his shaft. "Mmm, so soft, and yet, so hard at the same time," she murmured. Squeezing it tightly she started working her hand up and down the shaft, enjoying the feeling of the long stiff cock under her control. "Yes baby, that feels so good," he moaned into her hot mouth, loving how skillfully her tiny hand pulled at him. Kelly tentatively broke their kiss, her lips lingering just off his for a moment before she slowly moved downward. Giving quick, yet thorough, kisses to his chest while her fingers ran down his sides she descended until her knees reached the soft carpet on the floor. His rock hard cock towering in front of her, her face showed an impressed look. "It's so beautiful," she said in an intense, desirous tone as she looked intently at his impressive erection. She placed her hands on his thighs and leaned her head in. She stuck out her tongue and let it connect with his tight clean shaven ball sack. His shaft rested against her cheek on one side of her nose, the bangs down her forehead tickling his cockhead. Feeling the warm wetness on his ballsack his cock twitched involuntarily and settled back on Kelly's face. She gave a few wet and sloppy sucks to his balls, one at a time, before she moved her head up and let his cock slowly glide down over her face until the head reached her mouth. She looked up at him and kissed the tip off his cock, just pressing them against it more than pursing them. "Open wide, baby. Put it...Aaaah!..." Michael gasped down at her. Before he could finish his sentence she opened her mouth fully and took his cockhead in to her mouth, wrapping her lips around the shaft just below the head. She started moving her head up and down in short slow movements. "Ghrod, iph pho bfig," she whimpered, her mouth filled with cock. She could only get her lips half way down his thick shaft and started to squeeze and jerk the other half with her hand. She bobbed her head up and down in slightly rotating movements, letting her tongue feel him from different angles. As Kelly sucked him off he looked down and took in the sight of her shiny blonde hair flowing down her back, swaying gently with her movements. He could feel her teeth occasionally scrape softly against him, not hurting him, only adding to his pleasure. Her head's gentle bouncing on his cock stopped and she dragged her lips up over the head and off the tip, her hand holding the lower half of his shaft. He could feel her hot breath on his erection as she stuck out her tongue and lovingly swirled it around on his head. She took her time sucking and licking the head, alternating between using her tongue on it and taking it into her mouth and sucking on it like a hard piece of candy. "Baby, your big cock is making my pussy so wet," she said, taking her mouth off him and using her free hand to move her hair behind her ear. The upper half of his rod was glistening with saliva and she started jerking his full length to move the wetness down the pole. She dribbled a little spit onto his shaft and immediately covered it with her quickly working hand and smeared it over his shaft, and his cock was soon wet all over. By now Ben was fucking Brenda at a fast steady pace. His hips rhythmically bounced against her ass, giving quick slapping sounds every time he buried himself deep inside her. Her pussylips closed so tightly around his cock, it was almost as if it wasn't him who was entering her, but her that wouldn't let him go. She turned her head around and looked into his eyes. "I love your big cock, baby. Just keep fucking me. Don't stop fucking me!" Goaded on by her words and wanting to satisfy her, he strengthened his grip on her ass and increased the speed of his pumping to a point where he knew he couldn't keep it up for long. It was just what Brenda needed and she, even surprising herself with how quickly she was there, was hurled into orgasm by his frantic deep thrusts. She made no attempts to silence herself and let her uninhibited orgasmic screams fill the room. A surprised Kelly paused her jerking and turned her head to look at Brenda with a big grin on her face. "Yeah, Brenda. Go!" Kelly laughed while Brenda's face grimaced ecstatically. Brenda's screams gradually became weaker along with the slowing of Ben's thrusting into her, until they both came to a halt and stood still, breathing heavily, his cock inside her hot post-orgasmic pussy. Regaining his composure he pulled out and Brenda crawled onto the bed and lay down on her back. Ben crawled after her and lay down beside her holding his still hard cock. Admiring her sexy body with her small, but beautiful tits and the trimmed triangle of dark bush above her pussy, he stroked himself slowly. Brenda sat up next to him. "Let's go again. But this time I wanna fuck you at my own pace," she said and leaned over him. She put her hands on his chest and swung her leg over and mounted him. "Let's get you comfortable first," she said and took a pillow from the bed and positioned it under his head. "There. We don't want you straining your neck to look down at us going at it, now do we?" "You're so considerate," he said with a smile. "Anything for my man." she said happily. She leaned forward and reached between her legs and took hold of his cock. She angled it up to her pussy and positioned the head in her soft folds. She put her hands to his chest and slowly leaned back, impaling herself on his thick erection. It was too long for her to take him all the way in, but she made it slide as deep into her as she could. When there were only a couple of inches left for her pussy to devour, she held still for a moment, trembling slightly. Overwhelmed by the delirious feeling of his bulky cock filling her completely, she instinctively made fists with her hands, scraping her fingernails against his chest and leaving slight red traces on his skin. She lifted herself up again, clenching her pussy as tightly as she could around him, her pussylips dragging on his shaft as it emerged. "Mmm. That feels so good!" she moaned. Slowly and methodically she started repeating the motion. With controlled movements with her hips she moved her ass up and down his shaft, trying to hit all the good spots inside her. Her maneuvering brought intense ecstasy to Ben, but at that point she didn't take notice. She was lost in a place where it was all about her getting what she needed. She was using him completely to get herself off, masturbating herself with his dick, using him as a dildo. It was all about her own pleasure and she knew how to get it. Her moaning slowly became louder and soon turned into rhythmic whimpering as she sped up her movements on him more and more, going for her climax. Meanwhile, Kelly stopped sucking Michael's cock and got to her feet. She took him by the hand and let him to the bed. Not to her own bed, but Brenda's, where Brenda and Ben were screwing avidly. Kelly's sexy ass wiggled enticingly as she walked ahead of him and Michael couldn't keep his eyes off of it. He couldn't wait to tear her panties off her. "It looks pretty good what you guys are doing. Think there's room for two more?" Kelly asked Ben and Brenda. "Sure," Ben said and patted the bed next to him, signalling for them to go ahead and lie down. It was a wide bed with plenty of room for all four and Kelly wanted to make proper use of it. "Want to take off my panties, Michael?" she said, turning back at him, asking perhaps the most unnecessary question of all time. Without a word he instantly got to his knees behind her and slowly pulled her panties down while she removed her top herself. She unhooked the stockings and Michael eased them down her legs too, one at a time. He got to his feet again as Kelly, completely naked, stepped out of the stockings. "Lie down, honey," she instructed. He did as told and lay down on his back. He took another pillow like Ben's and put it under his head to ensure his comfort while Kelly mounted and straddled him just like Brenda had done to Ben. She sat back against his thighs at first and took hold of his cock with both hands. Slowly squeezing and stroking it she made sure he remained hard for her. ´ "I think I'll come right away when you put this huge thing in my pussy," she leaned in and whispered in his ear, touching it with her lips, still stroking his rod with her hands. One of them let go of his cock and went to his chest for support. With the other hand she pushed his rod against her abdomen and slowly raised herself up. He could feel her pubic hair tickle his shaft and head as it moved through her bush until her pussy hovered just above his cockhead. Leaning forward with her hand against his chest, her head faced down and her long blonde hair draped across his stomach as she worked to position herself. The soft folds of her pussy connected with his erection and she slowly lowered herself down over his bulky head. It disappeared into her and his thick shaft followed, sinking deep into her soft hot body, both of them groaning with unadulterated pleasure. He felt her hot tight pussy around his cock as she took in almost his full length. She put her hands on his chest and started rocking back and forth on his stiff cock, her head leaned back, eyes closed. She let out a soft, shivering moan, her pussy squeezing on him to indicate just why, her warm thighs gripping his hips tightly for a moment until she relaxed again and continued her movements.