7 comments/ 192386 views/ 22 favorites A Friendly Game of Strip Poker By: mghbc "Are you sure you want to do this?" Leila asked everyone around the bed. "I doubt Mark does" Maria laughed. "He loses at this almost every time." Everyone seemed to breath a sigh of relief, knowing someone else was probably worse at cards than they were. "Yeah, you just wait and see" Mark proclaimed confidently. "Now that there's more on the line, my skills will be put to the test and they will rise to the occasion!" He didn't mean it as a joke, but everyone seemed to take it that way. Realizing what he had implied, a sheepish grin escaped his lips. "Just deal the cards" he said, trying to divert attention. "Need me to shuffle?" he asked. It seemed weird. They were all friends. Three of them had worked together for over a year. But this was a true test of friendship. But it's amazing what a few coolers and beers do for the confidence. So there they were, all four of them sitting around a big queen-size bed, hoping Mark's card-playing skills lived up to their reputation. "No backing out now" Maria exclaimed with a bit of a shiver. Mark knew she was nervous. This was her first time. Hell, it was his first time too. Leila and Carl? Probably virgins as well. But as she said, no backing out now. It's off to the races ..... Maria sat in suspense as Mark dealt out a hand of five to everyone. "Damn" she thought, "I hope this isn't an indication of what's to come." She had picked up nothing that was useable. She had no pairs, no cards that could be linked into a straight, not even a high card. But she wasn't about to back out now. Maybe she could bluff her way through this one. Leila laughed nervously as they all held their cards. "What now?" she asked. It was obvious none of them had ever done this before. "Everyone's got to ante up. What are we playing for?" Carl asked. Maria locked eyes with Mark, and he could tell she was feeling a bit antsy. He smiled reassuringly, even as the butterflies floated in his stomach. "Why don't we start with the left sock?" Everyone seemed to like this idea, and the game began... As much as she wanted to bluff her way through this hand, Maria was feeling way too shy to bet much on this first round. Looking around the group, she could tell they all seemed to be feeling the same way. Before they'd started, each player had written down all articles of clothing on scraps of paper. This was what they'd use to bet. Whoever won the hand got to collect the scraps, thereby keeping their clothes and getting everyone else's. They all threw in their sock paper, and the game began. Carl started off the betting boldly, offering his shirt. "Hey, are you that excited to start undressing?" Leila laughed, poking him in the side. This seemed to dispel some of the tension, and Leila threw in her other sock. "That's more my speed," said Maria as she also threw in a sock. Mark was last with the betting and although part of him wanted to play it cautious, he also didn't want Carl to be the only one throwing caution to the wind. He needed Maria to know she could count on her man to be strong and confident, so he also threw in his shirt. It was time to draw cards. Maria took three, and noticed that Carl and Leila only took 1 card. "Hmm," she wondered. "That could mean they are trying for something big like a straight or a flush, and won't get it. Perhaps there's still hope for me after all." When her cards came back giving her a pair of sixes, she started to feel slightly more hopeful. Carl started the betting again, but this time he had a somewhat pained expression on his face. He too threw in his other sock. Obviously he hadn't gotten what he wanted. Leila was still playing it safe and offered her watch. Maria was torn. She looked across and met Mark's eyes. He lifted his eyebrows and she knew he was encouraging her to enjoy the game. Suddenly she smiled brightly and thought 'what the hell.' She threw in her shirt. "Got to keep up with the guys," she said. It was time to show their cards. Carl had been going for a straight and had nothing, Leila had a pair of eights, Maria her pair of sixes, and Mark had three kings. Mark grinned. "So I'm going to lose every hand, huh? Looks like you guys are losing your clothes," he laughed as he scooped up the scraps of paper. Leila removed both her socks and her watch and placed them neatly beside her. She seemed terribly nervous. Carl took off his socks and slowly peeled his shirt off. Maria couldn't help but look, as he was obviously in good shape from his work at a sheet metal shop. She broke her gaze when she was aware of Leila watching her. She looked over at Mark and he smiled at her. He knew that she thought Carl was pretty good looking, and he was pleased to have been the one to win her the sight of Carl without a shirt on. Maria had already taken off her socks, and now just had to lose her shirt. She was wearing her white western blouse, and she was glad she'd put the little sheer pink camisole on underneath. She slowly undid the snaps, noticing that Carl was trying to look nonchalant while darting glances in her direction. She and Mark smiled at each other as she shrugged off the blouse. She was nervous, and felt incredibly exposed, and yet as long as Mark was there she knew everything was ok. Mark was happy with how the game had started off. He was feeling pretty turned on from seeing Carl eye his girlfriend. And he didn't think that it was his imagination that Leila had looked also. He could see her curiosity. He just wished that Leila had offered a bit more than just her socks and her watch. How disappointing. But there was always the next hand... So there they were, Carl sock and shirtless, Leila without her socks or her watch, Maria in a very sheer pink camisole and no socks, and Mark, still fully clothed. Considering that none of them had experience playing strip poker, the night was going quite smoothly. "Anyone want some more wine?" Maria asked, getting up from her place on the bed. Everyone nodded, so she grabbed a new bottle of blueberry wine from the fridge. Looking at their meagre supply of booze, she realized that they'd drunk quite a bit tonight. She and Mark had started off the evening with some beer and coolers, which were all gone, and three bottles of wine. She was opening the second bottle now. Funny though, she didn't feel that drunk. She just had that loose sensation, as if she could do anything and there would be no consequences. Probably a good night to stay in.....and play some cards... Leila jumped up when she saw that Maria couldn't carry all the full glasses. She took two, and the two friends brought them back to the bed and handed a glass to their respective boyfriends. Maria smiled to herself when she saw that Carl had already dealt the next hand. Obviously he was enjoying himself. Her eyes moved instinctively to his crotch, wondering if he was having a physical reaction to all of this. She was confident that Mark was, she knew that seeing her undress in front of another man, and most of all, being tantalized by the thought of seeing Leila's body, would be driving him crazy. But Carl she wasn't so sure about...he was pretty quiet, and she couldn't get a good read on his thoughts. She looked over at Mark and saw him watching her, a smile playing around his lips. He raised his eyebrows slightly, and she blushed, having been caught. But what the hell, she was feeling daring tonight. She took a sip of her wine, threw her shoulders back (thereby thrusting her breasts forward), and said, "Has everyone anted up?" They all threw in their pieces of paper. She couldn't see what the others had bet, but she threw in her watch. She was feeling brave, but better to see what kind of a hand she got this time before betting her pants. She wasn't going to give everyone a show THAT easily. They all groaned when Leila bet her glasses. "Come on babe," said Carl, "get into it." He rubbed her back lightly, in encouragement, but she shrugged him off and laughed nervously. "Hey, I'm allowed to bet whatever I want," she said defensively. "You're totally right Leila," said Maria, jumping to her friend's aid. "Just bet whatever you feel comfortable with." Leila smiled back at her with thankfulness. Maria knew that by the time Leila had played another round, and finished that glass of wine, she'd probably be feeling a little more daring. Carl was really getting into the spirit of things, and bet his jeans. Maria had a brief vision of him down to just his tight, white boxers. At least that's what she'd always imagined him wearing... Mark bet his shirt, and they all picked up their cards. Maria was relieved to see she had a pair of tens already, so she felt quite confident that she had a chance to win this one. Leila started the betting, putting in her shirt. Maria knew she was feeling a bit uncomfortable about it, but she had no choice. It was either that or bet her jeans, and she didn't seem ready to show her panties quite yet. Maria smiled broadly and bet her jeans. "I know how much you all want to see my panties," she laughed. Leila laughed too, but the boys were oddly quiet. She figured Carl didn't want to let on quite how much he wanted to see them, and Mark how much he wanted the others to see them. Mark put in his left sock, and Carl bet his watch. They all took their cards, and readjusted their hands. Maria had drawn another ten, so she felt like she had this one wrapped up. "Since we're getting down to having not much left to bet," she said as she looked pointedly at Carl, "why don't we skip betting on this round and just show our cards?" Everyone agreed. Leila put down a pair of kings, looking semi-confident. Maria laid down her three tens, and she saw Leila's face fall as she realized she'd lost and would have to give up her shirt. She would have bet anything the guys figured this one out right away too. Mark had the workings of a straight, but was missing a card, and Carl had a pair of jacks. "Looks like I win," Maria laughed. "Come on everyone, give up the goods!" Mark unbuttoned his shirt and put it neatly beside him. He added a sock and sat back, ready to enjoy the show. Carl stood up and unbuttoned his jeans. He slid them down over his hips, revealing....yes, she'd been right -- he did wear the tight boxers. But they weren't white, instead they were a dark navy, and although she could see the shadow of a shape at his crotch, the dark colour made it difficult to see too much. She shivered slightly, and looked at Mark. He was watching her, a gleam in his eye. She could tell immediately that he was ok with how things were going. She smiled at him. She was happy that they both seemed to be enjoying this. "Your turn Leila," said Carl. Leila slowly took her glasses off and put them on her pile of clothes. She looked down at the tight turquoise shirt she was wearing and sighed. She shrugged one arm out, then the other, and lifted the shirt over her head. Maria watched Mark and saw him staring at Leila's newly exposed chest. She knew he'd wanted to see this for a long time...Leila had tantalized him by always wearing tight shirts and readjusting her bra under them. It was such an innocent but incredibly erotic thing. Maria turned her gaze back to Leila, and could see why Mark was riveted to her. She had on a white bra, it wasn't overly sexy, in fact it was quite thick and there was no chance of seeing any nipples through it. But it pushed her breasts up and together, and made her look much larger than the 34C she claimed to be. No wonder she buys a D cup, Maria thought. Her cleavage was virtually spilling over the top of her bra. A cool breeze floated in from the open sliding door, and Maria felt her nipples harden. She looked down and compared herself to Leila. No, she wasn't as big as Leila was, but then again, in the camisole she didn't look so small either. And her nipples seemed to be showing quite clearly through the thin fabric, particularly now. She looked up and saw Carl watching her, not his girlfriend. Feeling incredibly daring, and a little turned on, she let her gaze drift from his eyes down over his chest, and finally let it rest on his crotch. She held it there for a moment then met his eyes again. Carl looked a little embarrassed, but she saw him clench his jaw slightly. Maria laughed. "Well, who's ready to shed some more clothes? I know I am!" Yes, she was more than a little drunk. But it seemed to put everyone else at ease. Mark lifted his eyes from Leila's chest, and Carl seemed a bit more relaxed. Maria felt like Carl probably wasn't as ready for all this as Mark was. She and Mark had talked about doing something like this for a long time...they had already known how the other would feel about everything, and they knew just how far it all could go. They were as prepared as anyone could be. But she got the sense that this was totally new for Leila and Carl. She didn't figure their sex life was quite as adventurous as hers and Mark's. But that seemed to make it all the more exciting. She got the distinct impression that she and Mark were in control of this one...and the power made her feel all the more reckless... "I guess it is my turn to deal," said Leila as she picked up the cards off the floor. "Are you all sure you want to keep going?" She looked about ready to fold, and yet Maria noticed a sense of persistence in her too, like she was determined to let the others be braver than her. She shuffled the cards absently. Maria smiled as she looked at Mark and Carl. "I'm certainly not ready to quit," she said. "Mark hasn't lost anything but his socks, and he's not going to get away with that. I always kick his ass." Besides, she thought, she was damn ready to see what Carl was hiding inside those navy boxers he wore so well. She caught Mark's eye and knew she was busted, he could always read her mind. She smiled blandly at him and he rolled his eyes. "Kick my ass huh?" replied Mark. "I don't think so hon. Not this time. I'm sure as hell not ready to quit yet. Go on Leila, deal out those cards." "You've got to ante up before you deal," said Maria. "You're turn to bet first Carl," she said with a big smile. "Gee, I wonder what you'll put in." She looked pointedly at his underwear. Leila seemed nervous about her boyfriend's lack of clothes, and Carl didn't seem too pleased either. Maria glanced at Mark and saw him grin as Carl threw in his underwear scrap of paper. It was the last one he had in front of him. He scowled a bit, but didn't say anything. Mark tossed in his shirt, and Maria put in her jeans. She felt about ready to lose them, and was almost willing to throw the hand so that she could watch the other three watch her take them off. Almost. Finally it was Leila's turn. "Ok Leila, throw in your bet!" Maria tried to encourage her friend, knowing she was nervous. She was walking a fine line, wanting to be there to comfort her friend, but also knowing that Mark was desperate to see more. She felt a little traitorous, but hell, no one had put a gun to Leila's head, after all. And Maria was sure that if things headed the way she thought they might, Leila would get a lot of enjoyment by the end of tonight... "Well...I guess I'll put in my jeans too." Leila placed her scrap in the middle on top of the others, and then quickly dealt each of them five cards. Maria picked hers up and immediately felt relieved. A pair of eights, that was a good start, she might just pull this off again. Carl looked slightly unsure of how to proceed, considering he had just bet the only article of clothing he had left. "Let's just take our cards now and then bet," said Maria, to take some of the pressure off the moment. She sure as hell didn't want anyone backing out yet due to nerves. They all thought this was a good idea, and Leila dealt out new cards to those who wanted them. Maria took three new ones, and was pleased to see another eight turn up in her hand. Three eights! What were the chances of that? She was practically dancing in her seat. She was going to have them all out of their clothes before too long. Mark laughed and suggested that they do the same as the last hand, and show their cards immediately. Carl seemed oddly reluctant, but didn't say anything. "I don't know," Maria said, "I think it might be more fun to really lay it all on the line and bet again." "Well, you know I certainly don't have a problem with that," Mark grinned at her. He bet his jeans, and then Maria made a bit of a show of bending over on her hands and knees to put the little paper with 'camisole' written on it in the middle of the circle. Carl, sitting directly across from her, seemed to find it even more difficult to take his eyes off her chest. Just the way she wanted it. As she sat back, Leila shrugged and said "I guess I have no choice but to put my bra in." She seemed to try to take the attention off herself, and said "For your sake Carl, I sure hope you have a good hand." Maria had a feeling it wasn't just for Carl's sake that Leila said this. She knew her friend had to have noticed her ogling her boyfriend. She couldn't help it. But she was hoping they were all drunk enough to be ready to shed those inhibitions. She certainly was, and she figured that Mark was too, although he probably didn't need quite so much of the booze as the rest of them did. After putting her paper into the middle, Leila laid down her cards, and showed a pair of queens. Ha! thought Maria, I knew it. I've got her just where I want her - and where Mark wants her too. Maria gloatingly put down her three eights, and Mark revealed a partial flush. She looked up from the cards and noticed Carl's huge smile. Uh oh, she thought, this doesn't look good. Carl laid down a full house, aces and eights, the dead man's hand. Maria was disappointed only for a moment, as she realized with a thrill that this would take her right down to her panties. Now it was Carl's turn to smile, and Maria was surprised to find him meeting her eye as he grinned. Point taken, she thought. I guess I'm not holding all the cards tonight. Maria watched as Mark took off his shirt, revealing his broad chest. Even with Carl sitting almost naked next to him, she couldn't take her eyes off her boyfriend. She felt the familiar warmth flow over her as she looked at his naked skin, knowing exactly how it would feel under her fingertips. He stood up and pulled his jeans down, revealing his white boxers, the soft ones he knew she liked. He met her eye and they smiled fondly at each other. No matter where tonight led, they knew they were doing this together. Taking his lead, Maria also stood up and reached for the button on her jeans. The sound of the zipper seemed to echo in the suddenly quiet apartment as she slowly slid it down. She peeled the jeans off her hips, and knew that everyone could see the shadow of her pubic hair through her sheer white panties. Sitting back down, she looped the camisole straps over her shoulders, and shrugged herself out of it. The evening air felt cool against her skin, and she shivered. But she made no motion to cover her breasts or her hard, pointed nipples. She knew without looking that Carl was watching her. He seemed to be rapidly becoming more comfortable, and turned from her to put his hand on Leila's leg. "It's your turn babe. Why don't you get out of those pants your in." Maria thought for sure that Leila would protest, but she seemed to finally have noticed Carl's change of attitude, and Maria got the impression that she was ready to make an impact. It's amazing what a little competition can do to a person, thought Maria. Leila stood and took her jeans off quickly. She had a pair of light green panties on, the ones that looked like boy panties. They were skin tight and Maria knew Mark was staring at the camel toe that was so clearly visible. Leila turned around as she bent to put her jeans down, and even Maria was pretty turned on by the sight of the minty fabric hugging her little bum. A Friendly Game of Strip Poker My wife and I made plans with another couple to go away for the weekend and spend a night upstate. Anne and Dave were among our closest friends; my wife Marisa goes way back with Anne. We booked two rooms at a bed and breakfast just outside of New Paltz, a small town with a state college and a hippie vibe, with head shops and boutiques selling tie-dyed t-shirts. We had a pleasant drive upstate and spent the afternoon tasting wines at a local vineyard, but when we got to the B&B, the host told us one of our rooms was unavailable, as the plumbing was undergoing repairs. He didn't have any other single rooms, but offered to give us one large room with two queen-size beds, if we wouldn't mind all staying together in the same room. We all looked around at each other, murmuring and nodding, and Dave piped up and said, "Sure, no problem." We tossed our bags into the room, which looked spacious and comfortable, and went out and had a nice dinner, sharing a couple of bottles of wine during the meal. When we got back to the room, everyone took their shoes off and flopped down on the big, comfy beds. Dave started poking around in one of the nightstands. "Look what I found," he said, holding up a deck of cards. Anne, who I think was the tipsiest, said, "Hey, maybe we should play strip poker!" To my surprise, Marisa casually said, "Okay, sure." I shrugged and said, "Why not?" Dave smiled sheepishly and started to open up the deck. I had talked about group sex fantasies with Marisa many times, but she never seemed inclined to have those kinds of thoughts herself. I knew from Marisa that Anne had had experiences with other women in the past and was sort of bi. I also remembered Marisa telling me that Dave had made a pass at her once years ago, before he married Anne (Marisa had turned him down), and that Anne had told her that Dave had a really big penis. Maybe that had something to do with her willingness to play? Everyone sat in cushioned chairs around a small table in front of the beds. As Dave began to deal the cards, I had a thought. "Hey guys," I suggested, "why don't we play like this: The loser of each hand loses an article of clothing, and the winner of the hand gets to remove that article of clothing, or to delegate that task to a person of their choosing." Everyone seemed to realize that this would be more titillating, upping the ante a little. "Good idea, Jon!" said Anne cheerily. -------------------------------------------------------- After a few hands, Dave and I were down to our underwear, and the girls were down to their bras and panties. Anne has a voluptuous, curvy body with a big butt and gigantic knockers that I was eager to see. She had on a heavy-duty brassiere that wasn't very sexy, but was definitely needed to support those babies. Her panties were also ample, and kind of plain. My wife Marisa is petite, with small perky tits and a nice round ass. She was wearing a lacy black bra you could see her nipples through, and a black thong that barely covered her patch of wispy pubic hair and left her sexy butt cheeks exposed. I was so busy checking out Anne's body that it took me a while to notice Dave checking out Marisa. Then I noticed Marisa was checking out the bulge in Dave's underwear! Dave won the next hand, while Anne had the losing hand. Dave looked at his wife, sitting in her bra and panties, her mammoth tits straining to be released, and said, "Marisa, why don't you take Anne's bra off?" Nice choice, I thought to myself, great minds think alike! Marisa couldn't have looked more pleased with Dave's suggestion. She knelt beside Anne, carefully reaching around behind her to unfasten her bra, then pulled the straps off Anne's shoulders and peeled the cups away to reveal the most fantastic set of jugs I've ever seen! They were huge, firm round globes, with big pencil-eraser nipples jutting out from dark pink aureolas. Apparently, Marisa couldn't resist the temptation; she placed her petite little hands on Anne's massive tits and started to massage and knead them. Anne looked surprised, but then seemed to get into it, placing her hands under her boobs and thrusting her chest out to give Marisa better access. Then to my amazement, Marisa leaned forward and started to lick and suck on one of Anne's nipples, while rolling the other nipple between her fingers. I thought my eyes would pop right out of my head! This went on for a few moments, and then Marisa tenderly gave each breast a parting kiss and sauntered back to her seat. Anne sighed and jokingly fanned herself with one hand. I noticed that a wet spot had appeared in the crotch of her panties. We played another hand; I won, and Anne lost again. I glanced at Dave and announced, "I think I'll keep this honor for myself." Dave chuckled amiably, signaling that he didn't mind. I walked over to Anne, who gave me a flirty little smile, and bending over, I started to carefully remove her panties. Anne wiggled around in her chair to make it easier for me to pull them past her butt, then I slid them down her legs and took them off. I saw she had a nice, neatly trimmed blonde bush. As I stood there holding Anne's panties, I realized that everyone was looking at me. I knew they were waiting to see if I would sniff them. I waited a few moments for effect, and then I buried my face in them like a pig rooting in the soil for truffles! Everyone cracked up. Even though I acted like I was joking around, I was excited by the dampness of the fabric against my face and I inhaled deeply, savoring the musky scent of Anne's pussy juice. ----------------------------------------------------------- Now the three of us were down to just our underwear while Anne sat there naked, looking very comfortable in that state. I dealt the cards, trying not to stare too often at Anne's tits. We played the hand, and I wound up with three jacks, while Marisa had a pair of nines and Dave had squat. Dave looked at me and shrugged, accepting his fate. "Let's see now," I said slowly, noticing that Marisa's eyes were fixed on Dave's bulging crotch, "I'm going to delegate the task of removing Dave's jockeys to... Marisa!" Anne giggled nervously, while Marisa glared at me defiantly, as if to say, "Are you daring me? You think I won't do it?!" Dave tried not to look too gleefully happy. Marisa walked over to where Dave was sitting and ordered, "Stand up so I can take your knickers off." Dave did as told, and Marisa sank to her knees, putting his mid-section in front of her. Without hesitation, she grabbed the waistband of his underwear and pulled them down to his ankles. Out flopped Dave's semi-erect cock; already, it looked huge! Marisa gazed at it, bobbing a few inches in front of her face. A tense, expectant silence filled the room, like we were all holding our breath in anticipation of what might happen next. Up until now, things had been fairly tame -- taking off each other's clothes, some friendly ogling; even Marisa's fondling and kissing of Anne's enormous tits could be thought of more as curiosity on the part of the small-breasted Marisa than a true sex act. Besides, a little physical contact between the girls really didn't breach the marital fidelity boundary in the way that the current situation threatened to. Marisa glanced over towards Anne with a "speak now or forever hold your peace" sort of look. Anne gave no sign of any objections. Marisa gave me a wicked little smile, and then turned back toward Dave's cock. Clearly enjoying being the center of attention, she opened her mouth wide, like a baby bird waiting to be fed. Then she stretched out her tongue and licked the underside of Dave's cockhead. His dick flinched involuntarily and grew bigger as it hardened up. Marisa took hold of it in her hand, engulfed it in her mouth, and began sucking enthusiastically on Dave's now fully-erect cock. I could hardly believe this was happening. A surge of adrenalin coursed through my body. "Damn," I thought to myself, "now it's a sex party!" I watched in fascination as Marisa did all the little tricks to Dave's cock that she's done to mine a thousand times. With her right hand, she gently stroked the underside of Dave's nut sac and jiggled his balls, while she jerked his cock with her left hand in tandem with her head bobbing up and down along his thick, veiny shaft. Now and then she forced her head all the way down until her lips were wrapped around the base of Dave's cock. His dick was longer than mine, and I could tell that Marisa was gagging slightly when she deep-throated him this way. Dave's eyes were squeezed shut in ecstasy. He placed his hands on top of Marisa's head, gently shoving it downward onto his cock and lightly stroking her hair as he moaned softly. I became aware of someone breathily heavily, and looking over at Anne I realized it was her. She was staring at the scene before her as though in a trance, and I noticed that she had one hand down between her legs, playing with her pussy. I then realized I was unconsciously rubbing my rock-hard dick through my underwear. I looked down and saw the tip of my erection poking above the elastic waistband, with a gleaming droplet of pre-cum perched on the slit of my pee hole. It didn't take long for Marisa's expert technique to bring Dave to the point of no return. Trying to stifle a groan, he thrust upward, held Marisa's head down and blasted his load into her mouth. I could tell by the way Marisa's throat muscles rippled that she was swallowing as fast as she could, but Dave must've shot one monster load, because some of the pearly white semen came trickling out of the corners of her mouth, dripping off her chin and onto her perky tits. As Dave sank back into his chair, Anne made a funny little squealing noise -- I think she had an orgasm. Then comically, she began to applaud! "Bravo, well done, Marisa!" she cried. Dave and I burst out laughing, and Marisa giggled as she wiped Dave's cum off her chin. Marisa gave Dave a cute little smile, and went back to her seat. Anne said, "Aren't you two going to finish the game? We have to see who wins." I said, "I think Dave already won." Everybody cracked up. But Marisa said, "Anne's right; come on, let's keep playing." I dealt and we played the hand. I guess I was on a hot streak; I ended up with a full house to Marisa's pair of Jacks. I looked at Marisa, who was already practically naked in her g-string. She smiled sweetly and said, "Well dear, it looks like you're the winner!" But rather than claiming the prize myself, I turned to Anne and said deliberately, "Anne, would you please remove Marisa's thong?" Anne smiled eagerly. Without any hesitation, she walked over to Marisa, but instead of pulling the thong off as Marisa sat in her chair, she took Marisa's hand and led her over to the bed, motioning for her to lie down on her back. This was just what I'd hoped for; things were about to get interesting! Marisa lifted her butt slightly off the bed as Anne pulled her thong down; the string caught for a moment in the crack of Marisa's ass, and then pulled free. After removing the thong, Anne pushed apart Marisa's thighs and crouched down, squatting on her knees with her butt up in the air and her face in Marisa's crotch. Anne paused to inhale the smell of Marisa's pussy, then buried her face in Marisa's soggy twat. She licked, sucked and nibbled on Marisa's clit and cunt lips, slurping and making "mmm-mmm, good" sounds. Marisa started moaning softly and slowly gyrated her hips, moving her vulva around against Anne's mouth and tongue. Dave and I sat in rapt attention on the edge of the other bed, fondling our peckers -- mine was rock hard and Dave's was showing signs of renewed life. I know how much Marisa likes it when I kiss her while she's using a vibrator on herself, and with that thought in mind, I got up and leaned over her. Her eyes were tightly shut as she focused on the pleasurable sensations between her legs. I bent over and started French kissing her; she responded eagerly and began to moan more loudly, the moans reverberating inside my mouth. I could taste Dave's cum in Marisa's mouth, and that put another thought into my head. I pulled off my underwear, climbed up on the bed and kneeled straddling Marisa's head. She opened her eyes and seeing my cock dangling in front of her mouth, she opened wide. I plunged my tool into her mouth and began to fuck her face. Marisa's moans again increased in intensity, vibrating my dick in her mouth. She reached down and grabbed hold of Anne's head, grinding her pussy furiously against Anne's face. Dave crouched behind Anne and started licking her asshole. That made Anne moan more loudly as she lapped at Marisa's cunt. I saw that Dave's erection was back in full bloom, and he stroked his cock as he lovingly rimmed Anne's butthole. Things were building to a wild crescendo. Marisa tensed as an orgasm shook her body; she almost bit down on my cock in her throes of ecstasy. As Marisa's orgasm faded, I withdrew my cock from her mouth. Anne lifted her head from Marisa's pussy, and Dave straightened up behind her. He aimed his massive pole at Anne's cunt and plunged it in to the hilt. Anne came immediately! She must have a quick trigger, I thought to myself, as Dave kept on thrusting into her twat. Watching the lusty expression on Anne's face as Dave fucked her doggy-style was an incredible turn-on. I motioned for Marisa to get up on her hands and knees facing toward Anne, and standing on the other side of the bed, I too plunged my rigid cock into her sopping wet pussy and started fucking her from behind. Marisa's face was just inches from Anne's face, which was still glazed with Marisa's cunt juice. Then Anne leaned forward a little and started kissing Marisa. I thought Marisa would pull away, but to my amazement, she passionately returned Anne's kiss, and the two of them eagerly probed each others' mouths with their tongues while Dave and I pounded away at their pussies. The room was filled with the smells of sex -- sweat, pussy, and semen. I looked over at Dave and we made eye contact. Instantly, I knew that he was dying to fuck Marisa. "Let's switch," I said softly. In an instant, Dave was standing beside me with his huge hard-on in his hand. I withdrew from Marisa and Dave took my place. As I walked around the bed toward Anne, I watched Dave place his cockhead at the entrance to Marisa's cunt and start to slowly penetrate her. Marisa's eyes widened as Dave advanced his massive tool into her inch by inch. I stood behind Anne, but I had other ideas besides fucking her from behind. Motioning for her to lie on her back, I kneeled down and starting eating her steamy cunt, reeking with the smells of her own deep juices and Dave's cock sweat. Anne's head was now directly below Marisa's, who continued tongue kissing Anne while Dave held Marisa's hips firmly and fucked her slowly and steadily from behind. As I lapped at Anne's clit, I slipped two fingers into her gaping cunt. I started stroking the upper wall of her vagina with a "come hither" motion that I'd read of in a book about stimulating the g-spot. I could feel her vaginal wall swelling beneath my fingers, and her whole body began to quiver and tremble. I kept licking and stroking, and within moments she cried out and squirted several jets of warm liquid into my face! It didn't smell like piss, so I guess she must've had a "female ejaculation." Now it was time for me to really have some fun. I climbed up onto Anne and began to suck and lick her enormous tits. I slathered them in saliva, and drooling, left a big puddle of spit in the deep valley of her cleavage. Then I straddled her and placed my cock between her tits; Anne quickly got the picture and pressed her boobs together around my cock. I started thrusting back and forth, fucking her tits. The feeling of her soft, pillowy tit flesh around my cock was incredible! I couldn't hold out any longer. "I'm going to come!" I sputtered. Anne raised her head, opened her mouth wide and held out her tongue like a real slut, giving me a target. With a groan, I started shooting ribbons of semen that splattered her mouth and face, the last few gobs hitting the bottom of her chin and giving her a pearl necklace. Anne let her head fall back down on the bed, and Marisa resumed kissing her, hungrily eating my cum from Anne's mouth and licking it off her face like a kitten lapping up spilt milk. I'd never seen Marisa act like such a slut! Dave started rapidly pistoning in and out of Marisa's cunt like a jackhammer as Marisa squealed and moaned in time with his thrusts. With a final thrust, Dave slammed his cock in to the hilt, groaning and shooting his load deep in Marisa's cunt. Marisa's eyes bugged out and she screamed with the first vaginal orgasm I'd ever seen her have. Then we all collapsed on the bed, panting and sweating. One by one, we each got up and went into the bathroom to clean up, then fell into bed (with our appropriate spouses) and fell fast asleep. The next morning was a little weird, as if the events of the night before had never happened. The girls donned bathrobes upon getting out of bed, and Dave and I discreetly wore boxers around the room before getting dressed. We had a hearty breakfast with our host, grabbing a few extra muffins for the ride home, and then packed up our bags and tossed them in the car. Once we were all seated in the car, there was an awkward silence. Then Dave said in a very proper-sounding fake British accent, "We really must do this again sometime." Everyone laughed, and Marisa winked at me. I had no doubt we'd be following Dave's suggestion, sooner rather than later! A Friendly Game of Strip Poker Leila turned around and, like Maria, looped the straps of her bra over her shoulders. Mark unabashedly sat forward, but no one seemed to notice but Maria. She smiled to herself as she saw Leila struggling with getting the clasp undone behind her. "Here," she said, "let me help you with that." She reached behind Leila and in a deft movement unhooked the bra, and felt it fall to the ground. She sat back and looked at Mark, who was staring at Leila's suddenly free and bouncing breasts. It was a sight he'd dreamed about for a long time, and she wondered if he found it to be as good as it was in his fantasies. Looking at Leila's tits, Maria figured it was probably better. Her breasts were large enough to give a man a good handful, and her skin was smooth and creamy with large, dark nipples. Maria almost wanted to reach out and touch them herself. Leila stuck her chin out and pushed the cards towards Maria. "Well," she said, "are we still playing?" Maria didn't know if she could go through one more hand - the breeze was gently wafting against her skin, and she was sitting there looking at her friends all much more undressed than she had ever imagined she would actually witness. Her crotch was beginning to tingle, and she knew could feel the heat rise up through her body. She closed her eyes and took a deep breath. Just one more hand. Then she figured there was a good chance she'd get the action she so desperately wanted... Maria was feeling pretty hot and bothered at this point, and she was ready to push the envelope. "I don't suppose anyone wants to stop now, do they?" She looked around at each of them with a raised eyebrow, daring them to back out. "After all, we've come this far." She locked eyes with Carl as she said this. Mark jumped in to support his girlfriend. After all, he had a stake in this too. "What do you have in mind dear?" She smiled mischievously. "Well, how about instead of playing a full hand, we simply draw out of the deck, and whoever draws the highest card gets to demand whatever they like from anyone." Leila and Carl exchanged somewhat anxious glances. It was obvious that they were thinking the game was going to wind down at this point. "I don't know," Leila said uncertainly. "I think that might be going too far." Maria was eager to keep them in the game, so she smiled reassuringly at Leila. "I totally understand. Would you feel any differently if we said that touching can only occur above the waist?" Leila looked even more shocked. "You didn't say anything about touching! I don't know how I feel about this." Carl looked at his girlfriend and smiled. "Hey babe, what can it hurt? We're all friends, so we can stop as soon as it gets uncomfortable." "Don't do anything you don't want to Leila," Maria said. She looked over and smiled at Carl so that he knew without a doubt that he was missing out on a wild time. Maria knew she was walking a fine line, but she also knew the value of good old fashioned competition. Besides, she hadn't come this far to let Carl slip through her grasp. And she knew the fucking she'd get later if Mark got his hands on Leila would be out of this world. Leila looked between Maria and her boyfriend, and with a shy glance at Mark, she said "OK, no touching below the waist." "Great, I'll shuffle." Maria took care of the cards and passed the deck to Leila to draw her card. She picked up the six of spades. Carl drew next, the ten of hearts. Mark drew the two of diamonds, and then Maria took her card. She looked at the jack of spades before she laid it down in front of her. "I guess I win" she said softly, and raising her eyes she locked onto Carl with a sly smile. "I guess that means I get whatever I want?" "Uh oh," said Mark, "she's insufferable when she's winning!" He smiled reassuringly at Leila. Carl met Maria's gaze with a surprising amount of heat, considering that his girlfriend was sitting next to him. "I'm not a sore loser -- what are you looking for?" "I've been waiting too long for those boxers...time to strip!" Maria looked over at Leila. "Well, as long as Leila doesn't mind." Leila looked a little unsure, but she smiled bravely. "Hey, I'm proud of my guy, might as well let you see what I'll be going home with tonight!" Carl stood up and tucked his thumbs inside the waistband of his navy boxers. He was slightly red-faced, and pulled them down quickly. Maria followed their path down to the floor, and then raised her eyes as he straightened. Here eyes instantly found what she had been so curious about. He was aroused enough that his cock hung down for all to see, not shy at all. Maria felt herself blush slightly, and as Carl sat down she glanced over at Mark rather sheepishly. Mark looked back benignly at her, giving his ok with his eyes. She felt like she'd just received a warm hug -- they really were in this together. "OK, Leila it's your turn to shuffle." Maria passed the cards over to her friend. Leila looked at Carl and smiled, obviously proud of her guy. She shuffled the cards quickly and passed them to Carl, who took a seven of clubs. As she leaned over to offer the deck to Mark, her breasts swayed heavily. Mark closed his eyes briefly, uttered a sigh, and took the Ace of hearts. Maria grinned widely as Mark glanced at her. She nodded briefly, happy to give him what she knew he had dreamed about for so long. She wasn't entirely good hearted though; she knew just how much this was going to turn him on. She took her card quickly, the nine of spades, and sat back to watch the show. "Well Mark, I guess you won," Leila said, looking a bit apprehensive. She wasn't blind; she knew that Mark had been eyeing her tits for the entire evening. "What are you going to ask for, and from whom?" Mark leaned across the circle and drew his body closer to Leila. She looked over at Carl, and then back at Mark, unsure of what to do or where to look. Mark slowly reached up and ever so gently brushed Leila's hair back from her shoulder. His hand ever so softly touched the soft skin of her neck, and Leila closed her eyes in anticipation, and then appreciation of his touch. Maria knew just what Leila was getting, and she couldn't help but feel a tiny bit jealous. But this passed quickly when she remembered who Mark would be sleeping next to that night. Mark wasn't done with this simple gesture. He slid his hand gently from the back of Leila's neck, down over her shoulder, and trailed his ginger down her breastbone, between her big, heavy tits. He then took both hands and cupped them under Leila's hanging breasts, letting them sit in his hands. Leila tensed slightly, but let out a soft, shuddering sigh as Mark rubbed his thumbs gently across her rapidly hardening nipples. Just what was happening in Mark's pants," Maria thought amusedly. She looked behind Mark at Carl, who was watching Mark and Leila intently. Maria shifted in place to get his attention, and then moved so that her tits were at their full advantage. She figured that Carl couldn't help but get the message from that, and judging from the way his gaze was fixed on her, she must have been right. She turned her attention back to Mark, curious to see how far he would go. She wasn't disappointed. He leaned in closer to Leila, and as he continued to ever so gently massage her breasts, he lightly kissed her neck, and then made his way down with soft little kisses until, holding her breast in his hand, he reached her right nipple. Leila's head was tilted back, and it was obvious she was in another place entirely. Maria smiled to herself at her lover's expertise in that regard. Mark's tongue flicked over Leila's nipple, sending fresh shudders through her body. Mark slid his hand around to her back, to support her, as he trailed his tongue in slow circles around her nipple, finally settling his entire mouth on it and sucking gently. Leila's back arched and she moaned softly. Mark moved to give the same treatment to her left nipple, which elicited a more heated moan. After gently teasing her nipple with his teeth, he pulled away, and after a soft kiss on Leila's cheek, moved back to his place. As Leila slowly came back to herself, Mark looked over at Maria for approval. She grinned and looked pointedly at his crotch. He blushed slightly and nodded, but she didn't need him to tell her that his pants were positively bulging. Carl cleared his throat to break the spell that seemed to have settled over the room, and Maria noticed that he was looking at Leila with some concern. "How are you babe," he asked, his attention solely on Leila at this point. Maria had to give him that, after all, this was his girlfriend, and her welfare was most important to him. Leila opened her eyes and seemed slightly dreamy. But she came back to herself quickly, and looked at Carl questioningly. He smiled and patted her hand, and this seemed to be their signal that everything was ok. She smiled back at him and finally looked at Mark with some amount of confidence, her head held high. Maria was pleased to see her friend finally let loose and enjoy herself. "Well," Maria said, addressing the group. "Who's up for continuing? I know I'm not nearly satisfied yet..." "I have an idea," said Mark suddenly. Maria's eyes darted up to his with surprise. This wasn't what she had remembered of the plan. She hoped that the very clear swelling in the front of his boxers hadn't gone to his head. She cocked her head and waited. "Now that we're all warmed up, it would be a shame to stop. I think that whoever wins the next draw should get to pick the partners, and then each couple has forty minutes in private. Kind of like spin the bottle. One couple can go into the bedroom, and one can stay out here. The rules will be anything goes, except penetration of any kind. What do you think?" He looked around a little nervously, and Maria could tell that it had taken some amount of courage to suggest this. "I like it," she said, "but I don't think we should go in separate rooms. Let's leave everyone here, so that we anyone can call a stop to it right away. Less chance for jealousy that way too -- everyone will know what everyone is doing." Maria was happy to support her guy, and she liked this idea. No matter how the partners were paired off, the energy in the room would be out of control. Leila and Carl looked at each other, and it was obvious to Maria that they had never considered this possibility before. She felt a bit guilty that she and Mark had sprung this on them, but then again, it was kind of now or never. Carl cleared his throat. "I don't know guys, I mean, don't you think that's going a little far?" He looked over at Leila with a concerned look. "I mean, Leila and I aren't really into this kind of thing, you know?" Leila looked at Carl intensely for a minute, and then back at Maria and Mark. She seemed torn, and Maria could completely understand the tug of war between desire and discomfort. Finally she nodded. "I'm game. Carl, you don't have to look out for me. If you're in, then I'm in." Carl looked shocked, but recovered quickly. "OK honey, yeah, I'm in too. Are you sure you want to do this?" Leila nodded again as she shuffled the cards. She dealt a card to each. Maria took the three of clubs, Mark the ten of clubs, and Carl the six of spades. Maria was practically trembling with anticipation. She knew what was going to happen if Mark won. Leila flipped her card over and Maria's heart fell just a bit. The queen of hearts. Figures, she thought. That's what you get for relying on a game of chance. She and Mark smiled at each other. No matter how the night ended now, they knew they'd had a good time, and gone farther than they had expected. All eyes turned to Leila. She looked up, meeting their eyes in turn. "Well, I guess the final play is mine." Suddenly she smiled mischievously. "Mark, I want some more of what you gave me earlier. Carl, I know you've been eyeing Maria all night, and vice versa, so go have a little fun." Maria looked at Mark, in shock. Carl seemed to be staring at Leila with the same sense of disbelief. Mark looked like he'd just died and gone to heaven. He glanced over at Maria and gave her a wide grin, but before he could say anything, Leila had stood up and walked over to him. She reached her hand down, and he took it. Standing up, they walked over to the other side of the room, next to the couch and sank to their knees. Maria was still watching when she felt a movement at her side. "I guess this means that we've got some time to kill," said Carl, sitting down next to her. Maria's attention was pulled away from her boyfriend, and onto Carl. Although she desperately wanted to watch what was going on, she also knew this was not just Mark's chance for some fun, but hers as well. She certainly hadn't forgotten the sight of Carl's cock, and her eyes went there now. Drawing them up to Carl's face, she smiled and said, "Yes, I guess we do." She shuffled over to his naked body, and put her hands on his shoulders. She felt him tremble beneath her touch. She brushed her lips against his neck and teased his earlobe with her tongue. "Don't be shy Carl," she whispered huskily in his ear, "I've wanted you for a long time." Putting her arms around him, Maria pressed her body closer to his and kissed him full on the mouth. Her lips were parted, and in a split second she felt his tongue exploring her mouth, as she brought hers to meet it. As they kissed deeply, their hands were frantic to discover each other's body. Maria's hands raked along Carl's back, then around to the front of his strong chest. She found his nipples and grazed them with her fingers in a feather light touch. She felt Carl's body go rigid, and then suddenly he broke away from her kiss and firmly but gently pushed her to the ground. In a heartbeat he was between her legs, his body pressed down on top of her. She could feel his naked erection pressing against the fabric of her panties, and she raised her hips instinctively to meet it. Carl bent his head and kissed a trail from her neck down to her breasts. His fingers massaged them gently as his tongue flicked her rosebud nipples. She arched her back, fully engrossed now in the sensations of her body, and her overwhelming desire. Her pussy was on fire with need, but Carl seemed content to work on breasts. He was obviously enjoying them, and was now taking turns sucking each intently, and rolling her nipples between his teeth. Finally, she couldn't take any more and grabbed a handful of his hair. She gave him a little push and said, "Lower." Carl instantly got the message and moved from her breasts down Maria's stomach until he came to the waistband of her panties. He hooked a finger in each side and pulled them down smoothly. With this last barrier removed, Maria spread her legs and shuddered as she felt Carl's fingers brush her thighs. His breath was hot against the wetness between her legs. So softly that she could barely feel it at first, Carl's tongue slid over her the lips of her pussy. So sensitive were her nerves that this small touch made her buck her hips uncontrollably. Carl's hands reached up and encircled her waist, pushing her to the floor as he once again, but more firmly this time, licked his way up to her clit. Maria moaned out loud and spread her legs wider, begging for more. For a while he was content to tease her gently, only touching her clit with the faintest of strokes. Soon she was arching her back and writhing on the floor. "God Carl," she moaned, "Please, please help me cum." With that his tongue became more insistent, sliding over her clit in broad strokes. She moved against him, helping him to find the rhythm she needed. Maria's eyes opened as she felt the familiar tightness spread through her body, and just as she found her orgasm, she turned to see Mark's head buried between Leila's legs, with Leila moaning and writing on the floor just as she was. Combined with the strong and rapid flickering of Carl's tongue over her swollen clit, the sight pushed her over the edge and she came in waves so fierce that afterward she worried that she might have hurt Carl. He stayed with her though, even as she dug her fingers into the back of his head and pressed him to her bucking hips. He licked her with that same steady stroke until the last wave subsided and she fell back to the floor, panting and sweating. Carl kissed her thigh and slowly slid up over top of her again. She opened her eyes and smiled at him. "Wow," was all she could muster. He grinned at her, obviously proud of himself. She reached up and stroked his chest with her fingers, causing him to close his eyes and sigh. "I think it's your turn now," she said provocatively. He sat back against the upholstered chair they were next to on the floor, and leaned against it. Maria trailed her fingers over his shoulders, arms, and chest while she gently kissed his neck, and continued her kisses down to the middle of his chest. With her fingers she felt his nipples, and she kissed each of them gently. His sharp intake of breath let her know she was on the right track, and she spent a few moments teasing them with her tongue. As she did, her hand trailed down over Carl's stomach, and down to his hard as a rock erection. Her fingers encircled his cock and slowly started to massage it. As she continued licking Carl's nipples, she felt his cock grow even more in her hand. She moved down further, kissing his stomach and then licking the shaft of his cock. She took it in her mouth, as far as she could, and tightened her lips around it. Carl's head fell back as he enjoyed the wet warmth of her mouth, and imagined it to be her pussy. He knew he wasn't going to be able to go that far, so this was as close as it could be. After a moment, she raised her head and smiled at him. "I've never managed to give a good blow job," she said, "but if you'd like, I could give you a good show to get off to." She sat in front of him, spread her legs, leaned back on one arm and trailed the other hand down through her pubic hair. "Do you like watching girls touch themselves?" she asked? Carl's eyes widened and she saw his hand move down until it was stroking his cock. "Yes, I guess so," he said nervously. "Doesn't Leila ever give you a show like this?" Maria asked, sliding her fingers down further. Her pussy was still dripping from his tongue, and her finger easily slid over her still aroused clit. "No," Carl said, his strokes becoming more rapid. With impeccable timing, Leila's throaty cries suddenly broke the silence. Maria watched Carl as he looked over at whatever was happening on the other side of the room. "Well then, I guess you'll enjoy the show," she said, bringing his attention back to her. Maria rubbed her clit and felt herself completely aroused again. She slowly inserted one finger, and then two into her cunt. She looked Carl in the eye, and not breaking his gaze, she took her fingers and sucked on them, tasting her own wetness. Carl was furiously stroking now, and couldn't take his eyes off her pussy. She laid back, spread her legs, and using two fingers to pump inside her cunt, rubbed her clit with her other hand. She knew she was close to cumming again, and so did Carl. She gasped, "Carl, do you want to watch me make myself cum? Do you like that? If you do, come over here, over my stomach, I want you to cum on me." Carl moved over so that he was kneeling by her side, stroking his cock over her stomach, while she arched her back and let herself go. She cried out with her orgasm, and watching Carl, saw that he was looking at her hand between her legs. Her eyes slid down to his cock just in time as he groaned and shuddered. Still in the throes of her orgasm she watched his cum shoot from his cock and felt its stickiness on her chest, in her pubic hair, and on her tits. He came for what seemed a lifetime, until her body was covered in white. Finally he fell back, exhausted. A Friendly Game of Strip Poker Maria grabbed a few tissues from the box on the table and cleaned herself up. She then helped Carl with his cleanup, and although he seemed terribly embarrassed, her tenderness soon put him at ease. She smiled at him. "Carl that was fantastic. I hope it was half as good for you as it was for me." He didn't say anything, just nodded slightly, and she could tell from the faraway look on his face that it had been. Maria closed her eyes and drifted into dreamy, post-sex thought. Although she felt completely satisfied at the moment, she couldn't help but shiver when she thought that, no matter how hot this had just been with Carl, it wouldn't hold a candle to the sex that she and Mark would have when they were next alone together. She knew this night would feed their fire for a long time to come... Mark followed Leila to the other side of the room, stilly trying to convince himself that all this was really happening. Had he really just watched his girlfriend and her super hot friend shed their clothes? And then switch partners? He thought he'd died and gone to heaven just being able to look at Leila's tits, never mind when he was actually able to touch them. Now it looked like Leila was going to give him permission to go almost as far as he wanted. "Well..." Leila sat down on the carpet and looked at Mark, somewhat helplessly. It seemed like her courage had started to wear off, and she was back to looking nervous as hell. Mark knew he'd have to take charge pretty quickly if he wanted to keep this rolling smoothly. He knelt down next to and gently reached his hand to cup the back of her neck, under her hair. "You know you don't have to prove anything to anyone," he said, as he softly rubbed her skin. His hand trailed slowly down between her shoulders and began massaging her back, and he watched as Leila closed her eyes and let out a sigh. "I know," she whispered. "But before, when you touched me, it felt so good." She was almost swaying now; she was so obviously enjoying Mark's hands on her skin. He continued to rub her back gently, but as he did, slowly guided her down until she was lying on the ground. Mark leaned over top of her and brushed his lips against the soft skin of her neck. He traced a line of kisses down her front, between her breasts, all the while watching her face to make sure she was still interested in his touch. Judging by the soft moans he was hearing, and the relaxed and dreamy expression on her face, he figured he was still in safe waters. "You said you wanted some more of what I gave you before," Mark said softly, as his fingers trailed down over Leila's large nipples. Her tits were more perfect than he'd ever imagined -- big, heavy, and her nipples large, pink, and utterly delectable. "Oh, yes, yes I do," she whispered, arching her back as Mark pinched both nipples gently. Taking her cue, he leaned down and, massaging her left breast firmly, took her right nipple in his mouth. Since her breasts were obviously sensitive, he took his time teasing her, and was careful not to be too rough. He flicked her nipples with his tongue, sucked, and then took them in his teeth gently. He used his fingers, running his nails gently around the whole of her breast, and then gently massaging her hardened nipple. He revelled in her tits, burying his head in them, breathing in her sweet scent, tasting her slightly salty skin. As her moans became more insistent, he knew he had to get her panties off. He slowly moved down between her legs and hooked his fingers into the soft green fabric of the waistband. Ever so gently he pulled them down, and she raised her leg to help slip them off. Mark raised the panties to his nose and took a deep breath. He felt his cock harden immediately. He'd wanted to smell Leila's panties ever since that weekend she crashed at their house. But he and Maria had been too chicken to dig a used pair out of her suitcase. He couldn't believe he had a second chance -- and not just a second chance, but with her pussy lying right there in front of him, just begging to be licked. Putting the panties on the carpet next to her, Mark stationed himself on the floor between Leila's legs. He kissed her calf, and then made his way in tiny kisses up to the inside of her thigh. Just as she started to shudder, he moved down to the calf of her other leg and did the same. By the time he was back within inches of her pussy, she was trembling with anticipation. He moved closer, bringing his nose right to the heat of her, and breathed deeply. If his cock was hard before, it was like rock now. He'd never expected her to smell so good. "Please Mark, I can't take the teasing anymore," Leila whispered. Mark was more than ready to oblige her and slowly ran his tongue along her already wet pussy. God she tastes good, he thought as he nibbled his way up to her clit. He pulled out all the stops, every trick that he used on Maria. He knew from her that he was a good pussy licker, but he wanted to make sure that Leila was doubly taken care of -- after all, what if Maria just liked his style, and that was the reason she came every time? Maybe he wasn't as good as he thought. That thought quickly flew out of his mind, for as he sucked on Leila's clit, he felt her body tighten and he knew that she was already climaxing. He sucked insistently on her as she bucked and shuddered, and then roughly pressed his head against her with her thighs. By the time she finished and her muscles collapsed, exhausted, Mark was gasping for air. Even though it happened quickly, he hoped it had been good for her. If the kink in his neck was any indication, it had been. He moved up over top of her and stroked her hair. Leila's body was flushed and covered with a slick sheen of sweat. She was breathing heavily, but didn't seem to mind his hand on her. He continued to softly massage her scalp while she recovered. "Oh my god," she whispered, "that was incredible. Did I ever tell you that I used to have trouble cumming? You must be awfully good." She slowly opened her eyes and looked at him. Her eyes drifted down to his underwear, where there was a large, prominent bulge. He grinned at her. "Take as long as you need," he said. Slowly she sat up, and sighed contentedly. "I think after what you just gave me, you deserve something fantastic." Mark sobered, knowing exactly what he wanted from her. He pulled his underwear down, allowing his erection room to expand even more. He saw Leila look down at his cock. He sat with his back against the side of the couch and pulled Leila between his legs. He kissed her roughly, and sucked her bottom lip into his mouth. She seemed taken aback at first, but dutifully opened her mouth and allowed his tongue entry. Before long, she was kissing him back with confidence, while rubbing her hands over his shoulders and chest. Mark pulled away from her kiss and manoeuvred Leila so that she was kneeling in front of him, her breasts hanging heavily over his chest. He took her hands and placed her fingers on his nipples. When she felt his cock move and his body shudder with this simple touch, she didn't need him to explain further. She lightly teased his sensitive nipples. He couldn't take his eyes off her tits, hanging right in front of him. Mark reached out both hands and placed them under her breasts, letting the weight of them sit in his palms. He squeezed them gently and teased her nipples with his thumb until they were hard. With her tits in front of him and her fingers on his nipples, he couldn't help but start to stroke his cock. "Your tongue," he gasped, "use your tongue." Leila leaned forward, and Mark felt her hair brush across his chest and stomach. As she leaned in closer and touched her warm, wet tongue to his nipple, he felt her breasts rub against his skin. His stroking became more rapid, and he groaned loudly. Leila needed no more encouragement, and moved her tongue to his other nipple. She angled herself so that Mark was brushing them with his cock with every stroke. Mark didn't take his eyes off Leila's bouncing tits, and the sight and feel of his cock between them was enough to bring him to the brink. As he felt his balls tighten his head fell back and he moaned out loud. His cum shot from his cock and covered Leila's tits. As he continued to stroke through his orgasm, he felt Leila's tits become slick with his cum, and his cock slid easily against them. With one last shudder that racked his entire body, he finished, and Leila lifted her head from his chest. He was exhausted and spent, but floating in heaven. When Leila's face appeared over top of him, making sure he was ok, he grinned. Oddly enough, it had been a surprise to open his eyes to her face, and not Maria's. He nodded to Leila to show her he was ok, just breathing hard, and she sat back, seemingly not sure how to act. She passed him some tissue, and he wiped himself up. "I'm going to run to the bathroom to clean up," she said. "You know, I never imagined tonight would turn out this way. I've got to tell you, that was the best licking I've ever had." She smiled and then flounced into the bathroom, pausing only to scoop her clothing from the ground. Well, he hadn't expected all of this to change how she acted towards him, and to be honest, it's not like he even wanted to do it again. He was content to have his fantasy fulfilled, and he knew it had been a damn good fantasy and damn good fulfillment. Mark looked across the room and saw Maria watching him. She looked pointedly at the tissues he was holding to his crotch and raised her eyebrows. As soon as he saw her smile, that beautiful, mischievous smile, he knew everything was ok. "You ok?" he mouthed. She nodded imperceptibly and subtly pointed in his direction. He nodded back. She smiled widely and stood up, coming to the centre of the room to gather up her clothes. As she walked past him, towards the bedroom, she leaned down and whispered, "I can't wait to get you alone and hear everything." She didn't wait for a response, instead closing the bedroom door behind her. Mark felt himself almost getting hard again already. He couldn't wait to hear what had transpired between her and Carl, although he could guess pretty well from the sounds that had been coming from the other side of the room. Mark looked down at his cock. Something tells me you aren't done for tonight he thought wryly, and leaned over to grab his underwear. For the first time this evening, he was anxious for Leila and Carl to head home. THE END