4 comments/ 23138 views/ 1 favorites Not Just Friends Anymore By: TitilateMe This is my first erotic story, so I'm still learning. I welcome constructive feedback. *** Jake was a guy I had been friends with for a long time. I never really thought of him as a man, really. Honestly, he was always just around. He was friends with my roommate, as well as me, so he had a key to the house. Sometimes he would come over and do our dishes or mow the lawn while we were at work. He was clearly not "dangerous man" material. After a few years, he and I got into the habit of snuggling on the couch. I have always had really cold toes, and I would squish my toes under his thigh to keep them warm. From there, it was hugging whenever we saw one another. I thought this was all so innocent; after all, I was 21 years old, so was he, and I had been with plenty of men. I thought I would know if he was interested in me sexually. In fact, he acted more like a brother towards me, or so I thought. Jake was a large man, but not in the fat sense; he was in the military reserves and had bulked up as a consequence. He was strong enough to really hurt someone if he chose to, but he was so kind and sincere that hurting someone wasn't much of an option for him. Snuggling with him, then, felt safe in every sense of the word. One night, we were snuggling on the couch as usual. By this time, he would sit up with his legs stretched out, and I would sit between his legs. He'd wrap his arms around me, and I'd rest my head on his chest, which was considerable. That's exactly what we were doing. We had rented a movie, and were watching it late at night. I was half-asleep when I felt his hand move towards my right breast. His hand moved from my belly, where he had had his hands laced, then up my side to the outer edge of my breast. He worked slowly, but Jake was not fumbling; he knew precisely what he was doing. His touch was light and purposeful. I was a bit confused. Was this really Jake, the man who I never considered as dating material? I didn't have time to consider that answer coherently, because now he was nibbling my earlobe gently but insistently. I squirmed, and his hand more firmly grasped my breast, working his fingers around my nipple through the shirt and bra. I moaned, and felt him smile against my ear. I couldn't resist any more; I needed to kiss him. I tilted my head back as far as it would go, then his mouth found mine. We took turns exploring the other's mouth until my neck started to ache. I straddled him and we resumed kissing until we were both breathless and our lips were sore. Still, his hands roamed my body, from my breasts (now more easily accessible) to my sides, then down to my ass, which he grasped with his huge hands. If I had wanted to, I never could have gotten away; that wasn't a problem, because I wasn't feeling any urge to go anywhere. I wanted more, and so did he. I broke from his kiss and looked at him for the first time, it seemed. His eyes were half-closed, full of lust, but also questioning me. Is this really okay? I knew that I could stop this any time I wanted to. I didn't. I put my hands on his shoulders to leverage myself up from his lap, and then sank down again. His eyes grew wider as I felt his cock clearly from tip to shaft through his jeans. I brought my mouth down to his. There was no reason anymore for clothing. We came to that conclusion silently, and at the same time. I was wearing a light sweater with a zipper on the front. That was removed easily enough, then the t-shirt underneath provided a small challenge while we continued kissing. As we broke so I could remove the shirt I unhooked my bra, and instead of meeting me for another kiss, he leaned back to look at me. I felt myself blush a little, on top of the heat in my cheeks that had come there from our activities so far. Jake looked into my eyes and told me I was beautiful, which I believed from him. I was never a pretty girl, and never thin, which I thought was the same thing. Still, he wasn't lying. I could see it in his face, and felt it in his touch when he moved his hands to my breasts again. The sensation of his fingers on my bare skin was nearly unbearable. More than anything else, I wanted to have my bare chest meet his. I unbuttoned his shirt, down to the button on his jeans, and then undid that, too. Once I finished with that, I ran my hands up the sides of his thighs, his torso and chest, then started to pull the shirt off. He, too, was wearing a t-shirt, and that had to come off. Now that I could see his chest, I admired its strength. He was lightly, evenly furry. I ran my hands over his chest, feeling the hair, and leaned in to kiss him, my smooth breasts against his pelt. Suddenly, I was aware of the windows next to us. Here I was, kneeling on the couch, topless, and it was late with all of the lights on in the room. The blinds were wide open. The idea of the neighbors seeing this was appalling; there wasn't much chance of them being awake, but I was still a bit mortified. Somehow, that helped spur me onto the next step. I stood and pulled him up from the couch. I didn't tell him why we were moving to my bedroom, but I led him there by the hand. "Are you sure?" Now he was asking me formally. Even straining against the zipper of his jeans, half-naked in my bedroom, he wanted to be sure. "Yes." That was all he needed. Within seconds, both of us were completely naked, standing in the center of my bedroom kissing. His erection was insistent. I looked down at his cock as it wobbled slightly. It was larger than most men's, with a rounded top exactly the shape of a mushroom. It was wide, and almost oval in shape. I wanted it in me, and couldn't resist touching it. He moaned immediately, though I kept my touch light. I wanted to feel the texture of his cock before anything else. The tip had a little pearl of pre-cum emerging, and I found myself stooping to lick it off with just the tip of my tongue. He tasted so good; musky, warm, and under it all, the scent of a man who I trusted deeply. I took him all into my mouth, but he pulled me up. "If you do that--" he started. He swallowed. "I want to be in you." I wanted him in me, too. My pussy was wet and swollen with want. He picked me up as if I were a kitten, cradling me, and kissing me and set me gently on the mattress. Once we were lying on the bed, he again began to slowly explore my body with his hands. He never touched my pussy, but came close, and with a lighter touch the closer he got. It was maddening, and I groaned out of frustration. He grinned, and then moved over me. In one swift, easy motion, he entered me, and I gasped. He was so muscular, solid in every way, and he filled me completely. He didn't rock backwards for a moment, looking down at me, again looking to see how I was. My gasp must have made him think he was hurting me. In response, I wrapped my legs around him and pulled him towards me. I soon became lost in the rhythms we established. He would speed up, then slow down, and then almost stop momentarily. Twice he pulled out of me so far that only the tip of his cock remained in me, and waited for me to pout before he pushed himself completely into me again. No matter how much he tried to put it off, eventually he started to get close to coming, and I was there too. In the last moments, he sped up, pushing against my clit and g-spot so that I tightened around him. I cried out in surprise and ecstasy as I came, and I felt his cock in me pulse and then explode in waves of hot cum. His hands under my shoulders pulled me up to meet him, and we kissed as we whimpered and gasped. We were exhausted, and slept soundly. I woke up once, and remembered through a haze that our clothes were in the living room (or some of them were) and I didn't think that my roommate would react well, especially if she recognized the shirt he had been wearing. I cleaned up, then sneaked back into bed, glad that he was there to do more than snuggle with. Not Just Friends Anymore Pt. 01 First and foremost, I would like to thank to my volunteer editor, Dan (ttrfanatic). Your insight, suggestions and amazing proof reading abilities were appreciated beyond any words. I can't thank you enough for the time and effort you put into helping me. Authors Note: My readers should know that this first story develops slowly, so if you are seeking a story of "We met...we fucked...we came...the end." Then maybe this isn't for you. Trust me, this account has all the erotic detail befitting any good X-rated story, but it also contains the human side of relationships that all lead to great experiences and some very erotic sex. The characters histories with one another are very important to the story and take time to develop. This is the first installment of what I intend to be a series of stories. The story revolves around a middle aged man and some younger women, who change the definition of their friendships. Any feedback will be most appreciated. *** To begin with, I started to give a long description of my life, but after writing for an hour, I thought "No one wants to hear my life's story", I'll give an abbreviated version. Trust me there is a reason I have to give you the back-story. I am 48 years old and I have worked enforcement for 21 years. I'm told I am attractive guy; 6' 02" tall, weigh 210 pounds, close shaved hair, hazel eyes and I keep in good shape. I grew up on a farm in the Midwest. I got married to my high school sweetheart at 19, moved to the south, went to college, started a family and eventually started a career as a police officer. That marriage came to a tragic end after 16 years, when my wife was diagnosed with terminal cancer and died a year later. I have one son from that marriage. He's married with his own kids. I got married again about a year or so later. When I met my second wife, she had never been married before, but had an 11-year-old son. Her son never knew his biological father, so it was easy for him to quickly accept me as a father figure. That marriage was a disaster. After 7 years, wife number two got into a party frame of mind and made a horrible mistake one night while in a drunken stupor, she cheated on me. After her guilt made her confess her transgression weeks later, we tried or should I say, I tried, to make things work. She was just never the same after her transgression and eventually we divorced to save my sanity. It was really never a great marriage since her son was a real hand-full. He was always in trouble in one way or another. He was a very good looking young man, but treated girls like shit. I can't tell you how many broken hearts he left in his wake growing up. I moved out shortly after I figured out the marriage was a lost cause. I bought my own house and began life once again. For a long time I was devastated, angry, hurt and depressed during the months that followed my divorce. It took about two years to recover from the broken heart she left me with. My stepson moved in with me for a time, while his mother ran around like a crazy person. He couldn't handle her insanity and all the fights it caused between them, so he lived with me. Eventually life got back to normal. My stepson worked and went to college locally for a year or so, but then decided to go into the military to make something of his life. Now let me tell you how my stepson fits into my narrative. Like I said, my stepson is a really good-looking young man. Ever since grade school, beautiful young girls have surrounded him, drawn by his personality and extremely good looks. Our house was an endless parade of my stepson's friends; guys and girls. He had a large circle of friends and I watched all of them as they grew up. Naturally I got to know all of them very well. When it came to my stepson's friends, nothing really changed after my divorce. There were always young people around my house. It was commonplace to have his friends at the house. My house had a large in-ground pool and Jacuzzi, so there always seemed to be a pool party on the weekends. They seemed to like hanging out there even though I had hard fast rules on underage drinking. They all respected that. Besides I don't think any of them wanted to ruin a good thing. Before long they were all getting jobs, joining the military or going off to college somewhere. During that time, my stepson had developed a relationship with a girl named Carly, he met through some friends. Like me, she had also grown up in the Midwest, but came to Florida to attend college. When I first met Carly, we had an instant bond with our whole "Midwest" connection and upbringing. She and my stepson were always at my house, she visited almost every weekend. Over time she considered me her "surrogate dad" a kind of Father Figure when she was away far from her own home. We spent hours talking about life, politics, movies and religion. I always thought she was very mature for her age. Carly has those "girl next door" looks. Standing 5' 6" tall, shoulder length auburn hair, button nose, deep green sultry eyes and full pouty lips. She had a smile that really lit up a room. She is also blessed with an amazing figure; small pert breasts, narrow waist and a perfect firm little bubble butt. She had an athletic figure in many respects. I always thought my stepson was very lucky to find such a breathtaking girlfriend. As we developed our relationship/friendship, I came to look at her as the "daughter I never had, but wished I did." I can honestly say that I admired the looks that she possessed, but I never looked at her or the other girls in a sexual way. I'm just not built that way. I looked, but with no lecherous thoughts. They were still just kids to me, even though they were all in their early 20's by this time. Later that same year, my stepson joined the military. He went out of state to do his basic training. During the five months he was gone; she still came to my house on weekends and spent time there. She also came to town to see the other friends she had met through my stepson. There were a few weekends where we would have quite a few of my stepson's friends at the house for pool parties and such. When my stepson graduated basic training he came home for 2 weeks leave, before he left for California where he was to be stationed. During that time things seemed shaky between him and Carly. My stepson seemed to be trying to push her away. They argued a few times and he would leave with friends leaving her at my house. Then I would spend those nights consoling her due to his behavior. Just before he left for California, my stepson told her he wanted to be single and did not want a serious relationship. Carly was devastated. He was really an asshole to her when he broke up with her, which was kind of the way he always did things. My stepson went to California and began his military career. Before he left, my stepson agreed that she should keep her friendship with all his family and friends he did not want her to lose those relationships. After a few months he virtually stopped talking to me and all his friends. Last I heard, his mother moved to California and they were sharing an apartment together. By the time six months had passed, I stopped hearing from either of them very often. Kind of strange when I really think about it, but my life went on. At first the break-up was rough on Carly, but she spent as much time in town, as college would allow, and in a few months she was much better. She became a regular fixture and spent a lot time at my house on weekends with friends. She basically moved into my stepson's old room when she visited. It was nice having her around. I missed her when she would go home for breaks, but she and I always stayed in touch. During that time in my life I dated a few women, but nothing serious. Then I met a young woman named Kerri and we began a semi-serious relationship. Kerri even moved in with me after a few of months. She was 26 years old when I met her. Kerri developed very close friendships with Carly and her other friends. Kerri wasn't much older than most of them. When Kerri was living with me, it was commonplace for Carly and some of the other friends to call Kerri or me when they were in town visiting. They would call and invite us to meet them out at clubs or at someone's house if there was a party. When Carly came to town she would almost always stay at my house for the weekend. She liked staying with us, since most of her other girlfriends still lived at home or had roommates. She and Kerri became very close. Over time I developed what I considered a great surrogate father / daughter relationship with her. She would seek my advice on a lot of things. About 6 months into my relationship with Kerri, problems developed. She wanted kids and the whole family thing and wanted to take our relationship to the "next level". At my age and after all I had been through I really had no intention of getting married again, let alone having babies at my age. Kerri was heartbroken, but completely understood my position. So, we parted ways as friends and became occasional "fuck buddies" until she found a new guy in her life. Carly was very concerned when Kerri and I split and tried to talk me into staying with Kerri. But Kerri was a trooper and explained to her it was a mutual break and it was best for both of us. Carly acted like a concerned daughter in those days, it was cute. But that soon changed in a way I never saw coming. Thinking Carly was at home for the summer, I was surprised when I got a call from her one Friday morning. She told me she was back in town for a week for a friend's wedding on Monday night. She told me there was a rehearsal and dinner Saturday night and that she was a bridesmaid in the wedding. She went on to say that she was going out with some girlfriends tonight and asked if I could come meet them. I told her that I had a friend's retirement party to attend this evening, but later I would love to meet up with them. In our conversation she explained she was staying at Sandy's apartment. Sandy is a girl that my stepson grew up with. When they were in grade school, Sandy was my stepson's "girlfriend." They weren't a couple for very long, but stayed friends even throughout high school. I even knew Sandy's parents pretty well, since as kids they did a lot of activities at school together. My stepson played football and Sandy was a cheerleader, so we used to see her and her parents at the games. I actually had not seen Sandy for several years. I did know she went to college locally, but I also thought she was still living with her parents. I told her I would meet them out later and to text me around 9pm to let me know where they were. I was excited about seeing her later. It had been a couple months since we last saw each other. I spent the day cleaning my pool and doing some chores around the house. I went shopping and bought groceries for the week. Later that evening, I got showered, dressed and headed out to the FOP lodge where the retirement party was being held. I arrived around 7pm and started mingling with the guys from work. Around 8pm, the man of honor was toasted. Many people got up and gave farewell speeches, including myself. It got to be around 8:45pm, when I got a text from Carly. Carly: Hey we are going to Blue Martini Lounge downtown. Can you meet us? Me: Yeah, I'm leaving here soon and I will meet you there.  Carly: Awesome can't wait to see you.  We will be on the outside deck. Hurry up! "The Blue Martini Lounge" is a local restaurant / bar in the downtown area. It's a popular spot nestled in the downtown area where there are some 30 bars and restaurants. I started saying my goodbyes to all my friends and was going to make my way downtown to meet her. As I was leaving a group of the guy's asked where I was going so early. I told them I was going to the Blue Martini to meet some friends. "Hey boss, we might see you there. This is getting kind of lame, so some of us were thinking of heading downtown." one young cop name Tom said. "Cool. Not sure how long I'll be there. But come find me if you go." I replied. Then Tom walked over and leaned in close. "Hey, by the way, tomorrow night some of us guys are talking about going to 'Kitty's' for some beers and since you're off this week, maybe you want to go?" He asked me quietly. 'Kitty's Playpen' is one of the local strip clubs. The guys liked going there, because we knew the staff and dancers pretty well from our travels as cops. It was a nice club and I was good friends with Mike, the general manager. He always looked out for us and since his dad was a retired cop Mike ran a clean place. "I'm not sure what my plans are, but if I decide to meet you guys there, I'll call you." I answered. "Great." Tom replied and slapped me on the shoulder. With that, I shook a few more hands on the way out, got in my SUV and drove downtown. The drive is about 20 minutes to get there. When I arrived, I had to search for a parking space since the place was always packed on the weekends. It took a few minutes, but I finally parked and went inside to look for Carly and her friends. The outside deck was packed with party-goers and I was having a hard time finding them. At first I couldn't find them. I stood in the middle of the crowd and was about to use my phone to text Carly, when I suddenly heard a squeal, looked to my right and saw her coming fast towards me. She was smiling from ear to ear. She came up to me, wrapped her arms around my neck and gave me a strong hug pulling me down slightly so our cheeks were touching. I wrapped my arms around her waist and lifted her off the ground in a bear hug. "God I have missed you!" She gushed. "I missed you too!" I replied and lifted her a little higher and swung her body back and forth gently a few times to add emphasis to my joy in seeing her. Suddenly as we were hugging and laughing, she dropped both arms to her side and exclaimed "Oh jeez, my skirts riding up!" I put her down and she quickly grabbed the hem of her skirt and tugged it down to cover her nearly bare ass. That's when I took notice of the way she was dressed. She was wearing a short, skin-tight, black skirt and black top with a plunging neckline. The skirt came to just above mid-thigh. Her top clung to her figure and I noticed she was bra-less, because I could see her nipples poking at the thin silk material. Her breasts aren't large, but they are perky enough to show a nice exposed cleavage from the 'V' in her top. I looked as she wiggled the hem of the dress back down. When I looked down I saw that she had on a pair of bright red 6" heels. Her whole outfit caught me a little by surprise, because I had never seen her dressed this ultra-sexy. She leaned in and whispered. "Oh boy ... my dress came up and almost gave these people a nice view of my butt." Then we both laughed. "Sorry, I guess that was my fault." I said. "Yes it was. You're bad." She said with a sly smile as she mockingly punched my shoulder. We laughed and exchanged another hug; this time, I didn't lift her. We stood and talked for a few minutes about how much we had missed seeing each other. Then she grabbed me by the hand and told me to come meet her friends. "When was the last time you saw Sandy?" She asked looking over her shoulder at me as she held my hand and led me through the crowd. "It's been several years." I responded. She looked over her shoulder at me with a big grin and said, "Oh boy! You are in for a shock." Before I could respond to her statement, we came through the crowd and I saw four girls sitting around a small table. As we approached they all looked up at Carly and I immediately recognized Sandy as she stood up, even though I had not seen her in years. I recognized her face immediately, but as she stood up to greet me, I suddenly realized the rest of her was nothing like what I remembered. "Holy shit! That's Sandy! Man has she grown up! She is smoking hot!" I thought to myself. Sandy quickly stood, stepped towards me and yelled, "Dave!" I closed the short distance between us. Sandy was taller than I remembered, about 5' 10", but over 6' with the black spiked heels she was wearing. Sandy was wearing a very short lite gray backless, cocktail dress, with spaghetti straps and a plunging V-neck. The dress clung to her body like a second skin and barley covered her ass. Her long legs looked like they went on forever. Like Carly, Sandy was also bra-less and her tits were stunning. Her breasts were larger than Carly's, but they still stood high and firm under the tight dress. "Unbelievable" was the only word that came to mind. I was truly stunned by her looks. Sandy's figure was tall and sculpted like a runway model. I wasn't sure if I was more shocked by how much her physical appearance had changed or the incredible way she was dressed. It suddenly occurred to me, that she and Carly had spent some time conspiring to dress very provocatively tonight. Sandy quickly wrapped her arms around me and hugged me in a tight embrace. I reciprocated by wrapping my arms around her and hugging her back. She was almost as tall as me in her heels. She smelled like wild flowers. Her long straight blonde hair cascaded to the middle of her back. As we hugged she mashed her soft breasts into my chest. Sandy pressed her hips forward against mine. Then she turned her head and kissed me on the cheek. As we let our embrace go, Sandy backed away, but caught my left hand in her right one and looked at me with her bright sultry blue eyes. I really didn't remember those eyes. Of course I hadn't seen her since she was about 17 years old. Back then they were all kids in my mind, so I didn't look that close. I couldn't help but to look now. Just like Carly, she was a stunningly beautiful woman. The last time I saw her was at her high school graduation. Now she had grown into a beautiful 21-year-old woman. I was nearly speechless. "It's so great to see you Dave!" Sandy said gushingly with a broad bright smile. "Uh ... well ... it's great to see you too Sandy." I was able to stammer back. "You look ... well ... much different than I remember." I said glancing up and down her body. "Yep, I'm all grown up." Sandy said with a big smile and just a slight blush washed over her beautiful face. "When is the last time we saw each other?" She asked. "I think it's been four or five years." I answered. We paused for a moment and just looked into each other eyes. Then Sandy broke the slightly awkward silence. "By the way, you look great too. You've stayed in shape. Handsome as I remember." Sandy said with a smile, looking me up and down, still holding my hand. "Well thanks. I really appreciate that." I responded, feeling a little burst of pride and blushing a little too at her compliment. Our hands were parted, when Carly stepped up between us and said, "Ok you two, Dave still hasn't met the other girls." Sandy and I turned towards the table with Carly between us. Carly began introducing me to the other girls, who I had only slightly noticed at first. Carly introduced me to, Tanya, Katie and Sue. It turned out they were friends of the bride that was getting married. The girls were all very attractive and very friendly. They definitely weren't dressed like Carly and Sandy though. They were all dressed in casual attire, with jeans and nice button down tops. All three were very attractive with gorgeous bodies. Tanya was a green eyed redhead with shoulder length wavy hair. Her skin was an ivory white with just a slight hint a few freckles on her high cheekbones. She had a slight southern drawl to her speech. I later found out she was from North Carolina. She looked much younger than what she was. Not Just Friends Anymore Pt. 01 Katie was a contrast in comparison. She had short, straight, jet black hair that was cut above her ears but her bangs swept across her forehead just covering her eyebrows. She had large dark brown eyes. Her skin was an olive tanned complexion. From what I could see, she was the smallest of all the girls. She had a very petite frame. Lastly there was Sue. Shoulder length platinum blonde hair, with bright red and black streaked highlights running around the frame of her hair style. Sue is blessed by the brightest hazel colored eyes I think I had ever seen. What really caught my eye with her were the bright red full lips she has. "Angelina Jolie lips" was the first though I had when I looked at her. All the girls were very impressive by anyone's standard. Judging by some of the looks they were getting from some of the guys nearby, I would guess they all agreed. It made me feel a bit strange being the only guy at the table with all these beautiful women. I could only imagine what guys looking on were thinking. I pulled up a chair between Carly and Sandy, sat and ordered a round of drinks from the waitress, who had been hovering nearby waiting for the introductions to end. We made small talk. Carly and Sandy took turns explaining to the other girls how we all knew each other; our history together and their relationships to my stepson. The girls seemed intrigued by the history of our relationships. They seemed impressed to find out I was a Police Officer. Carly brought up my relationship with Kerri and started describing her to the other girls; I could see they were glancing at me as Carly spoke. When her description of Kerri finished, Tanya looked at me and asked, "If you don't mind me asking. How old was Kerri when you dated her?" I smiled and said "26." "Oh ... and how old are you, if you don't mind me asking?" She quipped with a devilish grin. "Tanya!" yelled Sue, glaring at her. "That's not cool to ask him that." Tanya looked at Sue and said, "Hey, I'm just curious." I quickly interrupted, what was sure to be Sue and Tanya's discussion on political correctness and said, "It's ok. I don't mind. I'm 48." I said with a chuckle. Tanya grinned at me, raised her eyebrows in mock surprise and yelled, "You go boy! That's awesome!" Then she lifted her right hand for a "high five". I laughed and gave her a high five. All the girls laughed. That one moment, really seemed to set the tone for the night. We were having a great time just talking and getting to know each other. I found out that Tanya was a cousin of the bride and was here from North Carolina, which explained her deep southern accent. Katie and Sue were from Florida and attended college with Carly and the bride to be, that's where they all met. At one point I asked why the bride wasn't with them, since this seemed like a bachelorette party? Tanya explained that the bride "Julie" was at home with her parents. The girls had begged her to come out tonight, but the guy she was marrying, "Danny", forbid her from going out, even though he was out at his bachelor party. "At some nasty strip club probably." Sue retorted. "Danny is an asshole." Katie followed with. "Not a nice guy?" I asked. "No not really." Carly answered. "He's very jealous and controlling of Julie." "But it's ok for Danny and his buddies to go to some strip club looking at some nasty skanks!" Sue snarled. "Hey not all the strip clubs are filled with 'nasty skanks' Sue." Carly shot back. "And you would know that how?" Sue asked Carly inquisitively. Her eyebrows raised in surprise. All the girls trained their gaze on Carly and it suddenly became eerily quiet while they awaited her answer. "Well ... uh ..." She paused and looked at me with an uneasy smile. Then she said very confidently. "I've been to a strip club before. I went with Dave and Kerri a few times. It was cool, the girls were nice and we had fun. They weren't skanks at all." There were shocked looks all around the table. The girls looked at Carly, then at me, then back at her with wide eyes and mouths agape in real surprise. I laughed out loud at the looks we were getting. "Carly you've been to a strip club?" Sandy asked curiously. "Sure. It was lots of fun. Don't believe what you hear. You'd like it Sandy. I had a great time when we went. I even got some lap dances. The girls are really cute and it was sexy having them dance for me." Carly told her. Sandy's expression only seemed to brighten as Carly described the experience. Sandy's smile widened and she looked giddy. Strange reaction I thought. Sue interjected "Well I don't know. I've just heard a lot of bad stuff about the girls that work in those places. I wouldn't want my man going to a strip club and end up screwing some nasty girl." I must have smirked at her statement, because Sue suddenly looked at me and quipped "What you don't agree Dave? Wait you're a guy. Of course you don't agree." "No it's not that." I said. "I just have a different take on the subject." "Really, then please enlighten us on your expertise on the subject. I can't wait to hear this." Sue said. "Sue, leave Dave alone." Katie retorted. "No, it's ok Katie. I don't mind telling you ladies what I've learned over the years of being around the clubs." I said and then paused. I could see I had the girl's undivided attention. Then I continued. "Sue your probably right. I'm sure that there are dancers out there that have gone home with customers before. But, I have never seen it. It's never been offered to me on any occasion as a customer or a cop." Then I looked directly at Sue and asked. "Sue, do you let your man go out with his friends, to regular bars?" "Sure. I'm not a total bitch" Sue answered. Everyone laughed at her comment. "Ok." I said. "Then here is what I know." I paused for effect. "Your man has a better chance of getting propositioned for sex at a normal bar by a girl, than he does at any strip club I've ever been in. The women that work in the strip clubs are there to show man a good time, by showing their tits, wiggling their asses and pretending to like him. There is no sex involved. They prance around, get naked, dance and act like slutty girls to get paid. All-in-all their job is to make a guy feel like she wants him but, when it's all over, they go home to their kids, boyfriends, husbands or whatever. They don't need to have real sex to make money. They just have to pretend to want sex to make bank. Don't get what strippers do, confused with what a prostitute does." I paused. Then I asked, "Conversely, what do you think is the one thing most men and women are looking for at a normal bar?" I paused again and looked around at the girls. They were silently pondering everything I just said. Then Carly broke the silence and said loudly. "I know what they are looking for at normal bars!" She said with exuberance. "They are looking for S...E...X! Sex!" Then she threw her hands up, as if signaling a touchdown. Everyone started laughing. Carly's little theatrics seemed to lighten the mood again. Even Sue laughed hysterically. Then Sue said. "Well then I guess the joke will be on Danny and his friend's tonight, because according to Dave, all those boys are going home with tonight is a bad case of blue balls and no S ... E ... X." That brought another round of laughs from the girls. Then the all the ladies began a round of discussion about how bad men could be. They trashed the crap out of this Danny guy. He was not very well liked by any of the girls from what I was hearing. Then they got back on a general discussion of bad relationships with the men in their lives. I felt honored to be privy to their "man bashing" talk. I listened without interjecting in the conversation. I enjoyed listening to their conversations, it was funny and I felt honored that they liked my opinions. Then Sue directed a question to me "So Dave, Katie and I have heard a lot of good things from Carly about you, ever since we first met her. She talks about you and what a good a guy you are all the time. I want to know what makes you so different from other men?" I looked at Carly, who was blushing red from the sudden embarrassment Sue had just caused her. "Really Carly? Talk about me all the time huh?" I jokingly asked her. She smiled nervously, nodded and looked away without a word. The girls laughed at Carly's predicament. I looked back at Sue and said, "That's easy. Listening to you ladies talk about men, I can gather you are talking about guys in their 20's, right?" All the girls silently nodded in agreement. I really had their attention. I continued, "Ladies, I'm not a 20 year old guy. I have been married before and learned some very hard life lessons. Until I met Kerri, I would have never even considered dating a girl that young." I paused and looked around at the girls. I had their undivided attention once again. "What I discovered is that guys like me, at my age, have important assets to offer. We have careers, not jobs. We are appreciative of a good woman. We are romantic. We are understanding. We are patient. We are trustworthy. We are gentle. We are tender and loving. We have learned to be good listeners. We hate drama in our lives." I paused and looked at each one of them. Then I asked them, "Name one guy you know in his 20's that can say he has learned any of those qualities?" Then I quickly followed with, "The flip side of that, is that women my age generally carry so much past relationship baggage; they can't appreciate my type anymore. Besides, I have been there with women my age and won't ever go there again. That's what I learned from being with Kerri and that's what makes me different." I watched the girls for a moment, waiting to get their reaction. For a few moments they were all silent, pondering what I just said to them. Then Carly broke the silence and said, "You forgot one thing Dave." She paused for a moment and slowly looked around at the girls, then looked at me with a sly smile and said, "According to something Kerri shared with me, there is an asset you have, that you left out." Carly hesitated then said, "According to Kerri, you also know how make a girl's toes curl in the bedroom." She was looking right at me and the girls looked at me for a response. I felt my face flush. "What! Kerri talked to her about our sex life?" I thought. I wasn't sure what to say. Then I replied. "Well...I've had years of practice and they say, practice makes perfect." I replied with a smile and a confident nod for emphasis. The girls all laughed. Then when the laughter died down Tanya wisecracked, "Well, if that's the case, do you need any practice partners Dave? Because, you know we ARE at a normal bar." Then she winked at me a few times with an intensity of expression in her winks to emphasize the joke. We all roared in laughter at her comment. Sue and Katie gave Tanya high fives in response to Tanya's quick-witted humor. The waitress re-appeared and I ordered another round of drinks. Just then I heard familiar voices coming up from behind me. I turned and saw about 10-12 of my co-workers approaching our table. A few of the guys had their wives or girlfriends in tow. Carly recognized a few of the guys and got up and hugged them. Carly had been around a lot over the past few years, so she had met a few of the guys on various occasions. Then we spent a few minutes making introductions all around. Our quite little group got loud and large very quickly. I was kind of dejected that I lost having all the girls to myself. I could see some of the single guys swooping in on the girls and plying their best lines, in hopes of getting laid. At one point, a guy named Barry I work with, leaned in close to me and whispered in my ear, "Damn, you didn't tell us you were coming to meet Carly and all her hot friends." Then he nudged my shoulder. I just looked at him and shrugged my shoulders. Tom was also standing nearby looking at me with a sly grin. I just smiled. There was nothing I could say. I still sat between Carly and Sandy and basically became an observer for a while. I didn't mind, since every once in a while one of the guys would talk to Sandy or Carly, drawing their attention away and that would give me the opportunity to steal glances at both girls' bodies. I was still amazed at how much Sandy had blossomed since I last saw her. I was equally amazed that I had never seen Carly dress so provocatively. They both looked absolutely stunning. I kept getting sneaky nods and winks from some of my co-workers when the girls weren't looking. I would return the gestures with a questioning look; trying to signal the fact they were just friends. At one point, Carly had gotten up and was standing about 15 feet away leaning against a wall using her cell phone to text someone. I thought nothing of it. After a few minutes I happened to glance back at her and she was still texting. She had a big smile on her face as she stared at her phone. I watched her for a moment, then she looked my way and I just smiled at her. Carly gestured with her index finger, signaling "one minute". Then she quickly sent another text message and then walked back and sat down next to me again. "Booty call?" I joked. "Kind of ... something like that." She said with a grin and winked at me. "Anyone I know?" I asked. "Ummm ... yeah I think you do." She replied, being a bit evasive. I just smiled back at her. "None of my business." I thought. After the round of drinks was done, someone suggested we go to another bar. Everyone agreed, so we paid our tabs and made our way to the exit. Once outside Tanya, Katie and Sue decided to call it a night and say their goodbyes to us. They felt bad Julie wasn't with them and were going to her parents' house to see her. I was a little disappointed. I was enjoying getting to know each of them. We all gave hugs and went our separate ways. Everyone decided on a club that was about six blocks away. Some in our group decided to walk, while others decided to drive. Carly and Sandy decided they didn't want to walk that far in the heels they were wearing, so we were going to drive. It didn't make sense to take my car and Sandy's, so I offered to drive them and bring them back later. Not to mention, that I noticed Sandy seemed pretty buzzed by that point and driving for her was out of the question. Sandy and Carly hopped in my Dodge Durango and we drove over. We found a parking space not too far away and went into the bar. The bar was standing room only. The music was extremely loud, a mix of dance and hip-hop. Not really my kind of place. We found a spot near the bar and I wedged in and ordered the girls some drinks. I got myself a soda water. I had no intention of getting drunk and driving. The rest of our group slowly came in and we all stood together. Sandy and Carly stood on either side of me and stayed very close. As the night progressed, some of the guys tried to get them to dance, but they politely declined each advance. Even guys I didn't know came over and hit on both girls, but they would just grab my arm and show no interest in leaving my side. I felt honored and got a little ego boost from the fact that Carly and Sandy stayed close to me. If for any reason, it felt like they wanted protection from the horny young men trying to steal them away. We were having a great time talking and hanging out with everyone. I did take notice that Sandy was getting quite a few drinks handed to her and was drinking them down pretty quickly. Carly was a little more reserved and declined most of the offers for more drinks and just drank one or two more. At one point someone bought shots. Carly and I declined to drink one, but Sandy took one without hesitation. Carly and I laughed hysterically at Sandy's reaction when she downed the shot. As soon as she swallowed the mixture, her face contorted, her lips pursed, her eyes slammed shut and she stomped one foot vigorously on the floor. It looked like she just swallowed gasoline mixed with lemon juice. When she finally recovered, she looked at us, leaned in close and through slurred words said, "Whaat da hell did I jusss dddrink?" I looked at her, shrugged my shoulders and said, "I don't know Sandy, but the way you reacted I'm pretty sure we are really glad we didn't drink one." Carly and I both laughed. Sandy made a mock sad face at my reply, and then nodded in agreement. Then she smiled and suddenly leaned her whole body against me for support. I instinctively wrapped my right arm around her waist to support her. She let her head fall to my right shoulder and kind of nuzzled her face into my neck. "I'm druuunken." Sandy announced. Then she wrapped her left arm around my waist and held onto me. I looked over at Carly and we immediately burst into laughter at poor Sandy's drunken state. "Not much of a drinker, is she?" She leaned over and said. "Oh I don't know. What makes you say that?" I replied with laugh. Carly just shook her head and laughed too. I could feel Sandy's body swaying while I was holding her. "Not a good sign." I thought. All of a sudden, Sandy's knees seemed to buckle a little and I almost lost my grip on her. When I pulled her back to a standing position, Sandy's semi-limp body swung around in front of me and she flung her right arm around my neck. I put both arms around her waist to support her. She pulled me in close, pressed the entire front of her body against mine and dropped her head on my left shoulder this time. Her tits softly pressed into my chest and her pelvis gently pressed into my groin. Sandy even let out a little moan as she nuzzled against my neck again. I could feel her soft warm breath on my neck. I knew if I tried to create space between us by stepping back, I wouldn't be able to hold her up for long. Not that I minded holding her like this, her body felt great, but it was making me aware that my cock was stirring a bit. Carly hadn't taken her eyes off us the whole time. I looked at her. She smiled, cocked her head slightly and said jokingly, "Don't you two look sweet." That's when I realized a few other people were looking at us too. I suddenly became self-conscious and felt myself blush at the thought of what this must look like. I looked back at her and said, "Well, I think Sandy is done for the night, she might be about to pass out." She frowned and said, "Serves her right. She shouldn't have drunk so much. I'm going to kill her tomorrow." If Sandy could hear us, she made no effort to reply to what was being said. She just remained in place, leaning into me and softly breathing against my neck. It almost felt like she was sleeping standing up. Sandy was fading fast and it made no sense for us to stay any longer. Carly agreed and we said our goodbyes to everyone. I coaxed Sandy awake with a little shake and nudge. She sobered up enough to stand by my side while we said our goodbyes. I still had to support her with my right arm around her narrow waist. She had her left arm draped around my neck and shoulders for added support. Sandy mumbled a few "Nicccee to meeeet yooou." as we were leaving, but that was about it. As soon as we got outside, Carly stepped to the other side of Sandy and helped support her. We walked to the car with me on one side and Carly on the other. We laughed and giggled at Sandy's condition all the way to the car. When we got to my SUV, Carly opened the rear passenger side door. Sandy was almost dead weight. I turned her body towards me and said, "Sandy can you sit in the seat for me?" Sandy was still coherent enough to understand and wiggled her way up and back into the rear seat with her legs still outside the door. Not Just Friends Anymore Pt. 01 "Sandy, pull your legs in sweetheart." I told her. Sandy looked at me, smiled and just let her upper body fall back into the rear seat. She laughed drunkenly as she lay back in the car, her long legs still dangling outside. I leaned in and scooped her legs up under her knees and started to maneuver them inside. As I swung her legs in, I couldn't help stare at the short hem of her dress riding up her beautiful thighs. "Stop looking!" I thought to myself. I got her feet in and closed the door. I got in the driver's seat and Carly sat down in the front passenger seat. I started the engine. "I guess I'll take you guys to Sandy's apartment, since I don't think you should drive and Sandy definitely is not driving." I said to Carly. "You can come get Sandy's car tomorrow." She paused in thought for a second as I backed out of the parking space. "That's in the total opposite direction of your house Dave. Why don't we just crash at your house, since it's only 10 minutes away? Then tomorrow you can drive us back here to get Sandy's car." She said. I contemplated her suggestion and decided it made more sense than spending the next hour driving them home and driving back to my house. "Ok. I can do that, but I really don't mind taking you to Sandy's though." I answered. Hoping she wouldn't agree. "No, your house is close and I really don't want to deal with Sandy alone." She replied. "Heey we going tooo Daaaves hoouuse?" Sandy incoherently asked. "Yeah, were going to Dave's." Carly told her. "Ohhhh ... boooy. I looove you Daave." Sandy chimed backseat with a hint of giddiness in her voice. Then she fell silent. Carly and I just chuckled at Sandy's statement. I drove the 10 minutes to my house. On the way, Carly and I really didn't talk. We just listened to some music. I did look over at her at one point and saw that she was looking straight ahead, smiling slightly and seemed deep in thought about something. I wandered what she was thinking about. After we got back to my house, Carly and I helped Sandy out of the car. Sandy was still somewhat coherent. I slung my right arm around her waist and sort of half carried her to the door as she stumbled and tried to walk next to me. When we got to the front door and opened it, Sandy suddenly said, "Ohhh ... I ... thhinnkk I ammm gooona beee siicckk." Carly and I quickly got Sandy inside and hurried her to the guest bathroom. As soon as we got her in the bathroom she went to her knees in front of the toilet and put her head over the bowl. "Ahhhhhh ... ohhhhhh." came Sandy's labored moans as she hovered her face over the toilet bowl. She stood over Sandy and gathered up Sandy's long blond hair in her hands to keep it out of the toilet water and held it for her. Sandy just continued to moan in anguish waiting for the horror of what was to come. I stood in the doorway watching the awkward scene. It was kind of funny. Here were two very hot girls, dressed to kill, with one waiting for vomit. A few moments later, she looked over at me and without saying a word our eyes met and we both burst out laughing at poor Sandy's expense. Sandy drunkenly mumbled, "It'ssss notttt fuuuunny youu guys" and then Sandy even giggled. I stood there for a few minutes and then asked Carly if I should get a glass of ice water for Sandy? She nodded, so I went to the kitchen and got the water. When I returned, I saw that Sandy was now slumped against the toilet sitting on her left hip, her legs splayed pointed towards the doorway where I stood. I was surprised to see that her short dress had ridden far up her thighs again. Her pale blue thong and delicious ass cheeks were completely uncovered. I walked in and handed Carly the glass of ice water. "Sandy do you want water?" She asked Sandy. Sandy muttered "Noooo." Then Carly said, "Can you hold her hair? I have got to pee." "Umm ... sure" I said. "You can use the master bathroom." I stepped forward and took hold of Sandy's hair. Carly walked out and left me there holding Sandy's hair. Sandy had her left arm draped across the toilet bowl and her forehead laying on her forearm facing down into the toilet. Sandy was groaning softly. There was nothing sexy about Sandy hugging a toilet. Except the fact she was bare-assed right in front of me. I couldn't resist leaning to my right and taking another peek at Sandy's exposed little butt cheeks, followed by her long shapely legs. Looking at her pale blue thong, with the tiny string pulled tight between the globes of her perfectly curved ass. I just wanted to reach down and run my hand over her smooth flawless skin. My vision trailed to the perfect oval where her thighs came together. I looked at the pronounced little bulge her hidden pussy made, as it pushed against the thin blue material. My cock reacted to the sight with a familiar pulsation, warning me of the impending erection soon to come. As I gazed at Sandy's exposed flesh, I suddenly got a little twinge of guilt in my stomach, realizing that I have known this girl since she was a kid and I was now lecherously looking at her body like some creepy peeper. At the same time, it felt so erotic getting to see her exposed like this. All my thoughts and emotions were conflicted. It was like having that little devil on one shoulder and the angel on the other. One was telling me to stare and enjoy the show, while the other was screaming at me to be a gentleman and look the other way. I snapped back to my senses when I heard Carly's footsteps coming back from the other bathroom. I straightened back up just as she rounded the corner. "How is she?" She asked. Before I could answer, Sandy drunkenly slurred "Sheeeee's drrrruuuunk." Then she dry heaved violently. Carly and I giggled. Carly stepped over and took Sandy's hair from me. "I got it from here" she said and patted me on my arm. "Ok. If you need any help just yell. I am going to bed. The guest room is all made up. Have fun". I said. Carly just smirked playfully at me just as Sandy groaned again. I smiled back at Carly and silently mouthed the words "Good luck". Carly mockingly mouthed, "Thanks" and we both snickered. I left the bathroom and went across the house to the master bedroom. I went in and closed the door. I glanced over at the bedside clock. It was 12:15am. I was sad that Sandy gotten drunk and cut the night short. On the other hand I was grateful for the time I got to spend with them. I went in the bathroom, washed my face, brushed my teeth and got out of my clothes. I put on fresh pair boxer, turned on the TV and crawled into bed. I pulled the covers up to my hips. I propped some pillows against the headboard, so I could sit up in bed comfortably. I grabbed the TV remote, turned on the TV and flipped channels until I found a movie to watch until I fell asleep. I was still restless and awake and knew sleep wasn't going to come easy. The thought of jerking off crossed my mind more than once. I thought maybe it would help ease the sexual tension I was having from being partially aroused so many times tonight. As I sat there in bed, staring at the TV, my thoughts kept going over the night's events. I thought about how pleasant it had been, to be out with Carly and Sandy tonight. I thought about my co-workers tonight and how jealous they appeared, that Carly and Sandy had shown me so much attention. I thought. "God, they must have thought I was one lucky bastard...I know that's what I would have been thinking if it had been me looking on." Now here I was with these two smoking hot young women. I laughed to myself, thinking that my friends might have thought I was some sort of stud, as they watched the girls hover around me all night long. Try as some of them may, they were shot down each time they tried to get Sandy or Carly attention away from me. Knowing the way guys think, I'm sure they believed the girls were clinging to me, because I was fucking both of them. I was going to get a thousand questions when I went back to work next week. I was so glad I had the whole week off, just so I could avoid the inevitable barge of questions and dirty comments that were sure to follow. I even wondered myself why the girls seemed so attached to me this evening. I figured that Sandy was clinging to me at the bar, since she did not know any of the guys I work with and I think some of them came on real strong trying to get her attention. Then there was Carly. I think she stayed close to me all night since she did know most of the guys and knew what "players" some of them were. Then it hit me, there was my answer: I was Carly and Sandy's safety blanket, their guardian. A guy they knew they could trust to guard them from unwelcome advances. It made me feel good that they thought of me that way. I never wanted that to change. I really cared about them deeply. As those thoughts faded, I started thinking about how totally hot Carly and Sandy looked tonight. Short skirts, high heels and low cut tops. Then there was Sandy's cute tight little ass, exposed in the bathroom. "God, what's wrong with me!" I thought. These were young girls I had known for a long time. I wasn't supposed to have these urges or thoughts. They respected and trusted me. If they knew what I was thinking or caught me looking at them with lust filled eyes, they would lose all respect for me. After all, I was their protection from guys like that. "Right?" But, there's no harm in fantasizing I guess. The fantasy part was making my dick get hard. Just then, there was a quiet knock on my bedroom door. "Hey, you awake?" Carly asked quietly from the other side of the door. "Yeah I'm awake. You can come in." I replied. Slowly the door opened and she stuck her head in and said, "Hey, Sandy's passed out in the bathroom." "You want me to help get her to bed?" I replied. "No. She pissed me off for drinking too much tonight, so she can sleep there. Plus I don't want her to throw-up on me in the middle of the night." She said with a little scowl on her face. I laughed. "Would you mind if I took a shower in your bathroom? Sandy is lying there, blocking the shower and I would have to drag her to get her out of the way?" "Sure, I don't mind. Come in and help yourself." I said. She stepped in, closed the door, went into my bathroom and shut that door. I went back to staring at the TV. I heard the water for the shower turn on. I thought nothing of the situation. As a matter of fact I was bored with TV, so I turned on the small reading lamp next to my side of the bed and started reading a Clive Cussler book I had started a few days earlier. I guess I had been reading for about 10 minutes when I heard the water turn off and the shower door open and close. I continued reading. A few minutes later the door to the bathroom opened. I looked over to see her standing in the doorway wrapped in a towel. She said, "I hate to be a pain, but all my clothes are at Sandy's place. Can I borrow a t-shirt or something?" Pointing at my closet I said, "Sure, go in my closet and get anything you want." She smiled, opened the walk-in closet door and disappeared inside. I went back to reading my book. A few moments later she emerged with one of my white V-neck t-shirts in her hand and went back in the bathroom. I did notice that when she went back in the bathroom she didn't close the door. There are two vanity sinks on opposite walls in the bathroom. She went towards the one to the right of the doorway, which was out of my line of sight. I did have the passing thought that she was in the bathroom getting naked with the door open and me only 20 feet away. Certainly she knew that I wasn't going to get up and walk in there and see her naked. "She really trusts me." I thought to myself. Then I went back to reading. A few minutes later I saw the bathroom light go off out of the corner of my eye. Carly walked out of the bathroom dressed in my t-shirt. She walked towards the bed after coming out of the bathroom. I could see her braless tits sway and bounce slightly under the loose fitting t-shirt as she walked towards me. Her nipples were poking through the thin material. The t-shirt was much shorter than the dress she'd wore out tonight and barley covered her ass. I was mesmerized by her state of undress. I wasn't prepared for the visual stimulation. I watched her as she approached the other side of the bed, which only took her a few steps. She stood next to the bed and said, "What are you reading?" "Huh? Oh. Clive Cussler." I replied and held out the book to show her the cover. When I held the book towards her, she leaned over to look at it. This is a king size bed, so she had to lean far over to get a close look. When she bent over the bed, the V-neck opening of the t-shirt drooped down and I found myself looking down the opening at her now exposed young breasts under the t-shirt. She was so intent on looking at the book I was holding, I don't think she realized I could see down the front of the t-shirt. I was staring at her firm young tits, topped with small erect pink nipples. The reading lamp I was using sent light right down the opening, so I was getting a clear, well lit look at her perky mounds. I quickly looked away when suddenly I felt embarrassed for looking at her accidental exposure. After a few seconds she straightened up and said something about the book, but I was still thinking about seeing her tits to even hear what she said. I think I just nodded and smiled at her. In a split second I came back to my senses and realized she was still talking. "Huh ... I ... what?" I asked. "I said. Is it a good book?" She replied. "Uh ... its ... ok ... I guess." I answered. "Are you ok?" Carly asked me, looking at me with a slight smile. "Me ... yeah ... why?" I replied "I don't know you seemed somewhere else for a second." She said still smiling at me. "I'm fine." I lied. I was far from "fine". I was still looking at her when she turned and looked at the TV. While she stared at the TV, I looked her over. The t-shirt came down to just a few inches below her butt cheeks. In profile I could see her nipples poking through the light material. I also realized that some parts of the t-shirt were wet from her shower and I could see the skin clinging to it in places near her hip and just below her left breast. I only looked for a second or two then I sat back on my pillows and pretended to begin reading again, but the damage was done, I would never un-see her nakedness. Now coupled with the sneak peeks I took of Sandy earlier, I couldn't concentrate at all. Images of flesh were running through my head and my cock was waking up. Carly watched the TV for a few minutes then asked, "You mind if I hang out with you and watch TV for a while? I'm not really tired and I don't want to sit by myself in the living room." I knew I should lie and say I was tired or something like that to gracefully get her out, but without hesitation my little head was now doing all the thinking and I said, "Sure! Hop up!" As soon as the words left my mouth I knew I was a pervert just hoping to get another peek at some part of her young nubile body. This was wrong and I felt like I was taking advantage of the trust she had for me. But I wanted to see more, if only to have more images for when I jerked off later. "No harm in that right?" I thought to myself. She turned and hopped up on the bed just sitting on the edge. Then she suddenly turned looked at me and said, "Hey you want a beer? I'm going to grab a beer. You want one?" "Sure I'll take one." I said. With that, she hopped back down and walked towards the bedroom door. I couldn't help but look at her beautiful ass as she walked away. Her ass cheeks seductively shifted back and forth under the t-shirt as she walked out of the bedroom. Around 5 minutes passed and I became aware that Carly had been gone longer than it took to grab the beers from the kitchen. Just as that thought came to me; she appeared in the doorway and said, "Dave I need your help." "What is it?" I asked. "I need your muscles. You're going to laugh when you see this." She said, then grinned and walked back out. I got out of bed and went to my dresser and grabbed a pair of gym shorts. I pulled on the shorts and left the bedroom. She was not in the kitchen or living room so I walked to the hallway that ran between the guest bedroom and guest bathroom. Carly was leaning against the doorway to the bathroom looking inside. As I approached the doorway, Carly was smiling at me and said, "You'll love this. You're about to get an eye full." She laughed and pointed into the bathroom. I rounded the doorway and looked inside. My mouth fell open in shock at the sight that met me. There was Sandy, sprawled out on the floor, just as I had last seen her, but now there was one overwhelming difference. Sandy was lying on her left side in the middle of the floor and she was naked except for her little pale blue thong panties. "What the fuck?" Was the thought that came screaming into my brain. Sandy's little gray dress was completely off her body and wadded up under her head like a pillow. I could see that she was breathing, since I really hadn't taken my eyes off her firm naked tits. They were beautiful and looked like a nice sized handful. Her areolas were about the size of quarters and tipped with perky pale pink nipples. Even lying on her side, her tits were standing up proudly from her chest. That's the beauty of youth. Gravity hadn't fucked up her tits yet. She had her right arm draped across her flat little tummy. Her long beautiful legs were pulled up towards her stomach in the fetal position. I froze and couldn't take my eyes off Sandy's marvelous partially nude body. Carly said something that snapped me out of my trance. "I tried to wake her up, but she is out cold." I was then aware that Carly was looking at me, looking at Sandy. I felt my face flush with embarrassment, so I turned away quickly. "Um ... yeah ... right." I blurted. "Hey are you blushing Dave?" "Well ... I ... uh ... yeah. Jeez, you could have told me Sandy was almost naked! Why the fuck is her clothes off?" I asked. "I don't know. I guess she's so drunk she took off her clothes. I came in here to check on her before I grabbed our beers and this is what I found." She said in a slightly laughing tone. Then there was a few seconds of silence between us. Carly broke the silence and said. "This is great. Wait just a second." Then she walked away. A few moments later she returned with her cell phone in hand. I knew immediately what she was planning. She stepped past me through the doorway. I turned to watch her. She stood over Sandy and positioned her phone to take pictures of Sandy. I jokingly said, "She'll kill you for that." "She deserves some penalty for being a drunken little slut." Then she giggled and snapped a few pictures. I turned back around, so Carly wouldn't think I was still staring at Sandy's exposed naked body. It was hard to do, since all I wanted to do was stare and take mental pictures. "Hey! You can't just stand there acting all embarrassed and shit. You have to pick her up and put her in bed." She quipped with a shrewd smile. "Can't you do it? Besides, I thought you said she could just sleep on the floor as punishment." I replied. "I can't lift her and I was just kidding earlier about leaving her on the floor. She'll get sick lying on the cold floor. We need to put her in the bed. I'll show her these pictures of her passed out and naked and that will be her punishment." She was right. I was just stalling while my mind was racing with the fact that Carly just asked me to pick up and carry a nearly naked Sandy. I stood for a moment accepting the task at hand. Resolved to the task, I took a deep breath, turned, smiled at Carly and walked into the bathroom.