0 comments/ 387611 views/ 69 favorites Josh's Stepmom By: Schwingprose Josh was pretty much your typical 18 year-old high school senior. His parents got divorced when he was twelve. He was living with his mother until a couple years ago when he had gotten in some trouble. His mom thought it would be a good idea for him to live with his father so he moved in with dad. Josh's dad had gotten remarried to a girl much younger than him, 28 to be exact. Josh got along with his stepmom, Stacy, well enough. She pretty much stayed out of his way and didn't try to be a second mom to him. Josh's dad was a successful businessman who traveled a lot and the family lived in an upper middle class neighborhood in Southern California. Josh had worked almost all through high school, scrimping and saving his money so he could buy a car. When he had finally saved enough and a car caught his eye he went for it. He was always fond of muscle cars and he bought a 67 Chevy Nova that was cherry. Josh used to brown bag it for lunch but since he got his new car he wanted to drive is as much as possible. He didn't have the money to go out to eat every day so he began coming home for lunch. Josh's first day home for lunch started normally enough. He saw that Stacy's car was in the garage when he pulled in and he went inside the house calling out to her to let her know he was home. He got no response and went about making himself some lunch. After fixing his food he went into his bedroom to watch some MTV and eat. As he moved about his room he glanced out his window, which overlooks the pool in the back yard. Through the blinds something caught his eye and he looked out into the yard. What had caught his eye was Stacy lying on a lounge chair by the pool. She was lying on her stomach, sunbathing in the nude. Not wanting to be seen, Josh moved to the corner of the window and continued to stare at Stacy, as she lay there naked. He had always thought Stacy was hot, with her blonde hair and perky 34-inch tits, but now he realized just how hot she was. Her bare ass glistening in the sun, her naked breasts pushing out on the sides. Josh could feel his manhood grow inside his jeans as he continued to ogle his stepmom. He began to rub his erection through his pants as he watched her. He noted that she had no tan lines and surmised that she had been sunbathing in the nude for some time. Josh hardly ate anything as his mind was filled with fantasies involving his stepmom and the time passed quickly. Before he knew it was time to go back to school. Not wanting to miss out on more voyeurism, Josh set up his camcorder on the windowsill and zoomed it in on Stacy. Josh went back to school and went through the motions in his classes. He didn't pay much attention, his mind kept wandering back to Stacy's nude form lying in the sun. He couldn't wait to see what the camera had caught after he left. He had a constant erection as he wondered if Stacy's bush was as blonde as her hair and what her breasts looked like. He always thought they looked pretty damn good in the clothes she wears, now he was going to really see them. The day dragged on and as soon as school let out he hurried home. Stacy was gone when he arrived and he rushed to check the footage on the camcorder. After Josh rewound the tape he was bummed to find that Stacy only stayed out at the pool a short time longer. She soon got up, wrapped her towel around her, and headed into the house. He only got a brief glimpse of the front of her. Josh was dejected at first, but now he was on a mission. Figuring that Stacy had gotten an early start by the pool, the next morning he set up the camera up when he left for school in hopes of getting a better look at her hot little body. Once at school, the morning dragged on as Josh again could only think of Stacy laying naked by the pool while he was in class. When the lunch bell finally rang he rushed home to watch the tape of the morning's events. When he got home Stacy wasn't there. What luck, he thought, having the house to himself so he could watch the tape. He rewound the tape and pushed "play." As Josh watched the viewscreen on the camcorder he saw nothing but a lounge chair for a while so he fast-forwarded the tape. Then, he struck paydirt. Stacy came out to the pool in a bikini and set her things down by the lounge chair. Josh watched as she sat the back of the chair up, untied her suit, and peeled it off. At last he got a good look at her body and it was magnificent. Josh's cock was already rock-hard and throbbing as he watched Stacy sit down on the lounge chair. She began putting tanning oil on her naked body, smearing it over her breasts, and slowly caressing them. Her breasts were perfect. Firm mounds with areaolas that were not too big, not too small. Her bush was a neatly trimmed patch of light brown hair. Josh watched as Stacy smeared oil over her legs, getting a great view of her slit since the chair faced his window. Suddenly he was startled by a noise in another room. Stacy had come home and Josh quickly shut off the camera, stashing it in a drawer in his room. He went to the kitchen and chatted with Stacy while he made and ate his lunch, all the while undressing her with his eyes. Josh then said goodbye and went back to school. As luck would have it, the teachers at Josh's school had monthly meetings that day so he got out early. He went home and found Stacy's car in the garage but could not find her anywhere. He called out to her and looked out back but she was nowhere to be found. He figured she must have gone somewhere with a friend and they didn't take her car. When Josh got to his room he retrieved the camcorder from the drawer and layed back on his bed. He turned it on and his eyes were glued to the viewscreen as he watched Stacy finish up oiling herself. When her front side was covered in oil she pulled her feet up onto the foor of the lounge chair and poured out a little more oil on her stomach. She smoothed it down towards her pussy. Stacy moved her hand between her legs and slowly smeared the oil over her slit. She kept her hand between her legs and ran her fingers over her slick pussy, spreading her lips with her fingers and running her middle finger up and down her slit. Josh couldn't take it any longer and he slipped out of his pants, freeing his large rod. Josh stroked his pole as he watched Stacy close her eyes and work her clit. She moved her other hand to her breasts and tugged on the nipples as she slid two fingers into her pussy and pistoned them in and out slowly. Josh began jerking his cock faster as he watched Stacy writhe at her own touch on the lounge chair. She began frigging her clit quickly as Josh continued to milk his aching cock. He was so wrapped up in what he was doing, Josh never saw his door swing open. Stacy stood in the doorway for a moment, holding a basket of clean laundry, watching her stepson jerk off. She jokingly said, "Gosh, Josh, is there anything I can help you with?" as she set the basket down. Josh froze at the sound of her voice. He didn't know what to do. He could only muster stammering noises from his throat and a deer-in-the-headlights look on his face. There he was, lying on his bed with his swollen cock in one hand, looking at his stepmom in the doorway, while a tape of her masturbating by the pool ran on the camcorder in his other hand. It seems Stacy was folding laundry in the noisy laundry room and had not heard Josh come home. Stacy moved to the bed where Josh lay and sat next to him. "You know, Josh, I can hear that car of your coming from a mile away. I heard you come home for lunch yesterday but you never came out," she said as Josh just laid there in shock. "Later on I came into your room to get a CD and I saw that you had the camera set up in the window. Josh could only get out, "Let me explain," when Stacy cut him off. "It appears you enjoyed the little show I put on for you this morning," she said as she looked down at Josh's handfull of still-hard cock. Stacy took the camera from Josh's hand and set it down next to the bed and said, "Here, let me help you with that," as she replaced Josh's hand on his cock with hers. She stroked his rod slowly as she continued to speak. "I got so hot while I was playing with myself, knowing you would be watching me on the tape, stroking your hard cock. It got me so wet. Did you like what you saw?" Stacy asked knowingly and Josh could only nod. With that Stacy moved her head down to Josh's cock and took it inside her mouth. She sucked and stroked his cock slowly at first, then she picked up the pace. Josh came almost immediately, shooting his cum down her throat as he groaned. Stacy sucked Josh dry and stood up, saying, "Now you can return the favor." She stood Josh up and slipped out of her shirt and shorts, leaving her standing there in her bra and panties. Stacy reached behind her and pretended to fumble with the fastener on her bra, saying, "Could you help me with this, Josh?" She turned around and Josh moved behind her. He shakily undid her bra and dropped to the floor. He moved his hands to her mounds and massaged them from behind as he kissed her neck. As he played with her nipples she took one of his hands and guided it down inside her panties. Josh ran his fingers over her soaking wet slit as he continued to play with her nipple. Stacy pushed back against his still-hard cock, sandwiching it against her backside and Josh's stomach. Josh rubbed Stacy's stiff clit for a moment then she turned around. Josh immediately began sucking her nipples as he slid his hand back inside her panties. Stacy gently pushed Josh to his knees and he pulled her panties down and off. She guided his head to her pussy as she spread her legs, allowing him access to her moist slit. He momentarily stares at her beautiful, neatly trimmed pussy, then he devoured her clit. He sucks on her clit and flicks it with his tongue as he reaches around and grabs her ass. Stacy begins breathing harder as she reaches her peak. She grinds Josh's face into her pussy as she cums, throwing her head back, her legs trembling, her lips crying out, "Oh yes, yes..." As Stacy comes down from her orgasm she leads Josh back to the bed and has him lay down. "I want to feel that big, hard cock inside me," she purrs as she straddles him. Stacy slides her wet pussy down onto Josh's stiff member easily and begins to buck up and down on it. She braces herself against his chest as he pounds deep inside of her. Josh grabs her hips and rams inside her as she rides him. Finally Josh is able to speak, "Oh, God Stacy. You feel so good. I've wanted to fuck you for so long." Stacy responds by saying, "Oh yeah, fill my pussy with your big cock. Oh, yes." Josh can feel his passion build once more as his cock slides deep into his stepmother's hungry pussy. Stacy feels her stepson's cock grow as his cum rises to his cock and he shoots his load inside her hot slit. Stacy cums again as Josh spews his load in her. The two of them grind out the last drops of cum from Josh's cock as Stacy collapses onto his chest panting, "God, that felt sooo good. Your father is out of town so much and I miss this." "Well," said Josh, "I think I can help you with that, if you'd like." So begins the ongoing sexual adventures of a stepmother and her stepson. To be continued... Josh's Stepmom Ch. 02 It was well past midnight when Josh finally drifted off to sleep. He'd tossed and turned and stared at the ceiling as he thought of what had happened earlier in the day. Did he really fuck his stepmom? Would they do it again? And how long will he be alive if his dad finds out about it? He dreamt of Stacy off and on throughout the night. As the sun rose Josh was having a very vivid dream in which Stacy was giving him a blowjob. He could practically feel her warm wet mouth engulfing his rod. As Josh began to stir with the dawn he opened his eyes and found he wasn't dreaming at all. Stacy was going down on him as he lay flat on his back with his erection poking through the slit in his boxers. Her mouth was making slurping sounds as she sucked his throbbing member and massaged his balls. With all the erotic dreams he had dreamt throughout the night it didn't take long for Josh to cum. His seed spewed from his cock and into his stepmom's mouth as he grabbed his sheets with clenched fists. Stacy swallowed most of Josh's load and licked the bit that had run down his shaft as Josh panted. Stacy looked up at Josh as she licked his cock and purred, "Good morning. I can still taste myself on you." Stacy finished licking Josh clean and he jumped out of bed and raced to the bathroom. His morning pee had arrived in urgent fashion and the release felt almost as good as his orgasm had. Upon returning to his room Josh found his stepmom lying naked on his bed playing with herself. Without hesitation he moved on top of her and sucked Stacy's breasts as his sagging tool began to come back to life. Stacy could feel Josh's dick growing against her leg and moaned, "Fuck me Josh." He sat up and positioned the head of his now-hard dick at Stacy's opening and pushed inside. She was already very wet and ready for Josh's offering. Josh wasted no time being gentle and rammed his cock in and out of his stepmom's pussy violently right from the start. He brought her legs up to his chest and shoved his manhood deep inside her as she rubbed her clit. After a short time Stacy came as her stepson fucked her roughly. Josh pistoned in and out a few more times then pulled out and shot his second load of the morning onto Stacy's stomach. He fell beside her on the bed as she smeared his cum over her flat stomach. The two of them cuddled in bed for a bit with neither of them saying a word. Stacy broke the silence saying, "You know what I miss most about being eighteen?" Josh answered, "No." "Getting to fuck eighteen year-old boys. They're always ready, willing, and able." Josh chuckled. "You're right about that. I could probably go again right now. But I think it has more to do with you than my being eighteen. You're so hot I'd be ready to go whenever you say the word." Stacy thanked him for the complement and responded, "Obviously you made an impression on me yesterday. After all, I did come back for more this morning." Stacy got up and took Josh by the hand. "Let's finish this conversation in the shower," she said and led him to the master bathroom. The two of them played and giggled under the spraying water of the large sunken tile shower. It was the kind that's open, without a curtain or door. Josh took the opportunity to soap up and run his hands over every inch of his stepmom's tight body. Stacy in return took care of his strong his. They kissed and groped each other as they cleaned each other, taking their time enjoying the warm water and each other's touch. As the two of them rinsed off Stacy warned Josh that they had to be careful if they were going to continue their affair. Josh could tell no one and they had to do their best to act normal when Josh's Dad was around, lest he get suspicious. Stacy confided to Josh that she loved his father very much and that she had been faithful to him up to the point she slept with Josh. She reiterated what she had said the day before, saying she just gets a little lonely sometimes when he is out of town and she has needs of her own. Josh again assured Stacy she would not be lonely any longer and he would tend to her "needs" whenever she wanted. Now Josh looked forward to the times when his dad would go out of town on business trips. Josh and Stacy were very careful not to let on that anything was different between them when dad was around and they fucked like rabbits when he went out of town. They did it everywhere. Late at night by the pool, in every room of the house, wherever, whenever either of them got the urge. Josh even secretly set the video camera behind some things on a shelf in his room and filmed the two of them having sex once. He wanted some masturbation material for when his dad was home and he couldn't have sex with Stacy. After graduation Josh took some time off from work and went on a road trip with a school buddy named Ben. They headed north up PCH and stopped whenever they felt like it. They just took their time and enjoyed the coastal towns along the way. Josh and Ben's destination was Seattle, via the scenic route. They had an ample supply of booze because Josh had Stacy buy some liquor for them for the trip. All they needed was Coke or whatever other mixer they wanted. During one of Ben and Josh's overnight stops, at a motel in northern California, Josh was taking a shower as Ben poured the last of their Southern Comfort over some Coke on ice. Ben went digging for another bottle in Josh's duffel bag and found an unopened bottle of vodka. He also saw that Josh had brought a video camera. As Ben sat back on his bed he took a drink, turned the video camera on, and looked at the viewscreen thinking he would see what the camera was pointing at. Ben had unknowingly pushed "play" so the tape that was in the camera began to run. What appeared on the viewscreen shocked the shit out of him. There was Josh's stepmom Stacy going down on him on his bed! Ben's erection quickly grew to full size as he watched Stacy and Josh fuck. He began to rub his boner through his shorts as he stared at the screen. God she was hot. He was always envious of Josh. Josh got to look at that blonde hottie in various states of disrobe on a daily basis. Ben figured if he were in Josh's position he would pretty much have a permanent boner while he was home. He had no idea just how lucky Josh was, but now he did. Ben was so intent on watching the videotape that he didn't hear Josh come out of the bathroom. Josh saw Ben with the videocamera in one hand and the bulge in his pants in the other hand and instantly knew he had forgotten to take the sex tape out of the camera. "Oh fuck," was all that he could manage to get out. "Dude," cried Ben, "you're laying pipe with your stepmom!" "I can explain.." Josh began but Ben cut him off. "Explain what? I always thought you were lucky to have such a hot Stepmom to look at all the time but now you're a God, dude. You gotta hook me up with her too, dude." "It's not like that," explained Josh. "She wouldn't go for that. Our thing just sort of happened, we didn't plan it or anything. I'm not her pimp for Christ's sake." "We can figure something out. Remember how I set you up with Brittany Martin. I told you she would go all the way with you and she did. You owe me one." Josh did feel he owed Ben one for Brittany Martin but he couldn't set him up with Stacy. She would never go for it. Ben half-jokingly said, "I'd hate to have to tell your old man what you two are doing. Fear gripped Josh. The next emotion was anger. He rushed toward Ben and screamed, "If you say one word about what you saw I will fucking kill you!!" "Relax, dude. I was just kidding. You set me up with her and I won't tell a soul. We'll come up with something. Have a drink." Ben handed Josh his drink and he downed it in one gulp. The two stayed up late that night drinking and coming up with scenarios that might get Ben and Stacy together. The two of them went to a liquor store across the street from the motel to get some late night munchies and Ben picked up a copy of Penthouse Letters. "Research," he said when Josh gave him a funny look. When the two of them got back to their room they scoured the pages of the magazine. Ben would read a little and throw out ideas that he thought were decent and laughed at the scenarios that were too far fetched to be real. The two passed the magazine back and forth swapping ideas. Although Josh was totally against the idea at first, he was beginning to get turned on thinking about one of his buddies fucking Stacy. He had played sports with Ben and well aware of why the guys referred to him as "Big Ben." He had snuck a peak at Ben's manhood in the shower once or twice and, even flaccid, it was impressive. The two finally agreed on a plan and agreed to drop the subject for the rest of the trip. Upon Josh and Ben's return home things went along fairly normally. A few weeks later Josh's dad was heading out of town. He was to leave on Monday and return the following Monday. Josh made sure to not be home much so as not to be tempted to have sex with Stacy. In order for their plan to work, she needed to be good and horny. He asked Stacy if Ben could spend the night that Friday. Josh explained that Ben had just turned eighteen and he wanted to throw a party for him but most of their friends were going out of town or had to work. Josh thought it would be nice if Ben came over and they could chill out and have some beer and pizza. Stacy had no problem with the plan. If they were going to drink, at least they were doing it at home. She agreed to buy the beer for them if they stayed at home. Josh had made a similar deal for the alcohol when they went out of town. No drinking and driving. The week passed and Friday rolled around. Ben came over in the afternoon and he and Josh loaded the beer into a tub of ice and headed to the pool. Stacy had gone shopping at the mall and wasn't home. Ben and Josh went over the plan repeatedly so as to be in sync. The two of them relaxed as best they could, both nervous but trying not to give it away. Stacy came home and walked out by the pool. "Hey guys," she greeted them. "Hello birthday boy," she said as she walked to Ben. He had always been her favorite of Josh's friends. She stood next to Ben's lounge chair and bent over to kiss him on the cheek. Ben peeked down her top as she leaned down and kissed his cheek, trying to catch a glimpse of what he was hoping to see later. The two of them invited Stacy to join them by the pool and she readily agreed. She wanted to try out the new bathing suit she had just bought. Stacy went inside the house and returned wearing a white spaghetti-strap bikini. It wasn't a thong but there wasn't much to it. It was pretty much just strategically placed triangles of fabric held together with string that tied at Stacy's back, neck, and hips. And the triangles were quite small at that. The contrast of the white bikini against Stacy's tanned skin looked very sexy. The three of them sat around and drank some beer and jumped into the pool when the urge hit them. The boys found that when Stacy's new suit got wet it was practically see-through. You could easily make out her areola as she emerged from the water. It would have been even more obvious if Stacy didn't have an all-over tan from sunbathing in the nude. They ordered pizza and joked as they ate and drank. All were having a wonderful time. It began getting dark and the three of them moved into the house. They all threw on t-shirts but stayed in their suits. They debated on whether to watch a movie or do something else. Ben suggested that they play quarters. Stacy said she hadn't played quarters in years but she was game since it was "what the "birthday boy wanted." The game proceeded with Stacy showing her rust. She rarely bounced the quarter into the glass, while Josh and Ben routinely made it in. They made Stacy drink much more often than each other, as was the plan, and before long she was feeling quite tipsy. Whenever Ben would leave the room Josh would kiss Stacy and fondle her briefly before Ben returned. When Ben was on a roll, dropping quarters in one after another, Josh would slip his hand under the table and move it between Stacy's legs. He was very sly about it and Ben acted as if he didn't know what was going on. All the alcohol and petting was getting to Stacy. She was drunk and very horny. It was showing in her actions. She was slurring slightly and very flirtatious with the boys. Everyone was enjoying themselves but Stacy felt the need to apologize. "Ben, I'm sorry you're stuck here. Josh told me about the original plans. I'm sure you'd rather be with your buddies instead of here. Ben replied, "I don't care. I'm having fun here with just the three of us. What would the guys have to offer that I don't have right here?" "Well, actually," Josh began, "the guys were all gonna chip in and get you a stripper for your birthday." "That's okay, Dude. Stacy's prettier than any stripper that you guys could have found and I've gotten to look at her all night for free." Stacy blushed. "Well thank you, Ben. That's very sweet of you." "She'd probably do a better job than one of those girls, too," Josh added. Stacy was too drunk and horny to realize that she was being manipulated. She had previously told Josh that an old boyfriend had taken her to a strip club a couple times and she had been fascinated. Stacy told him she wished she had the guts to strip just once because she thought it would be a real turn-on. Stacy just needed the alcohol she had consumed and a little coaxing, courtesy of Josh and Ben, to set the wheels in motion. This way, she surmised, it was safer. In her own home and with only Josh and Ben for an audience. Anyway, it was Ben's birthday and she wouldn't, in her intoxicated state, mind giving him a little show as a present. She had caught his eyes wandering over her body all night. Why not give him a little show. She'd seen it done. Besides, she was just going to do a sexy dance. A quick peek, a tease. She may give him a lap dance or rub against him or something but she wouldn't get naked. She stood up and took Ben by the hand. "Come with me, I'll give you your birthday present even if your friends couldn't make it. Josh, grab one of these chairs," she said as she led Ben to the living room. Josh followed with a dining room chair. Stacy had him put it in the middle of the living room as she turned on some good stripping music. She had Ben sit down in the chair and told Josh to have a seat nearby on the couch. Stacy moved in front of Ben and began to move with the music, gyrating her hips and sensually moving in front of him. She reached down and slowly pulled her shirt up, playing peek-a-boo with her bikini-clad breasts. She bunched the shirt up over her mounds and ran her hands up the sides and cupped them. Stacy then pressed them together then ran her hands over her breasts as she gyrated her hips. She moved her hands up, slipped her shirt off over her head, and threw it at Ben as she moved in front of the chair. Josh began to clap and hoot, "Whoo hoo! Take it off!" to set the mood and keep Stacy going. Although Stacy had come up with the idea halfway as a joke it was turning into anything but that. She was lost in the moment and getting more turned on as she danced for this young stud. Stacy just went with whatever popped into her mind. She spread her legs apart and ran her hands down the insides as she bent over. Looking back at Ben between her splayed legs she cooed, "You've been looking at me all night, Ben. Do you like what you see?" Ben stammered, "Oh yeah." Stacy was enjoying every moment as she lived out her exhibitionistic fantasy. She pulled Ben's shirt off over his head and tossed it aside. Next Stacy dropped down in front of the chair and slowly slid her hands up Ben's bare legs. She looked Ben directly in the eyes as her hands made their way up his legs. She licked her lips seductively as her hands continued up to Ben's smooth, muscular chest. Stacy ran her hands over Ben's chest and she began to head back down. Her eyes followed her hands as she moved them down and she got a good look at the effect her little show was having on Ben. His erection was pitching a tent in his nylon swim trunks. A large tent. Stacy felt the wetness between her legs grow when she saw Ben's manhood straining against his baggy trunks and the thoughts it conjured up. The sheer size of the bulge made her want to look inside but she couldn't do that. She still had some of her wits about her. She moved her hands back up Ben's legs and slid them inside his pant legs as she asked, "Is that for me?" Ben didn't answer but he was sure that Stacy was going to grab his throbbing cock as she slowly slid her hands up. She moved her hands over Ben's thighs all the way up to his waistband and slid her hands slightly towards Ben's dick. She ran her fingers along the edges of his pubic patch, teasing Ben, then went back down his legs. Stacy pulled her hands out from inside Ben's trunks, stood, and straddled the chair. Remembering the lap dances she had seen, Stacy slid forward and rested her crotch on Ben's erection, pressing it to his body. She supported herself by placing her hands on her knees and began to move her hips, lightly rubbing over his shaft with her crotch. Ben reached up to grab Stacy's breasts and, in true strip club fashion, she slapped his hands away and said, "No touching." Ben stared at Stacy's breasts as they swayed inches from his face. Josh was no longer making any noise. He was focused on the scene unfolding in front of him as he stroked his erection inside his trunks. Stacy continued to move back and forth over Ben's cock and she began to apply more of her weight down onto him. One thing she hadn't counted on was the difference in the thickness of clothing worn to strip clubs and the kind Ben had on. She could feel Ben's big cock through his thin nylon trunks much more than a stripper would feel a customer's dick through their jeans. With each movement she could feel Ben's shaft rub against her clit through her bikini bottom and it sent tingles up her spine. Stacy sat on Ben's lap completely and reached for the back of the chair. Lost in the heat of the moment and guided by the heat between her legs, Stacy began grinding down onto Ben's hard-on. He was in heaven. Ben pushed up, meeting Stacy's movements with his own. This applied more pressure to Stacy's clit as she rode him. Stacy's body moved forward, closer to Ben's as she rode him. Ben could tell Stacy was really getting into it and he seized the opportunity to keep her engine revved. He began to kiss her cleavage and bikini-covered breasts. Stacy enjoyed the soft wet kisses he planted on her tanned skin and didn't protest, ignoring the "no touching" edict she had put forth earlier. Josh watched intently and now had his hard cock out and was stroking it in his fist. Their plan was going perfectly. His fondling of Stacy and the alcohol they poured down her throat in the quarters game had produced the desired effects. Stacy probably surprised even herself when she reached down and pulled aside one of the triangles that covered her hard nipples, exposing it to Ben's hungry mouth. She told herself that this is as far as she would let it go, even if her pussy was aching to feel that monster she was rubbing against plunging deep inside her. She decided she would just make Ben cum in his shorts and fuck Josh later when Ben was asleep. Ben reached up and exposed Stacy's other breast himself and alternated sucking and licking each nipple as he cupped her mounds. Stacy's arms started to tire because of the death-grip she had on the back of the chair and began grinding more urgently, hoping to make Ben cum sooner. She even began to talk dirty to help coax a load out of him. "Ooooh. Your big cock feels so good rubbing against my pussy, Ben. Suck my tits Ben. Ooooh yeah." she cooed. Ben grabbed onto Stacy's hips and pulled her down onto his lap as they continued grinding their crotches together. Stacy was so intent on making Ben cum she didn't notice as he deftly untied the bows of her bikini bottom while his hands were on her hips. After grinding on Ben a short time longer she was amazed he hadn't cum yet and figured she'd better try something different. Stacy moved off of Ben's lap and turned around, still straddling the chair, but facing away from Ben this time. Josh's Stepmom Ch. 02 When Stacy repositioned herself she didn't notice that her lightweight bikini bottom had fallen to the floor. Because her back was now to Ben she also didn't see that he had pushed the front of his trunks down and his big cock was sticking straight up. As Stacy backed up towards Ben and began to lower herself onto his lap she glanced over her shoulder to guide herself. That was when she caught a glimpse of Ben's exposed erection. She tried to stand back up to keep from lowering herself all the way down but it was too late. As Ben held his cock in one hand, aiming it up towards Stacy's spread slit, he pulled her down onto it with the other. Stacy cried out, "Oh," as she was impaled on Ben's hot cock. Stacy was so worked up that Ben's pole entered her soaking wet pussy easily. She went all the way down in one motion as she took all of Ben's young manhood inside her. Whether she had intended to or not, Stacy got her wish and was going to see this thing through. It felt too good for her to stop now. She bobbed up and down on Ben's pole as he stuffed it in as far as he could. Ben moaned, "Stacy you feel soooo goooood, this feels even better than I imagined it would," as he thrust into her. This got Stacy hotter, thinking of Ben fantasizing about fucking her and getting his wish. She reached down and played with her clit as she rode Ben. They were the oblivious to the fact that just a few feet away from them sat Josh yanking on his boner as he watched his best friend fuck his stepmom. Ben again grabbed Stacy's hips and pulled her down onto him as he thrust to meet her every bounce. After Stacy's lap dance neither one of them was going to last long and Ben announced his orgasm, "Oh, Stacy....I...I'm gonna.. cummmmmmm...aaaaaahhhhh" and he shot a huge load into Stacy's pussy. Feeling Ben shoot his wad inside her sent Stacy over the brink. She came screaming, "Oh! Oh!" as she rubbed her clit furiously. As Josh looked on he reached his peak and dumped his load all over his stomach. Stacy climbed off of Ben's lap and shakily stood up. "This goes no farther than this room," she warned Ben. "This never happened, if you know what I mean." "I won't tell anyone," replied Ben, "God that felt good Stacy. Thanks." Stacy bent down and this time kissed him deeply. Their tongues entwined as they passionately kissed. Stacy said, "Happy birthday, Ben." The story of what happened that night stayed between the three of them and neither boy ever told Stacy it was all a setup that played out to perfection. To Be Continued...? (Encouraging feedback will keep the story going. If you want more, just say so) Josh's Stepmom Ch. 03 Following Stacy's lap dance with Ben, nothing else happened between them. Ben, Stacy, and Josh all went to sleep and Ben headed home in the morning. Stacy sheepishly brought up the evening's events over breakfast with Josh. "I hope you're not mad about last night. I never planned for that to happen. I only wanted to tease Ben and give him a little show. I guess I was drunker than I thought and things just got out of hand. I should have never even offered to do my little 'show' for him." Josh responded, "It's okay. I kind of feel like it was a little bit my fault. I kept making you drink when we were playing quarters and I couldn't keep my hands off you whenever Ben was out of the room. I'm sure you were as horny as I was. But I've got to tell you, watching you do your thing with Ben was so hot. I really got off on it." "So long as everything's cool between us and you don't hate me," continued Stacy. "Shit happens. I could never hate you," answered Josh and he kissed her on the cheek. Josh walked away thinking he deserved an Academy Award for his performance. Shortly after Josh's dad returned from his trip Stacy received a call from an old college friend named Rochelle. Stacy and "Shelly," as her friends call her, had been roommates for just over two years. Shelly moved out of town and had been unable to make it to Stacy's wedding so she had yet to meet her ex-roommate's hubby. She told Stacy she was coming to town and wanted to get together to meet the "happy couple." Stacy insisted that Shelly stay at their house to save any lodging expenses while she was in town. Shelly accepted the offer and plans were made for Stacy to pick her up from the airport upon her arrival the following weekend. In the interim Stacy's husband was advised at the last minute that he had to go out of town again. He would miss Shelly's arrival but if she stayed an extra day or two he would be back and the three of them could get together. All was set and he set off on his business trip the day before Shelly arrived. Stacy picked Shelly up at the airport and she looked exactly like she had the last time the two had seen each other. She's a couple years older and a little taller than Stacy, with shoulder-length brown hair that frames her lovely face. To go along with her beautiful face Shelly has large breasts and a hot little body that she likes to show off by wearing tight, skimpy clothing. Shelly was always a little forward, brassy if you will, and she dressed that way too. Shelly's breasts were practically spilling out of her top when she bounded over to give Stacy a hug. On the way home from the airport the two of them caught up on what was going on in their lives and reminisced a little about their past adventures. When the two of them got home Josh lugged Shelly's bags into the guestroom. As Josh was carrying the bags Shelly commented, "My God Stacy, you didn't tell me your husband was so young. You're robbing the cradle." Shelly swatted Josh's butt as he walked and he blushed. Stacy elbowed Shelly, saying, "You quit that, and be quiet. This is Josh, I told you about him on the way home." After Josh delivered the bags to the guestroom he reached out to shake Shelly's hand and she swatted it away, "Put that thing away," she said and gave Josh a big hug. He could feel her large breasts pressing against his chest as she kissed him on the cheek. "Behave!" cried Stacy, "that's my stepson for crying out loud. I should have warned you about Shelly, Josh. She's very, how should I say, outgoing." "It's cool Stacy. Let me know if you need anything while you're here Shelly." "I sure will, stud," she responded, swatting Josh on his butt again. After Josh went on his way Stacy again scolded Shelly, reminding her that Josh is only eighteen. "So, he's legal isn't he?" she responded. "Behave yourself!" "You know I'm only kidding around, lighten up Stacy. Man, you sure have lost your sense of humor. You probably won't even want to go out partying with me tonight." "I never said that. I just want you to lay off Josh, that's all," said Stacy. "Why, are you jealous, " chided Shelly. "Shut up! He's my stepson." The day wound down and the two girls went barhopping that evening. They drank and danced and relived old times. Stacy and Shelly then went to a quieter place to wind down and continue their catching up before heading home. You could have knocked Stacy over with a feather when, after a moment of silence, Shelly asked her, "So how long have you been fucking Josh?" "What the hell are you talking about?" asked Stacy in amazement. "Oh come on. I saw the way you two looked at each other when you didn't think I was watching. I know you better than you know yourself." Stacy felt cornered and, considering what a close friend Shelly is to her, she confided her secret. Stacy told Shelly how everything came about between the two of them but left out the incident with Ben. Shelly didn't need to know that. Shelly got a big kick out of all of it, saying, "I knew it! That is so great. You get two men for the price of one in this marriage!" They laughed and exchanged interesting stories then headed home. When Shelly and Stacy arrived home they found Josh in the garage tinkering under the hood of his car. As the girls passed by Josh Shelly blurted out, "Hey Josh, I hear you're pretty handy around the house, and not just with cars." Josh was so startled he bumped his head on the hood of his car. "Don't worry Josh, I won't tell anyone," continued Shelly. Josh stood up and gave Stacy a questioning look, wondering why she would have told her friend about them. "She figured it out," said Stacy. "Don't worry. She can keep a secret." The girls went inside and fixed a blender-full of margaritas as Josh finished up on his car. He went inside and took a shower while Shelly and Stacy lounged in the living room and chatted. When Josh got out of the shower he threw on some shorts and a t-shirt. The girls told Josh to grab a drink and join them in the living room and the three of them made small talk for a bit. The fact that Shelly knew their secret was weighing on his mind and he wanted to make sure Shelly wouldn't say a word about it to anyone. "Look Josh," she said, "Stacy and I don't keep secrets from each other but we can keep a secret. We were roommates for some time and we have quite a bond." Shelly gulped down the rest of her margarita and continued. "You know I think I rubbed off on Stacy while we lived together. Your stepmom used to be pretty wild. Did she ever tell you about Valentine's Day?" "Rochelle! Don't you dare!" yelled Stacy. "Hey Stacy, I know one of his secrets so it's only fair that I tell one of mine." Josh asked, "What happened on Valentine's Day?" "Don't encourage her Josh," warned Stacy, "Shelly, that's not just your secret." "Relax, Stacy, he's family," shot back Shelly as Stacy left the room to get another drink. "Be a dear and get us all refills won't you sweetie," Shelly cooed. Stacy grabbed Shelly's glass from her, got Josh's empty, and stormed off to the kitchen. Even though Stacy couldn't hear over the noise of the blender, she knew exactly what Shelly was telling Josh. One year while they were roommates Valentine's Day was approaching and neither one of them had a steady boyfriend. They agreed that if neither one had a date for Valentine's Day they would go out together and party by themselves. It was a "Fuck Valentine's Day" celebration and they agreed not to hook up with any guy they may happen to meet while out partying. When Valentine's Day rolled around neither one of them had any date offers from guys they were interested in so they got dressed up and set out to a bar near their apartment alone. The bar was not far from their place and, since they planned on getting hammered, they walked. Shelly and Stacy proceeded to get drunk and have a great time. By "great time" I mean they danced together, at times grinding on each other very seductively, and basically acting like freaks. Their actions drew hoots and applause from other patrons of the bar and the girls soaked it all up in their intoxicated state. All the attention only made them get wilder. They did body shots off each other and sloshed around the bar making a scene of themselves. They stopped just short of flashing everyone and turning the evening into a scene from a "Girls Gone Wild" video. When "last call" came around Stacy and Shelly decided they had had enough and staggered home. Once inside their apartment the girls kicked off their shoes and Shelly got kind of a sad look on her face. Stacy asked her what was wrong and she said the realization had hit her that there was no guy to give her a goodnight kiss at the end of her Valentine's Day evening out. Stacy looked at Shelly and slurred, "Guys, we don't need no stinking guys!" Stacy pulled Shelly to her and gave her a big, comedic, closed-mouth kiss. Stacy had been kind of giggling when she started the kiss but it quickly became serious. As her lips backed away from Shelly's the two of them gazed into each other's eyes. Neither one had said anything to the other while the evening was in full swing but the dirty dancing, body shots, and all the alcohol had really turned them on to each other. Neither one had ever been with another woman and they just chalked their emotions up to being drunk but now they both realized it was something much more. Shelly slowly moved her face towards Stacy's and softly, tenderly kissed her lips. After a couple soft pecks their lips parted, each inviting the other's tongue into their mouth. Shelly and Stacy's tongues mingled as they shared a long soul kiss. It was truly the most sensual moment either of them had ever experienced. Shelly's mouth broke away from Stacy's and she kissed her way to Stacy's ear. "I've wanted to do that all night," she hoarsely whispered into Stacy's ear. Shelly's hot breath on her ear sent chills down Stacy's body. Shelly took Stacy's earlobe into her mouth and sucked it as their hands began to roam over each other's bodies. Shelly cupped Stacy's firm breasts as she kissed Stacy's neck. Stacy closed her eyes as she enjoyed the soft wet kisses on her neck and ran her hands over Shelly's ass. Stacy pulled Shelly's miniskirt up and slipped her hands inside the back of the waistband of Shelly's silky panties. Stacy massaged Shelly's ass as Shelly pushed the shoulders of her little black dress down, exposing Stacy's black bra. Neither girl gave what they were doing a second thought. Although both had been exclusively heterosexual throughout their lives there was no, "Hey, we shouldn't be doing this," no, "This isn't right." There was only the pure lust they felt for each other at that moment. What transpired earlier at the bar had washed away their inhibitions and opened the door to a wonderful new experience and they were enjoying every moment. They were lost in their tender touches, the taste of each other's lips, and electricity generated by their taboo acts. Shelly ran her hands over Stacy's lacy black bra and undid the clasp, letting the garment fall to the floor. She slid her slender fingers over Stacy's stiff nipples as Stacy moaned and kneaded Shelly's ass inside her panties. She had always told Stacy how turned on she gets when guys would run their hands over her ass. During the time they had been roommates they had spoken about their likes and dislikes sexually and both were going to put that information to good use. Shelly bent down and flicked one of Stacy's nipples with her tongue. After teasing her repeatedly, barely grazing both of Stacy's hard nubs with the tip of her tongue, she took them into her mouth and began sucking hungrily on Stacy's nipples. As Shelly sucked on Stacy's tits, Stacy removed her hands from the back of Shelly's panties and slid a one inside the front. She slowly moved her fingers down, through the hair of Shelly's neatly trimmed bush, down to her wet slit. Stacy was extremely turned on by the smooth, wet feel of Shelly's slit. She ran her fingers between Shelly's lips a few times then focused her attention on Stacy's hard clit. As Stacy rapidly moved her fingers over Shelly's clit Shelly stopped sucking on her nipples. She couldn't concentrate on what she was doing because she was enjoying what Stacy was doing too much. As Stacy worked Shelly's clit with one hand she slid her other hand inside Shelly's blouse. Shelly yanked her top open, popping a few buttons off, and slipped her bra straps down over her shoulders to give Stacy better access to her large breasts. Stacy took turns sucking on each of Shelly's breasts as she furiously worked her clit. Shelly came, crying out, "Oh God Stacy! Yes! Yes! Ooooooh Gaaaawwwwd..." As Shelly's orgasm subsided she pulled Stacy's face to hers and kissed her deeply. She hungrily sucked on Stacy's tongue then broke her embrace and dropped to her knees. Shelly pushed up Stacy's little black dress and yanked her panties down in one swift motion. She nudged Stacy's legs apart and buried her face in Stacy's wet pussy like a woman possessed. Shelly hungrily lapped at Stacy's pussy and sucked her stiff clit as Stacy gasped, trying to catch her breath. Shelly's face was covered with Stacy's juices as she devoured her pussy. Stacy put her hands on the back of Shelly's head and ground Shelly's face into her mound as she cried out in ecstasy, "Oh yeah! Oh! Make me cum! I'm cummingggggg!" Stacy shook with a powerful orgasm as Shelly ate her out. When Shelly finished her off completely the two of them embraced. Stacy could taste her own juices as she kissed her roommate deeply. Stacy took Shelly by the hand and led her to her bedroom where they stripped off their remaining clothes and made love to each other all night long, finally falling asleep in each other's arms as the sun was coming up. When Shelly finished her "Reader's Digest version" of the Valentine's Day story Josh had a raging hard-on, which he tried to hide behind his glass. "Now you know a secret of mine, so we're even," said Shelly as she downed her drink. Stacy and Shelly were both very buzzed and had had enough. They were ready for bed and both kissed Josh on the cheek as they left the room. Josh went to his bedroom and jerked off as he replayed Shelly's story in his head. He imagined what Shelly's body must look like nude. He thought she looked hot in the little outfits he'd seen her in and figured it only got better when she wasn't in them. While Josh was stroking his throbbing cock he heard Stacy and Shelly giggling in the master bedroom down the hall. He wondered if they were reenacting the story that he'd just heard. Had they gotten as turned on as he had? He wondered to himself while he yanked on his tool. Josh soon emptied his cock onto his stomach, cleaned himself up with a nearby t-shirt, and rolled over to go to sleep. If not for the alcohol he may not have gotten to sleep any time soon with all the thoughts swimming around in his head. Josh woke up late the next morning and decided to lay out by the pool for a while and work on his fading tan. It was a glorious day with few clouds in the sky and a temperature in the mid-eighties. Josh threw on the new American flag print trunks he picked up for Independence day, grabbed his boom box and the remaining beer from the night Ben had come over, and headed out to the pool. After setting his stuff down he jumped in the pool and enjoyed the cool water for a bit. Josh soon got out of the water, threw on his shades, and planted himself on a lounge chair with a beer in his hand. He was ready to get down to some serious sunning. About an hour later Stacy and Shelly came shuffling outside in short terry cloth robes with towels and drinks in hand. "Morning Josh," greeted Stacy, "I see you've got the 'hair of the dog thing' going too," she joked when she saw the beer. "I think we drank a bit too much last night," added Shelly as she peered out at the bright world through her dark shades. "I hope we didn't make fools of ourselves last night." "No," replied Josh, "not at all. I really enjoyed your bedtime story." They all laughed, recalling that the alcohol Shelly had consumed the previous evening loosened her lips up even more than they normally were. Stacy and Shelly moved a couple lounge chairs over next to Josh's and set their stuff down. As Shelly dropped her robe, revealing her tight and tanned body, Josh's jaw practically dropped. She was wearing a silver bikini that covered slightly more than the white one Stacy was wearing(the same one from the other night). A cool breeze blew in, making Shelly's nipples stiffen beneath the shiny fabric of her bikini top. Josh stared at Shelly's large breasts from behind his dark sunglasses hoping she couldn't tell he was watching her. He watched Shelly's boobs sway as she bent down to laid her towel out over her lounge chair. The silver bikini made Josh think Shelly looked like a Raiderette. She certainly had the body to be an Oakland Raiders cheerleader. Josh suddenly became painfully aware that he was sporting a growing erection inside his trunks. He quickly rolled over onto his stomach to avoid having the girls see it. Josh turned his head towards Shelly and Stacy's chairs and rested it on his hands. He continued watching the girls settle in from behind his shades as his erection snaked its way to its full length underneath him. "Here," Stacy said to Shelly as she handed her the bottle of tanning oil she had in the pocket of her robe. Shelly squirted some oil out into her hand and rubbed it onto one arm, then did the same to her other arm. The smell of coconut filled the air as Shelly asked Stacy to rub some oil onto her back. Shelly swung her legs to the side of her chair, facing towards Josh, and scooted to the edge to allow Stacy room behind her. Stacy squirted some oil onto Shelly's back and she jumped. "Hey, that's cold," cried Shelly. "Quit your crying you big baby, it'll warm up when I rub it in." Stacy smeared oil over Shelly's back, being careful not to get any on her bikini. Then she said, "Shelly, I don't want to get any of this messy oil on your new suit. You know, I usually don't wear one when I lay out. You want to work on your all-over tan?" Josh's boner twitched when he heard Stacy's suggestion. "Yes, please say yes," Josh pleaded inside his head. If Shelly took her top off her bare breasts would only be a few feet away from his face. He had the perfect vantage point to get a great look at Shelly's tits. "What the hell," replied Shelly, "we're all friends here." With that Stacy undid the clasp at the back of Shelly's top and Shelly shrugged it off over her shoulders. There they were. Shelly's bare boobs right in front of Josh in all their glory. Shelly obviously wore a similar suit when she tanned because her tan lines matched the silver suit pretty well. Josh gazed at the large white orbs that were topped off by perfectly round pink areolas and nipples and surrounded by nicely tanned skin. "Wow," was the only word he could think of. Stacy quickly finished doing Shelly's back and poured more oil out onto her palm. She rubbed the oil between her hands and said, "I'd better put some oil on these, seeing as how they haven't been out in the sun," as she reached around to the front of Shelly's body. Stacy's slick hands slid over Shelly's tits, smearing oil over them. The white skin of Shelly's mounds glistened in the sunlight. Josh watched as Stacy smeared oil over Shelly's stomach, but she focused more on her tits than anything else. "You always did like my tits," chided Shelly as Stacy tweaked the nipples and cupped her breasts from underneath, almost seeming to offer them up to Josh. After thoroughly coating Shelly's upper torso with oil Stacy said, "Now you do me." They switched positions and now it was Stacy who sat facing Josh. Stacy purred, "Mmmm that feels good," as Shelly repeated what she had done to her. Josh's boner was throbbing, straining against the lounge chair. But as hot as the action that he was witnessing was, he thought something was kind of fishy about it all. The way they both sat facing him when they were having oil applied to their upper bodies, the banter back and forth that sounded like the bad dialog from a porno movie. Josh suspected something was afoot but he kept quiet. He figured at the least he was getting to see some hot lesbo action, at the most he would be cock-deep in pussy before long. Josh's Stepmom Ch. 03 When Shelly finished putting oil on Stacy's upper body she noticed that Josh didn't have any oil on his body. "Hey Josh," she asked, "do you want us to put oil on your back?" "Sure," he replied. The girls moved to Josh's lounge chair with Shelly straddling his rear and Stacy sitting down at Josh's feet. Shelly squirted the cool oil out over Josh's back and handed the bottle to Stacy. Stacy ran a stream of oil up one leg and down the other. The two proceeded to slowly work the oil over Josh's strong young body. It appeared to be more of a massage to Josh than just the applying of suntan oil. On a couple of passes up Josh's back, when she went all the way up his arms, Shelly's breasts grazed against Josh's back. It sent chills up his spine and made his rock-hard cock twitch even more. As Shelly worked on Josh's back Stacy smeared the oil over Josh's legs. When Josh's back was thoroughly covered Shelly told Josh to roll over and they would do his front. "This is it," Josh thought to himself. There would be no hiding his erection when he rolled over. Shelly moved to the side of the lounge chair and Josh rolled onto his back. "God bless America," blurted out Shelly when she saw Josh's erection straining against his trunks, "look who's standing at attention." The girls began to work on Josh's front side as they had his back. Shelly sat at the edge of the lounge chair and smeared oil over Josh's smooth chest as Stacy did his legs. Again they took their time. Josh watched Shelly's tits bounce and sway as she ran her hands over his skin. She would move over his chest, down to his stomach, and then barely slip her fingers under the waistband of his trunks. As she did this Stacy was running her hands up and down his legs. She would move her hands inside the legs of Josh's baggy trunks, up almost to the tops of his thighs, then withdraw and go back down his legs. All this teasing was driving Josh crazy. It appeared that it was having the same effect on Shelly as she looked at Stacy with pleading eyes. Her eyes went from Stacy's down to Josh's crotch, then back. "May I," she said, asking for permission. "Go ahead. We share everything, remember," replied Stacy. Shelly slid her hand inside Josh's trunks and wrapped her slick fingers around his engorged dick. "Finally," Josh thought to himself as she stroked his shaft. Shelly smeared the pre-cum that leaked out of Josh's cock over the head and slightly squeezed it. As Shelly worked on Josh's rod Stacy reached inside his pant leg and massaged his balls. Josh reached up and began fondling Shelly's large breasts as she continued tugging on his cock. He leaned forward and began sucking on her stiff nipple but she pushed him down onto his back and said, "That feels great Josh but I have other plans." Shelly pushed the front of Josh's trunks down, exposing his hard cock, and bent down to take it into her mouth. Josh lifted his hips and pushed his trunks down as Shelly twirled her tongue around the mushroom-shaped head of his cock. She enveloped his cock with her mouth as Stacy pulled Josh's trunks down and off. Stacy then moved up to the side of the lounge chair opposite Shelly. They began taking turns sucking on Josh's hot young cock. He slid his hands down the front of their bikini bottoms and snaked his fingers down to their wet pussies. Josh rubbed their hard clits as they continued sucking his cock. Shelly pulled her mouth away from Josh's cock and said, "I've gotta feel this thing inside me," as she stood up and pushed her silver bikini bottom down. Josh stared at Shelly's neatly trimmed "V" of pubic hair as she straddled his hips. She lowered herself and eased down onto his cock, slowly going all the way down. Josh grabbed Shelly's hips as she ground down onto his rod. Stacy moved up and straddled Josh's face, facing Shelly, and lowered her pussy to Josh's mouth. Josh lapped at Stacy's slit as she leaned forward and kissed Shelly. They groped each other's breasts as their tongues entwined in their mouths. Shelly moaned as she moved up and down on Josh's throbbing dick, enjoying every inch this young stud was filling her pussy with. Stacy bent down and sucked on Shelly's nipples as she continued to wriggle on Josh's tongue. After a short time Stacy told Shelly to, "Quit hogging that thing," and the two of them switched places. Stacy slid down onto Josh's pole and Shelly squatted on his face. The two girls continued to kiss and fondle each other's breasts as they rode Josh's face and cock. Josh concentrated on Shelly's pussy and ran his hard tongue up and down her spread slit. He would flick her hard clit with his tongue on each pass, then run his tongue back between her lips. He reached his hands up around the front of Shelly's legs and grabbed her ass. He spread her cheeks and, on the next pass over her pussy with his tongue, he kept going. Josh began tonguing Shelly's ass and she couldn't concentrate on what she was doing to Stacy any longer. Shelly panted, "Oh God...yessss....he's licking my ass Stacy....oooooh yeah." Stacy reached down and began to rub Shelly's clit as she bounced up and down on Josh's cock. Shelly got hotter and hotter as Josh and Stacy worked on her. "Oh yeah....that feels soooo good....ohhhh...." Shelly moaned. "I want you to fuck me down there Josh," she panted as she moved off of Josh's mouth. Shelly moved over to the lounge chair next to Josh's and got down on her knees at the foot of it. Josh grabbed the oil and moved behind Shelly as Stacy laid down on her back on the lounge chair in front of Shelly. Josh squirted oil out at the top of Shelly's ass, letting it run down her crack. Shelly dove between Stacy's spread legs as she lay before her and ate her pussy as Josh ran his shaft between Shelly's cheeks. He sandwiched his dick between his body and Shelly's and slid his rod up and down between her ass cheeks. When Shelly's ass and Josh's cock were good and covered with the oil he grabbed his tool and aimed the head at Shelly's hole. Josh moved slowly, being careful not to hurt Shelly. He pushed the head of his cock against Shelly's puckered hole and watched as the head slowly slid inside as she let out a low, guttural moan. Josh eased in and out of Shelly's tight ass and picked up a little speed as her sphincter relaxed a little. It was the first time Josh had experienced anal sex and it was a strange and wonderful sensation. Shelly's asshole was tighter then any pussy he had ever felt. Her sphincter squeezed his rod as he plunged it into her warm anal passage. Shelly reached back and furiously rubbed her clit as Josh pumped in and out of her ass. She couldn't focus on eating Stacy's pussy any longer as she was being pushed to the brink of orgasm. Shelly began to shake as Josh stuffed his dick up her ass. She shuddered and cried out, "Oh yeah Josh...fuck my assssss..." as she frigged her clit and came. Stacy played with herself as she watched Josh fuck her best friend's ass. She recognized the look on his face. It told her he was about to cum. This made her hotter and she rubbed her clit faster as she felt her own orgasm build. Josh cried out, "I'm gonna cummmmm....," as he plunged deep inside Shelly's ass one last time and shot his load inside her. This pushed Stacy over the edge and she raised her hips up as she got herself off with her fingers. After Shelly's sphincter had milked ever drop of cum from Josh's dick he pulled out and the two of them collapsed down onto Stacy on the lounge chair. The three of them spent the rest of the day and evening sunning, drinking, and fucking.