0 comments/ 51831 views/ 6 favorites A New Friend By: Potrat Her name was Mary. She looked a little bit lost on the first day of our computer programming course and also sad in a cute sort of way. The seating arrangement was horizontal rather than vertical and we ended up being seated at opposite ends of our row. Being rather outgoing, I introduced myself to the rest of my classmates but not rather noncommittal nods from most of them except for Mary. She immediately offered her hand and I shook it and said: "Hi, I'm Amber, and you are...?" "Pleased to meet you Amber, my name's Mary" she replied in a business like tone. "Oh great!" I thought, "I'm stuck in a class with a bunch of snobby jerks." During that first day of class, I kept looking to my right at Mary. She looked to be in about her late 30's but she was also extremely attractive. She had long, dark, almost black hair that curled around her high cheekbones and the kind of gorgeous thick eyebrows that I love so much. I kept looking at her throughout the whole day but she never once looked at me. After about 2 weeks of classes I noticed that Mary had a particular fancy for mini skirts. On more than one occasion I had had looked over to see her skirt ride up as she crossed her long, silky looking legs to slightly expose the reinforced part of her pantyhose. Unconsciously, I licked my lips at the thought of what she must look like underneath that tight skirt. But, whenever I looked back at her, she had always pulled the hem of the skirt back down. The next day, our instructor announced that we would be having a test the next day. Being reasonably experienced in computers, I didn't think too much of of it. But when I looked over at Mary, she appeared flustered and slightly red-faced. During lunch time, I noticed her sitting alone in the cafeteria, looking a little distracted. I walked over to her table and asked if I could join her. She looked up and smiled weakly and pulled a chair out for me. I sat down and crossed my legs and caught Mary glancing down at my legs. My eyes met hers and she looked away quickly, but the thought of this older lady, 17 years my senior staring at my nylon clad legs turned me on tremendously. She was rather quiet as we ate our lunch, so I finally asked her if she was ok. "I just don't understand this programming stuff, it's so frustrating!" I watched her picking at her food and said: "Listen, I'd be glad to give you some extra help if you'd like." Mary's face instantly lit up and she gave me the most beautiful smile that I've ever seen. "Wow, would you? I'd sure appreciate that. I smiled back at her. "Would you be able to come over to my place this evening and help me study?" "Seven o'clock ok?" I asked. She just unfolded her legs, stood up, and brushed my shoulder as she went back to our classroom. Mary opened the door of her apartment wearing the same clothes she had worn to school that day. "Sorry I haven't had time to change" she said. "I had to get groceries, and I just got home." "No problem" I replied. "You look great just the way you are." Mary blushed and smiled and said "Oh well...er..thank you." We sat down in front of Mary's computer and started working on some programming exercises. Little by little this ravishing woman started to get the hang of it. During a particularly difficult exercise, Mary figured the answer out for herself and suddenly squealed with delight. After a couple of hours, Mary raised her arms above her head and stretched. "Oooooh, let's take a break." "I agree," I replied, "I need to stretch my legs." That was Mary's cue to look down at my legs again. I had chosen a jersey knit dress that ended just above my knee, with suntan colored pantyhose and my favorite black high heels. I smiled to myself as I felt Mary's eyes roaming over my legs. She led me into the living room and we plopped down on her leather couch. Mary poured us some wine and we sat for a few moments in silence. Eventually Mary told me how much she appreciated my help and caring and I said that it was my pleasure and that it was great to make a new friend. "No, I mean it" she replied. "No one has ever bothered to help me like you have, I owe you a debt of gratitude." Mary slid across the couch toward me and recrossed her legs. I could hear the hissing sound of her pantyhose rubbing together as she did so. Mary leaned forward and kissed me gently on the cheek. I blushed and smiled at her. Instinctively I gave her a light peck on the lips. Her face softened and she kissed me hard on my lipsticked lips. My lips instantly parted as I felt the tip of her tongue wiggle against mine. A small sigh escaped my lips as my arousal began to build as kissed, feeling each other's hunger. After a few minutes, Mary stood up and said: "Would you like to undress me?" Without saying a word I stood directly in front of her and began unbuttoning her navy blue blouse. I slipped the blouse from her shoulders exposing her ample breasts which were suspended in a lacy, black brassiere. I could tell that Mary was already fully aroused as I knelt before her and ran my hands up her pantyhose covered legs, stopping short at the hem of her skirt. My shaking hands went to the zipper and slowly pulled it down. I undid the button and felt the skirt start to slide over her full hips. I gripped the hem of the skirt and tugged it down. Mary was wearing white, sheer to waist pantyhose with no panties. My eyes were drawn the the dark thick patch of pussy hair that was clearly visible through her sexy nylons. I looked up at Mary's gorgeous face to see her gliding her hands across her lacy bra cups. "Take it off" I breathed. "Let me see those beautiful titties of yours." Mary's hand went her front opening bra and opened the clasp. Her brown nippled beauties fell from her cups and bounced slightly. Still looking into her eyes, I said: "Ohhhhhhhh, just adore a pretty lady in sexy pantyhose." She just looked back at me and told me that I could do anything I wanted to her. I started by running my hands across her high-heeled pumps and then moving up to her ankles. As soon as my hands touched that smooth nylon I felt my sex instantly moistening. Higher and higher my hands went, massaging her firm, muscular calves along the way. Mary's pantyhose were so tight and clingy. My hands passed the backs of this lovely girls knees and moved upward onto the rear of her taut thighs. I moved my hands higher and higher until I felt her lovely asscheeks fill my eager hands. I squeezed and kneaded them causing Mary's moans to become louder and more frequent. "God, I can't stand it anymore, please, please do me!!." I smiled a mischievous smile and replied: "Not yet, let me have some fun first." "Oh, ok you sexy girlie" Mary answered. I stood up in front of the sexy lady and quickly stripped down to my tan, reinforced pantyhose and patent leather stilettos. As I watched Mary's face I reached back and unhooked my white lace bra and let my 36d's hang full and free for her to see. I cradled my breasts in my hands and stroked my thick, brown nipples up to full erection. Mary reached out to cup my boobs but I pulled back and told her that it was time for her to cum. "Oh jeeeesus" Mary cried, almost overcome with lust. I knelt down again and rubbed my engorged nipples from the tops of her shoes all the way up her nyloned legs until each nipple contacted her pantyhose waistband. I released my breasts and used my wet, pink tongue to slowly lick Mary's wide, reinforced, pantyhose waistband, from her right hip all the way around the back to her left hip until I arrived at the front again. I quickly licked upwards, tickling her innie bellybutton. She giggled sexily and I knew she was ready. I pushed her backwards onto the overstuffed couch and placed my hands behind her knees. Mary knew what I was going to do and moaned loudly as I opened her legs. I saw her pussy lips peel open on either side of her pantyhose seam as I pushed her creamy thighs apart. I looked down to see a large wet spot on the crotch of her pantyhose and her bulging clitty partially hidden by the seam. I leaned forward and inhaled her musky, yet sweet scent. All of Mary's inhibitions were now gone as she she thrust her nylon clad hips at me. I moved my head down and noticed that Mary's pantyhose fit very tightly, the middle seam rubbing against her sweet sex. I pushed out my long tongue and used the tip to press the seam against her swollen clitty. Mary sighed and groaned and immediately began to buck her full hips. I reached up with both hands and gripped the waistband of her nylons and gently pulled and snapped it against her belly making her body jerk and spasm. I thrust my tongue directly at her pussy, feeling my tongue push her pantyhose into her dripping love hole. I wriggled my tongue up and down stroking her bud on each upstroke. The sensations were too much for her and Mary started to cum in waves. "OHHHHHHHHHHHHHHH" she cried......."CUMMINGGGGGGG." "MMMMMMMM, Cum for me beautiful lady" came my muffled reply. Mary bucked her gorgeous pussy into my face as she orgasmed. I felt her lovely juices flow into her sexy, white pantyhose as her contractions gradually susbsided. I licked her nectar up hungrily, tasting her sweet, inner essence. Later, as we lay in each others arms, Mary looked up at me and said: "Want to come shopping with me tomorrow?" "Sure" I replied, "Shopping for anything special?" "Well" Mary said, "I think I'd like to get some new pantyhose." I felt my arousal stirring again, but told myself that there would be many more nights with my new friend Mary. A New Friend Kelli Stewart finished pouring the milk over her cereal and carried it to the coffee table in the living room of her sister Laurie's apartment. Laurie had left the evening before to fly to England with her roommate Francine. They wouldn't be back until after new years, so they'd asked Kelli to stay at the apartment for them and keep the plants watered. Neither one of them really gave a shit if their plants died or not, but they knew Kelli would welcome the opportunity to be out of the house from her parents. Kelli sat cross-legged on the floor at the coffee table and slowly spooned cereal into her mouth as she used the remote to scan channels on the TV. She was about halfway finished with the bowl of Bran Flakes and still channel surfing when the doorbell rang. She'd slept in the nude the night before and had not bothered putting anything on when she got up to have her breakfast. She quickly snatched the first item of clothing she could find, which happened to be one of Francine's T-shirts, and pulled it over her head. Upon looking through the door's peephole, she saw a slim, blond boy, with freckles on his nose and cheeks, standing at the entrance holding a racket with a can of balls and wearing a white pullover shirt with black tennis shorts. He looked maybe a year or so older than her, but he might have been as much as twenty. She wasn't sure from just peaking through the hole, but he looked harmless enough. She cracked open the door and said, "Can I help you?" He smiled and Kelli almost melted. She barely registered his words as he asked, "Is Frankie home?" Kelli went ahead and opened the door the rest of the way and said, "No. She flew back home to England for the holidays." Trying to hide his disappointment, he said, "How about Laurie?" Kelli shook her head and said, "Nope. She flew to England with Frankie." "Oh," the boy said, no longer even trying to hide his disappointment. "I was hoping for a game of tennis. Frankie always lets me hit with her, and Laurie plays a good game too." Kelli tilted her head and let her shoulder length brown hair fall to the side and said, "I'm sorry. Laurie almost didn't go, but she decided at the last minute she wanted to get together with some other friends she has over there." "Fuck," the boy muttered. Then he turned red and said, "I'm sorry." Kelli giggled and said, "I'm Laurie's sister, Kelli, so I've heard the word fuck a few times." The boy grinned and said, "Okay. I suppose you probably have. I'm Doug." Kelli held out her hand and said, "Nice to meet you, Doug." Doug accepted the offered hand and as he shook it lightly said, "Nice to meet you too, Kelli. I don't suppose you play tennis?" Kelli shook her head from side to side and said, "Nope. Laurie and my oldest sister, Michelle, were the jocks of the family. I'd trip over my own two feet if I tried to run around on a tennis court." Doug shrugged and said, "Okay. I guess I'll go back home and have some breakfast." Kelli surprised herself by saying; "You can come in and have a bowl of cereal with me if you want." "You sure," Doug said. "I don't want to impose." "Naa. Come on and keep me company." As soon as he had stepped into the apartment and closed the door behind him, Kelli carried her half eaten bowl of cereal to the dining room table and set it there before pouring what was left of the box of Bran Flakes into another bowl for Doug. As she retrieved the jug of milk from the refrigerator, she found Doug's eyes on her, and she glanced down to see the nipples of her free swinging breasts poking out and trying to push through Frankie's t-shirt. Shit, she thought. I'm almost naked with a strange boy in my sister's apartment. God, he's a cute one though. With a little luck, maybe I'll be completely naked with him before he leaves. Despite her lustful thoughts, Kelli excused herself after she poured milk over Doug's cereal; and when she returned, she was wearing a pair of faded blue cut-offs and a yellow tank top. She was still bare foot and the shorts did a good job of still revealing her long tan legs. She knew she should have put more clothes on, but he really was cute. And, he couldn't be more than an inch taller than her five-six and probably didn't weigh more than ten pounds over her 124. Still, her mom would freak if she knew she was doing this. Especially, if she knew the thoughts that were going through Kelli's mind. Kelli sat in the chair around the corner next to Doug and watched him timidly spoon his cereal into his mouth. Up close, he had even more freckles than he had appeared to have when she first saw him. Between bites, she said, "Do you go to Dallas Community College too?" He shook his head and said, "No. I'm a senior at Webster High School. What about you?" Kelli aped his headshake and grinned from ear to ear. "You thought I was in college? I've still got a year left at St. Joseph's Academy after this." "Wow," Doug said. "I figured you were older than Laurie is." "That's because you never saw past my tits to look at how young my face is." Doug blushed. Surprised at her own forwardness, Kelli blushed as well. "Okay," Doug said. "I guess I'm guilty there." Kelli giggled and with even more brashly said, "Laurie hates that I have tits and she doesn't. I fully expect her to come back from England with a new set that her boyfriend is going to buy for her." "I didn't even know Laurie had a boyfriend." "Well," Kelli said. "He's a lot older than her and he's married. Plus, he lives in England and only gets over here four or five times a year." "Really," Doug said. "I had no clue." "She still dates, but she'd drop other guys in a second if he just told her to." Doug took a second to get a better look at her face. Now that he did, he realized that she couldn't be more than seventeen. Maybe eighteen. Suddenly, now that he knew she was his age, he felt less intimidated and asked, "How come I've never seen you over here before?" She shrugged and said, "I come visit when I get the chance, but my mom isn't crazy about me spending a lot of time with Laurie." Doug placed down his spoon and said, "Why is that?" Kelli giggled and said, "She doesn't want me to end up with any of Laurie's habits." He smiled. "Laurie's habits?" She giggled some more. "Smoking, drinking, sleeping around with guys she barely knows. Those kind of things." "Ahhhhhh," Doug said, pretending as if he was now all knowing. Then he leaned closer and whispered playfully, "Has it worked?" Kelli laughed outright and said, "Partly." He leaned a little closer and said, "What do you mean by partly?" She grinned slyly and said, "I smoke, and I have a drink every now and then." She paused and looked around as if there might be someone to overhear them and lowered her voice before saying, "But, I've yet to sleep with a guy that I barely know." "I see. But, have you slept with any guys that you know well?" Kelli batted her eyes and said, "If I tell you that, then I'll no longer barely know you." It took a moment for the meaning of that statement to register in Doug's brain, but when it did his grin broadened from ear to ear. Then he leaned more forward as she leaned to meet him and their lips touched. Lightly at first. Then they parted and the tips of their tongues touched just as lightly as their lips had. Then she was roughly sucking his top lip. Then she switched to sucking his bottom one as he was pulling her tank top out of her shorts and lifting it over her head. As he tossed it aside, she stood up and let him look at her bare breasts. As he reached to touch them, she took him by the hand and led him back to her sister's bedroom, giggling as he shed clothes along the way. As soon as they were at the bed, he pushed her onto it and roughly pulled apart her shorts, breaking the snap. When they were halfway down her thighs, she helped him push them the rest of the way off and kicked them to the floor so that they were both naked on Laurie's bed. Then her hand found it's way to his cock and she felt the firmness of it as she gave it a gentle squeeze and a firm stroke. She moaned and he took one of her nipples in his mouth and softly sucked it even longer than it already was. Then he switched and did the same to the other nipple. Not believing his luck, he kissed his way up to her neck and softly sucked her a hickey. Marking her so that others would be able to see, at least partly, the way she'd been used on this Christmas Eve morning. Then, to his horror, he was overwhelmed by the urge to cum and her hand was making him shoot loads of warm semen all over his and her stomach. He groaned and could not believe how abruptly his luck had changed. Then she laughed, and her laughter only served to making his spent cock wilt in her soft hand. He groaned again, but she put a reassuring finger to his lips and said, "Shhh." Then she slowly kissed her way down his torso, past his tight pecs, down his rigid abs, and onto his appearingly dead prick. Undeterred, she slowly kissed the tip and took the head into her mouth. After a few seconds of softly sucking the head, she slowly took about half his cock into her mouth and just as softly cupped his balls in her hand. As if by magic, his cock began to grow again and was in no more than a minute just as hard as it had been while she was giving him the mess making hand job. As soon as it met her satisfaction, she positioned herself over it and rubbed the tip of it along the lips of her moist pussy. Not wanting to let her have control, he gripped her by each arm and rolled her onto her back. She opened her legs for him and let him fall into place between them. Then she reached down and gripped his cock and guided it to her pussy opening. Once she had it properly placed, she laid back and let him push it inside. Then it was her turn to gasp as he buried it into her. She sighed and smiled as she passively lay back and let him do the work. Moments later, she was moaning with orgasm and happy to have picked up another one of her sister's habits. A New Friend I woke up that Saturday morning around 9:00, looked out the window and smiled at the bright, warm sun shining on the blanket of dew left from early morning. It was going to be a beautiful weekend. I climbed out of bed and stretched on my way to the shower. I stepped in and turned on the water. It felt so good running down my 23 year old body. Now, I'm not a petite woman, but I have to admit at I'm not exactly an embarrassment to the female race. I stand at 5'4" and still have a little extra meat on my bones. I learned how to use my long blonde hair and gray/blue eyes as an enticement to unsuspecting persons of the opposite gender. My boyfriend loves it when I have other men looking at me. It makes me feel great and he gets this overwhelming sense of pride, knowing I'm his. I stood there allowing the hot water to penetrate every inch of my body and I grabbed the soap and started to wash. First, my face, shoulders and down to my 38D breasts. I ran the soap over my small waist and then down over my hips and all the way down my legs. My mind was wandering as I traveled back up my legs and reached that tender spot at their junction. I lingered over my lips and clit, making sure they were extra clean. Leaning back against the wall, I slowly pushed a slippery finger inside the folds while my thumb ran circles around my clit. It was starting to feel so good...too good...I had to brace myself against the side wall with my foot. I brought my other hand up and ran my finger through my wet hair, down my neck and then down to squeeze my breast. That did it, I sent myself into one of the most searing orgasms I'd ever given myself. I screamed into oblivion and the falling water seemed to have turned into sparks of fire. After I came down from my moment in heaven, I shaved my legs and proceeded to trim my little nest of blonde curls. After I managed to get my sweet spot clean and neat, I stood up, washed my hair, brushed my teeth and leaned over to turn off the water. I walked, shakily, back to my room, dried off and started to get dressed. I decided to put on my favorite outfit. A pair of tight blue jeans and a leopard print tank top. I slid into my sandals and finished up with combing my hair and putting on a little bit of lipstick. Just then, the phone rang. I ran to answer it...it was my love...my Damien. "Hey, Izzy, I need you to be ready around 7 o'clock." "Why? It's only 10:00 in the morning. What am I supposed to do until then?" I asked in my most pouty voice. "I have a surprise for you. Something you've wanted for a long time. I'm bringing alcohol and a new friend." he answered. "Ok, see you then." The last time he brought over a "new friend" it turned out to be a set of bondage straps and a vibrator. That was a fun night. My memory strained, trying to recall something I've wanted for a long time. Could it be? No. He'd never go for that...but...maybe...Nick? See, I have a thing for his best friend. We were over at his friend's house one weekend and a night of movies and wine coolers turned into tequila and truth or dare. I learned more things that night...and ever since I've wanted to try him out. Please don't get me wrong...there's nothing wrong with Damien. He's 27 years old, 5'9", muscular, blonde, hazel eyes, and a 7 1/2" long and 1 1/2" thick cock...best lover I've ever had. His friend, Nick, who is one year older than Damien, is about the same height and build, but his hair is a dark brown against those hazel eyes and has been blessed with a 9 1/2" long and 2" thick cock. I don't know if it's the bigger endowment or if it's the thrill of the unknown that intrigues me the most. I started going about some errands and returned home at 6:38 pm. I had 22 minutes to get ready. I quickly straightened up the bedroom, made the bed and cleaned the living room. I set out some candles and incense. 6:55...just enough time to freshen up a little. I headed straight to the bathroom and brushed my teeth again, straightened my hair and outfit, and I was good to go. 7:00 pm on the dot and my doorbell rang. I calmly walked over to open the door for Damien and the "new friend". I reached for the handle, pulled the door open and there he stood...Earth's version of God...right in front of me. Damien was wearing a black muscle shirt and his carpenter jeans. He knew that shirt made me hot. I could feel the wetness starting already, god this was going to be a great night. He set down the case of beer and bottle of Rum and leaned in for a kiss. As soon as our lips touched, I could feel the heat spreading throughout my entire body. I couldn't help but grind my hip into his groin to tease him a little. He let out a deep groan and I knew he must have something in store for this evening if he's this excited already. Reluctantly, I retreated from the building passion and invited him in. After he entered the doorway, Nick walked in behind him. He was wearing his blue jeans and a tight white t-shirt that showed off every muscle in his upper body. I looked back at Damien and he grinned, "This is your new friend. I told him of your fantasy and he said it sounds like a wonderful idea." My knees were shaking...I had to sit down. I couldn't believe it, Damien and Nick at the same time. We all sat down in the living room and I mixed myself a Rum and Coke and took a quick shot of rum to calm my nerves. I gave each of the guys a beer and asked what we should do. "Truth or Dare has my vote." Nick offered with a hint of suggestion in his voice. "Sounds good." Damien and I both agreed. Nick went first. "Izabelle, Truth or Dare?" "Truth." He thought for a moment and then asked, "What is your darkest fantasy?" "You already know this." "I need to hear you say it." He had that look in his eyes. That carnivorous animal look. "My fantasy is to have Damien and you at the same time." There, I said it. My heart was racing...I swear they could hear it because both just stared at me for a moment. I downed my first drink and got up to make a second. It was my turn. "Damien, Truth or Dare?" I almost dared him to say 'dare' with the look in my eyes. He didn't disappoint me. "Dare." I paused for a second and told him, "I dare you to strip down naked right here and sit like that the entire evening." He didn't even hesitate. He stood up and stripped down to the bare essentials, naked as the day he was born. God he's hot!! I could feel that familiar burning sensation returning to that impatient place between my legs. I had to get another drink. I'm not normally a drinker so the two in my system already and now this third one, will be enough to get me feeling pretty good. Damien's turn. "Nick, Truth or Dare?" "Dare." He winked at me and said, "Ok, I dare you to kiss Izzy." He didn't even hesitate. He just stood up, walked over to where I was sitting on the floor and planted a perfect kiss right on my mouth. His lips were soft and gentle, yet forceful and dominating. I wasn't going to last long tonight. This third drink is hitting me, I have my boyfriend's best friend kissing me, and I have my boyfriend to thank for it (which I will next time we're alone). I couldn't take it anymore, I threw my arms around Nick's neck and kissed him back with more eagerness than I had ever mustered before. I paused for a moment in the middle of the kiss to look at Damien. He had his hand on his cock and was stroking it. Obviously, this was ok with him. Nick suggested we move into the bedroom. Damien put his boxers back on and the guys helped me into the bedroom. I wasn't drunk, but was feeling very tipsy. I laid down on the bed and Nick started to kiss me again as Damien undressed me. He had taken my sandals off and unbuttoned my pants and pulled them half way down. I could hear Damien whispering to Nick about something and then they switched places. The next thing I felt was Damien's sweet lips against mine and Nick's hands finished undressing me. I was laying there in my purple bra and thong. I heard Nick groan. Damien stopped kissing me long enough to reply with, "Work of art, isn't she?" "Wonderful." With that one word out of Nick's mouth, my heart swelled and so did my groin. I needed release soon, I could feel it burning inside. I couldn't take it anymore. "Alright...both of you...clothes off...NOW!" I screamed between ragged breaths. They looked at each other for just a split second and Nick stripped down to nakedness in, what must have been, record time and Damien's boxers hit the floor. I sat up and braced myself with my hands on the mattress as Damien took off my bra and Nick worked on my thong. Both were off in no time at all. All three of us sat there, naked, and contemplated for just a second as to what was about to happen. I don't think any doubt ran through any one of our minds in that second. Damien nodded at Nick and then smiled at me. "Lay down sweetie." Damien encouraged. I laid back and waited for the next move. Both of them dove in for the kill. Damien kissed me deeply as I felt Nick's large hands caress my inner thighs. Slowly, he moved upwards to the treasure that awaits him. Then I felt it. He laid his thumb directly on my clit. My hips bucked up uncontrollably. Damien continued his assault on my mouth and used his hands to manipulate my breasts into whatever form he was trying to mold them into. I could feel the pressure building. Nick's hand was moving faster now...faster and faster...circles becoming smaller and smaller until he was just rubbing my clit alone. It felt so good...Nick's hands...Damien's mouth and hands...at the same time ...I...I...can't... hold...it... AAHH...AHHH.... Just then Nick shoved his fingers inside my pussy and began to finger fuck me. That was enough to send me over the edge. AHH...AHHHHH.... AAAAAAAAHHHHHHHHHHHHH!!!!!!!!!!!!!! I'M CUMMING!!! OH, GOD!! OH, GOD!!! AHHHHHHHHHH.......... Both guys slowed down and waited for me to come down from my trip to heaven before asking me if they should proceed. All I could do was nod. Nick moved up and presented his cock in front of my mouth. I eagerly took in as much as I could. I ran my tongue up and down the shaft as my hands massaged his balls. I worked my magic. Sucking and licking and touching...I could feel his impending orgasm rise. I looked up at Nick's eyes and just then, Damien made a mad dash for my mound. His tongue was golden when it came to oral pleasures. I had to stop sucking on Nick a few times to keep from biting in the midst of my own pleasure. I could feel the orgasm rising again. I screamed out, "I NEED YOU BOTH!! NOW!!" Damien was happy to oblige. He sat up and asked me to turn onto my hands and knees. I asked Nick to lay down on his back in front of me so I could still have that wonderful piece of meat in my mouth. I leaned over and took him in my mouth and I felt Damien's fingers probing my most precious asset. I was getting so worked up and couldn't take it anymore. I reached around behind me and grabbed Damien's gorgeous cock, aimed it directly at my pussy and told him to "Do it now." In one thrust I could feel him stretching me. I feverishly went back to my task of pleasing Nick with my mouth as I bucked back against Damien. I was almost to my second orgasm when Damien stopped. He told me, "Keep going, I'll be right back." I continued to massage and lick that beautiful piece of manhood in front of me. Nick's eyes were rolled back in his head and he was moaning so loud...I knew he was close. Then I felt it. Damien had started to push some lube into my ass. I tensed immediately when his finger pushed past my sphincter. Damien leaned over me and told me to relax. I tried. Nick pulled himself out of my mouth, put one hand under my chin and looked into my eyes and smiled. Nick pulled me on top of him. I straddled his hips and tried to prop myself up high enough get his massive member inside of me. The moment I had waited for was there. I slowly reached down and took hold of Nick's perfectly shaped prick and aimed him at my waiting pussy lips. I tried to put the head in. He was so big. Too big. I was starting to think he wouldn't fit. Finally, I just grit my teeth and pushed down as he thrust up. I could feel him stretching me in every way. Just when I thought I couldn't be more filled up, Damien started probing at my ass with one hand on each of my hips. Nick pulled me down to lay on top of him and whispered in my ear to relax. He told me how I felt so good and so unbelievably tight. Just the though of pleasing him sent a rush of arousal through my body and Damien used that instant of relaxation as his chance. He pushed in with one thrust. Both men stopped and waited for me to get used to the new feeling of being filled by two huge cocks at the same time. I started to rock my hips when the pain ceased and then all I felt was pleasure. I could hear Damien's groans of ecstasy behind me as he slowly pulled out and pushed back into my ass. I rocked on Nick as best I could, considering I was pinned where I was. Finally we gained a rhythm and started to move faster and faster. Damien was pounding harder and harder. I looked down at Nick's face. He was staring straight at me with pure lust in his eyes. That was enough to send me over the edge. OH GOD!! OH GOD!! I'm going to cum!! AHH.... AHHH.... AHHHH.... AAAAAAAAAAAAAAHHHHHHHHHHHHHH!!!!! Just then Damien exploded in my ass and filled me with his cream. The sensation of him still moving in and out just intensified my orgasm. AAAAAAAAAHHHHHHHHHHHHH!!!!! OH GOD!!!!!!! Nick gave out a low growl and thrust up as far as he could go...I was stretched to the limit...I could feel him shake and quiver and then let go with a groan as he filled me with his own cum. Both of them just stayed where they were, pulsing with the remaining ebbs of their own climaxes, until I was completely calmed down. Damien slowly pulled out and I, even more slowly, lifted myself off of Nick. Damien and I collapsed onto the bed and we all fell asleep for a night of wonderful dreams. --------- I woke up the next morning with both of the guys still there. I suddenly felt shy and a little embarrassed at my behavior from the night before. I looked at Damien and he smiled and kissed me lightly on the lips. I turned and faced Nick and he ran his finger across my cheek and down my neck. Nick started to sit up. My heart started to sink with disappointment. I asked him if he was leaving. All he said was, "Not a chance. Damien and I have the whole weekend off. Would you mind?" It took a few moments before I could muster up the breath to say, "Not at all." I was right. It was going to be a beautiful weekend. A New Friend Josh got up and started down the road around noon on a Saturday afternoon. He had been anticipating this weekend for sometime. It had been months since he had seen Tricia. The two hour drive was pretty easy as he had made it a few times. Meanwhile Tricia was busy preparing for the more than satisfying sexual adventure that she knew would occur that night. She showered making sure she was freshly clean. While in the shower she made sure to shave her aching pussy. She needed this weekend. It had been months since she had been satisfied the way Josh was able to. As the razor smoothed the stubble she resisted the urge to get a start on her satisfaction. Tricia finished her shower and got dressed for the rest of the day. The weather was very warm and she dressed in her shorts and a tank top. Tricia thought to herself "Who would believe that she would have so much fun with someone she barely knew." The two had met months earlier but at the time it seemed so much longer. The two spoke daily whether it was by email, phone, or online. They each had their separate lives and neither was willing to leave that life. She was fine with the idea of only seeing him once every few months. The memories of the last time he saw her flooded his mind. She had met him at a hotel room in a town half way between their two towns. He couldn't help but notice the straining cock pushing against his pants as he thought about her. She was like no other woman he had met. She was willing to do and try most things that others turned their backs to. They both talked about all the naughty things they would do to each other this meeting since they had more time and resources. Finally Josh made his way down that small county road to her house. Once she saw his car pull down the drive her pussy immediately became wet. She met him at the back door and they kissed with the mad passion she had been waiting for. They broke their kiss to go in to the living room. Tricia got a call as they sat on the couch getting caught up on things. Josh got a mischievous smile on his face as he began to kiss on Tricia's neck and ears. He cupped her large DD breasts in his masculine hands. Playfully Tricia rolled her eyes as she tried to get him to stop but it was no use. He was determined to toy with her while he knew she had to be quiet. Josh moved lower and lower until he was at the top of her shorts waistband. He smiled as he unfastened her shorts. His hand slid up the leg of her shorts to find her panties already soaking wet. He slipped a finger inside them and quickly it found its way inside her wet pussy. Tricia started breathing a little heavier as she lifted her ass to allow Josh to slip off her shorts and thong. She was still on the phone when his tongue made initial contact with her swollen lips. Her body jumped with the amazing sensation of his expert tongue teasing her. Josh noticed the more he teased her, the more engorged her lips and clit became. She moved a hand to the back of his head as she had to use the other to steady the phone as much as possible. Tricia knew he would not stop until she came. Finally she was able to get off the phone and concentrate on the tongue between her legs. She spread her legs even more and put her feet up on the ottoman to get more comfortable. With her hands she pulled her lips apart to let Josh have better access to her wet slit and the very hard clit. He used long slow strokes with his tongue to lick her wet slit up and down. Then he sucked her lips into his mouth sucking hard on them to make them even more swollen. Tricia grunted and moaned as she felt her body tensing up and getting to that point she so desperately desired. Josh sensed she was close and increased the pressure he applied and the frequency of the flicking of his tongue. She started thrusting her pussy into his face as she pulled him into her. "I'm cumming! I'M CUMMING!!!!" Tricia screamed as her body tensed up and her legs clinched his head tightly in place. She tried to catch her breath as her body slowly began to relax. Unable to move she motioned for him to come kiss her. As their lips met she tasted her cum on his lips. They had plans to go eat and go get a new toy at the local porn shop. During dinner they playfully discussed all the things they could buy and should do later that night when they got back to her house. Plenty of toys were discussed ranging from butt plugs to the ever famous rabbit. They finished dinner and headed to the local porn store. When they went inside the walls were covered with displays and massive quantities of sex toys. Josh and Tricia carefully walked every inch of the store looking at all the toys they had to offer and even some of the movies that filled the middle of the store. In the end Tricia decided on a glass dildo that was clear with a pink screw like protrusion going around the entire shaft. Josh bought some lube for the rest of the night's activities. Josh drove the two of them back to her house. While he drove she began to play with her large tits and pulled them out of her bra so he could watch her. He reached over and pulled on her nipples as she squeezed and played with them. Then she reached over and began to caress his cock through his jeans while he attempted to keep the car on the road. Her hand slipped inside and she stroked his cock softly and slowly. Luckily for Josh Tricia's house was not far away now. After he pulled into her driveway they hurried into the house to explore each other as well as try out the new toy she purchased. Josh playfully chased Tricia down the hall to her room and then onto her bed. Both of them were completely naked by the time they reached her bedroom. She lit several candles around the room before returning back to the bed where Josh was laying already stroking himself. Once on the bed she laid beside him replacing his hand with her own. They began to kiss as she stroked him. Her hand would occasionally rub and caress his hairless sack. Then she rolled on top of Josh and began to kiss down his body. She kissed his slightly hairy chest and made sure to pay attention to his erect nipples. Josh moved the pillows to prop his head up so he could watch his lover work her way down his body to his hard cock. When she reached the rock hard dick she smiled and licked her lips just before taking him all the way into her mouth. He moaned loudly as she devoured him in one motion. She bobbed her head up and down on the cock before her with the desire to please like no other woman had ever pleased Josh. Tricia worked her mouth and hands in unison to bring him close to ecstasy before letting up to prevent him from cumming. Josh marveled at how Tricia could take him all the way in and maneuver her tongue around his cock to create such a sensation to make him beg for more. Finally he couldn't take much more and he caught her when she was without a mouthful. He rolled her over before she could fight him. Josh went to get the new toy she just purchased and the lube before heading back to the bed where Tricia laid naked rubbing her clit. The glass cock had a spiraling ring traveling the length of the 8 inch shaft and a rounded point on the end to stimulate the g-spot. He poured a little lube in his hand and on the shaft of the dildo. Then he took a position between her legs with the dildo in hand he parted her swollen lips. She wiggled as he inserted the shaft deeper into her pussy. Once it was totally inside her, he slowly worked it in and out while rubbing her clit with his other hand. His hand moved the dildo faster as she grew more and more needy. Her hips were now gyrating with the thrusts of the dildo. Josh lubed up his fingers on his other hand and also her little asshole. He inserted one finger first and let her get use to it before getting a second finger inside her. He was still fucking her with the glass cock. Tricia had a couple of small orgasms from this pleasure. She needed that big mind blowing orgasm she knew that was capable between the two. "Fuck my ass with the dildo please" she asked. Josh was more than willing to comply. He lubed her ass and the dildo even more to allow it to glide in. She winced slightly as he inserted the new toy. He took his time to allow her to adjust to the size as well as the stretching it was creating. When she was ready he slid it in and out of her as much as she could take. She closed her eyes to enjoy the feeling of having this glass cock fuck her ass. He surprised her when his tongue suddenly flicked her rock hard clit. Her body jumped with the unsuspecting pleasure. Josh's tongue manipulated her clit steadily as he fucked her ass with the dildo. "Oh fuck Josh that feels so damn good!" she moaned as he continued to please her. She felt that orgasm building. It was so close. "Don't stop! God please don't stop now!" This only excited Josh even more as he fucked her harder and harder. He was ready for her to cum again for him. Josh sucked her clit and worked it with his tongue trying to make her cum. Uncontrollably Tricia's hips bucked and fucked the dildo as her hands held Josh's head firmly against her mound. "I'm cumming. I'm cumming I'm cumming" Tricia muttered between breaths. He clamped on and furiously licked her clit as she came. All of her muscles tensed up as she tried to control her limbs and then to attempt to catch her breath. After a few minutes Tricia opened her eyes and could not believe what had just happen. She had never cum so hard before. Her pussy was still pulsating. Josh watched her try to recover. He had his cock in his hand slowly stroking it as he watched her chest heave up and down as her heart tried to slow down from the euphoria of her orgasm. She knew her pussy would need time to re-cooperate so she slid down the bed to where Josh was sitting with his cock still in his hand. Tricia rolled off the bed and ran to her dresser to get something out of the drawer. When she returned she had a small thin vibrator in her hand. She talked josh into getting onto all fours on the bed. With her hand freshly lubed she stroked his cock from behind. Then to his surprise she dripped lube onto his asshole. Then her finger worked into his tight virgin hole. They had talked about this but he didn't think she would really do it. Tricia was patient and worked a finger into his ass nice and slow. She checked with him continuously to make sure he was ok and she wasn't hurting him. After a few minutes of stimulating him with one finger, Tricia added a second. Josh winced as she stretched his ass farther than it had ever been stretched before. She made sure there was plenty of lube as he started to relax and enjoy the fingering he was receiving. When she felt like he was ready she asked him if he wanted more. Before he could really answer Josh looked back and saw Tricia lubing up her dildo. He felt the hard object pressing against his back door. She applied a little pressure while still making sure he was ok and that it wasn't hurting. Amazingly he felt no real pain since he was relaxed and had been properly stretched to build up to the dildo. Tricia added a little more lube as she worked it in and out of the tight hole slowly. Josh was really enjoying the toy being used on him. His comfort level was more than he had expected. "Fuck me a little harder Tricia." She grinned with the request. "You like your ass fucked don't you?" Josh didn't say anything in reply. She simply did as he asked. His well lubed ass allowed the toy to slide in and out with ease. He reached back and started to stroke his cock as she fucked his ass. He was getting close to cumming. Josh wanted to fuck her. He wanted to fill her hole with his cock. Surely by now she had enough time to recover. Tricia reluctantly pulled the toy out and put it on the table beside the bed. It didn't take long for Josh to balls deep into her pussy. She didn't have much say in the matter either as he started fucking her dripping wet pussy. To be honest she didn't mind it at all either. That was her favorite type of fucking. Hard and fast. Tricia grunted with each thrust as it seemed like he kept getting deeper and deeper. Josh pushed her legs up to her tits and watched his dick as it passed in and out of her swollen pussy lips. He fucked her with long and slow strokes so he could savor the sight of his thick cock inside her hairless pussy. It was all he could do to keep from shooting his wad right then. He told her to roll over and get on all fours by the end of the bed. Tricia playful did a sultry walk to the end of the bed. When she got on all fours she shook her ass at him and said "Where you gonna stick that dick of yours big guy?" With a smack on the ass he replied "You don't worry about that. Let me take care of where I put it." Before she could think of a witty come back he was already fully inside her again. Josh had his hands on her hips fucking her hard from behind. The sounds of his crotch slapping against the back of her thighs and ass filled the room. She arched her back to feel him as deep as she possibly could. When she did, Josh reached up and grabbed a handful of her hair. He knew she liked this. Vulgarities spewed from both of their mouths as they each reached a new orgasm. Her hands gripped the bed sheets as he fucked her as hard as he possibly could. She lost all control of her muscles as they contracted rapidly. That sensation drove him over the edge. He pulled out and shot his hot milky white cum all over her ass. They both collapsed onto the bed. After several minutes of hard breathing they finally caught their breath and were able to talk normally again. Josh got up and went to the bathroom. He returned to the room and noticed how the smell of sex was so strong that even the candles that burned on the dresser could not cover it up. He returned to the bed where Tricia was still laying on her stomach. He used the damp wash cloth her brought back with him to wash off the drying cum on her ass. The two fell asleep soon after. She laid in his arms as they drifted to sleep. They rested for a few hours before Tricia felt a poking in her back. Then she realized he was caressing her tits while kissing her back and neck again. She pushed her ass against him to let him know that she wanted to play as well. Josh was really grinding his cock against her ass as she pushed hard back. He moved his hand down to find her pussy already soaking wet again. His finger slid in which caused her to start moaning again. She rolled over onto her back and pulled him on top of her. His cock slipped in as he teased her by just allowing the tip to enter. She grew frustrated with each partial penetration. With her legs she tried to force him in all the way. He caught her before she could trap him with her legs. He teased her a little more before finally ramming home his thick cock. She screamed in delight as he stretched her tight pussy once again. Her ecstasy was short lived as after a few quick pumps he removed his cock and kissed his way down her body. He made sure to lick and suck her hard nipples for an extended amount of time. To her delight he finally reached her pussy. She couldn't get enough of his oral skills. The teasing drove her wild. Josh didn't disappoint this time either. He kissed all around the swollen hairless lips. She wiggled in the bed as he teased her. Soon she was moving her hips trying to get his tongue to where she wanted. He stopped and waited for her to stop. Tricia whimpered in a pouting tone. Josh picked up where he left off and lightly ran his tongue along the outer fold of the lips. He sucked each one into his mouth while pulling away to let it pop out. Then he flicked his tongue side to side as it passed up and down her wet slit. She held her pussy wide open to get the maximum exposure of the oral experience. His tongue explored every inch of her pussy and even her ass. He licked her starting at her engorged clit then all the way to her sphincter. His tongue twirled around the tight hole he had fucked with a dildo hours earlier. She jumped with each quick circle he made. He pressed his tongue hard against her as he licked the area between her ass and pussy. Back and forth he licked her. She squirmed the entire time. Finally the teasing was over. He needed to taste her cum. Working his way up to her clit, Josh sucked it all in his mouth. He kneaded it with his tongue as he continued to suck on the large pearl sized clit. Just when she thought it couldn't get any better, he inserted two fingers and quickly searched out her g-spot. It didn't take long before she was bucking and cumming all over his face. Tricia grabbed as much of Josh's hair as possible forcing his face into her wetness. Tricia laid there trying to catch her breath as her body still tingled from the orgasm that just took over her body. Josh moved back up the bed and kissed her. She could still taste her juices in his mouth. Then Josh got up and grabbed her by the hand and said "Come on, lets go sit out side for a little while." Reluctantly Tricia agreed and they moved out to the back porch. They sat on the back porch looking up at the stars. It was easy to see them without all the bright lights of the big city that he was use to. Even though it was summer it was still a bit chilly out side so Tricia went in and got them a blanket to snuggle in. Eventually her hand began to move up his naked thigh until it got to his semi-rigid member. Josh knew what she was up to and had no objections. Her hand playfully caressed the organ until it was fully erect again. She moved down a few steps get better access for her mouth. Tricia toyed with him by teasing his cock with her mouth. She ran her tongue up and down the length of the shaft before flicking the head. All Josh wanted to do was grab the back of her head and slam his cock into her mouth and fuck her face, but he didn't. He took the torture because he knew it would be better in the end for both of them. Finally she swallowed his cock in one motion. Taking the full length in her mouth and then quickly pulling it all back out. Again she swallowed him. Each time she took him in it felt better and better. Her hands cupped his balls and kneaded them lightly as the saliva dripped off his cock. He finally had to stop her so he wouldn't cum in her mouth. He knew she didn't like it and besides he wanted to please her again as well. Tricia stayed on her knees on the steps as Josh took his place behind her. He bent down and gave her pussy a few licks just for fun. He found that her pussy was already dripping with juices. As he stood up he smacked her has harder than he had ever before. The echo of the smack filled the early morning air. "Bring it on baby!" Tricia said as she teased him by wiggling her ass at him. With a quick thrust Josh was balls deep into Tricia's always tight pussy. He knew she liked it a little rougher than what they had been so he decided to give it to her like she wanted. Josh slapped her ass as he fucked her with more aggression than he had ever done with anyone else. The slaps stung more than usual in the cool crisp air. The couple's grunts and moans made the horses stir that were in the neighbor's yard behind Tricia's house. The sounds of their skin slapping against each other seemed deafening in the near silent outdoors. The wood steps creaked under his feet as his body rocked back and forth pumping his manhood into her juicy hole. Tricia was really getting into it and began to slam her ass against her lover meeting each of his thrusts with her own forcing him deeper insider her. He held on tight to her hips making sure he didn't slip out. Her grunts were getting louder and it made him want to treat her even dirtier. "Are you my dirty little whore?" he asked. He couldn't believe he had asked that. Josh was never really big on "dirty talk" but for some reason the mood along with her desire overwhelmed him. A New Friend Between grunts and moans she replied "Oh yes fuck your dirty whore. Make me your bitch." The words coming from her mouth nearly stopped Josh as it surprised him that she would say such things. The nastiness only encouraged him to do and say more to her. She held onto the step to brace her self and to keep her face from being pushed into the porch with all the force of his thrusts. Josh grew bolder as the fuck session went on. He took a handful of her short brown hair and pulled it. She mentioned in a few of their sexual discussions about how she liked her hair pulled. This turned Tricia on even more if that was possible. She felt her first big orgasm building. Her moans got louder than before. She couldn't help but scream when the orgasm rocked her body. Josh kept fucking her to make the orgasm continue as long as possible. He slowly started to slow down as she came off her sexual high. Josh knew that the steps were not the most comfortable location for Tricia so he suggested they go inside to continue. Once back in the bedroom, Josh laid on his back and Tricia straddled his fat cock. Her large tits bounced around as she humped his manhood with the same ferocity as he had done to her earlier outside. First she leaned forward to let him play and suck on her hardened nipples. She loved it when he bit them. The slight pain excited her. She continued to grind against his crotch stimulating all the right places inside her pussy. When she sat up he felt so deep inside her. Her hands clinched his chest leaving small scratches as she rode him. He grabbed her hips forcing them to move faster back and forth across his crotch. Soon her body was tensing up as another orgasm gained momentum. Her hands squeezed his chest even harder as she came all over his cock. As her hands relaxed she reached over to the side of the bed and grabbed the lube from earlier. She oiled up his cock and squatted over it taking it all in her ass. She was still relaxed from earlier so it didn't take much to get him inside her. She was still very tight against his cock. The feeling of her ass sent him into a state of euphoria. She knew how to work it as she rode him up and down. She would go really fast before slowing down to almost a stop. Tricia repeated this sequence multiple times driving Josh wild. He wanted to be back in control so pulled out and pushed her on her back. He pushed her legs up to her chest and re-inserted himself into her tight ass. She worked her hand between her legs and rubbed her clit as he penetrated her back door repeatedly. The tightness of her ass was beginning to work its magic as he sensed his balls tightening up. Josh held onto her legs as he slammed his cock home as hard as he could like it would be his last time. Tricia could sense he was getting close and said "Cum in my ass. Fill it with your hot cum baby!" Josh couldn't speak as he concentrated on fulfilling her demands. He could only mutter and grunt as he got closer and closer. Tricia frantically rubbed her clit to try to time her orgasm with his. They were both so close. Josh screamed out as he shot his first load of cum deep inside her. When she felt the second and the third loads hit she exploded in her own overwhelming orgasm. Her hand froze over her clit holding it as it throbbed and pulsated. His body continued to twitch as his cock slowly shrank before finally popping out of her ass. He rested on top of her as she ran her fingers through his hair. Neither one wanting to move but they couldn't stay like that long since both were very hot and covered in sweat. Josh rolled off her and let the fan above attempt to cool him off. They talked about how good everything felt and how amazing it was. Eventually both drifted to sleep in the early morning hours. As they slept the morning hours drifted by and Tricia finally woke up around 10 a.m. She went into the kitchen to start a pot of coffee and see what was in the cabinets to make for breakfast. Josh heard her stirring in the kitchen. After a trip to the bathroom he went in to see if he could help. There really wasn't much to make since she wasn't a fan of cooking. He told her he would just get something on the way home. Josh decided that he better shower before heading home and asked her to join him. Her legs were still weak from the night long fuck session but she didn't know how long it would be before she saw him again. She wasn't about to miss out on a minute of time with him. She went to get the water started and a couple of towels. They both entered the shower and stood there to let the water rinse their sex covered bodies. Tricia squirted an ample amount of body soap into her hand and slowly worked the soap into his skin. She made sure to cover every inch of him and paying special attention to his currently flaccid cock and now non-virgin ass. All of this playing caused him to get an erection in her hands. As the water rinsed away the soap, a smile covered her face. She slowly sank to her knees in the shower. Josh positioned the water away from their bodies to keep from drowning his lover as she stroked his cock. Finally she took him in her mouth. While she sucked him she surprised him by working a finger into his ass. He spread his legs to allow her better access to his hole. Josh leaned against the glass of the shower as he let her work her mouth over his cock. He put his hand on her head and twisted her hair to force her to look up at him as she sucked his pole. He knew Tricia was antsy to feel some cock in her again so he helped her up. They tried a few positions but nothing really did work with the height difference of well over a foot. They agreed to move things to the somewhere a little more accommodating. They dried off as they made their way through the house looking for somewhere different. They settled on the living room since there were large couches. She opened the curtains to let all the light in yet left a shear covering so they wouldn't be open to the public. The thought of them seeing out without being seen excited both of them. Josh sat down on the couch and Tricia quickly straddled him as she faced him. They kissed passionately as he slipped right in. His hands moved back and forth between caressing her large tits to squeezing her ass as she rode him. She wrapped her arms around his neck to hold on as she bounced up and down on his cock. She turned around and sat right back down on him. Watching the people go by and knowing they didn't have a clue what was going on so close to them was a huge turn on for both of them. Her back pressed against his chest as she slowed it down and gently worked her hips back and forth. His large hands squeezed and pulled on her hard nipples. While leaning back she whispered in his ear "I love it when you fuck me from behind. I wanna feel it one more time." He simply nodded and moved her over to the ottoman. She got on her knees on the ottoman as he took his position behind her. "Give it to me hard one last time baby" she said with a smile as she looked back at him. Josh bent over and playfully bit her ass. She jumped and giggled with his tiger impersonation. He spread her ass cheeks apart and relished in the view before lining his fat cock up with he dripping hole. He knew this would be the last time so he wanted to savor every stroke, every inch of her. Slowly he slid into place deep inside her. He stayed there motionless letting his organ feel the warm of her pussy. Finally he slowly withdrew his cock almost all the way out. Just the defined mushroom head remained inside her. Tricia was aching for more. She wanted the hard sex she desired from him one last time. Her arms prepared her for what she hoped would be that hard fucking. "Come on baby, fuck me please!" she whimpered as she looked back at him. He knew she would grow impatient if she didn't get what she wanted. He watched as his cock penetrated her swollen pussy. The two hairless bodies looked so good together. He couldn't control himself any longer and quickly began to pound her pussy like she so desperately begged for. "Ahhh yeah baby! Give me all of your fat cock. Fuck me harder!" she grunted as she grasped for more leverage on the ottoman. His balls slammed against her clit with each body crashing thrust. He squeezed her hips trying to hold on for dear life. Tricia moaned louder and louder with each thrust. His own grunts got louder as well. "Come on baby fuck it. That's it fuck it. Oh fuck yeah." She said between moans. Josh would get her so close to cumming before slowing down to catch his breath and to help her orgasm build stronger and stronger. This was driving her crazy. She wanted to feel the orgasm. She wanted his cum all over her body. He was denying her that satisfaction temporarily. Each time Josh would really get into the fucking and hammer her hard, her tits would graze against the fabric of the ottoman. By now the nipples and surrounding area were a glowing red color. She enjoyed the sensation of the constant stimulation of her nipples. After one of the lulling moments when Josh slowed down to help build her orgasm, she noticed that the strength and power of the thrusts were different. They were stronger and more powerful than before. She figured he was on the verge of erupting. Preparing for the final hurrah she wrapped her arms down around the sides of the ottoman for more leverage. Josh furiously pounded her pussy as beads of sweat dripped off his temple. He reached forward shoving her face into the ottoman muffling her screams only slightly before moving his hand to her shoulder. He pulled on her shoulder forcing his dick as deep as possible. She felt so full and overwhelmed with pleasure. Their grunts and groans filled the room and seemed to echo through the rest of the house. At this point they didn't care if anyone outside heard them. Faster and faster he fucked her. They were both nearing the highest point of ecstasy. Their sweat covered bodies slammed against each other with each thrust. His hand clinched tighter, pulling on her shoulder to meet every thrust. He was concentrating too hard to say anything more than the loud grunts and groans that bellowed from his clinched teeth. Tricia held on tight as the first wave of her orgasm took over her body. As soon as that wave subsided she was able to get out the words "Oh FUCK I'm cumming Josh!" just before the next larger orgasm hit. Her eyes rolled back in her head as she laid there unable to control her body. The seismic orgasm she desired erupted through her body. The pulsations of her pussy sent Josh over edge. Just as he pulled out, the flood gates opened and several large loads of hot milky cum covered Tricia's back. One of the first few spurts landed between her shoulder blades just below the ends of her brown hair. Even after he finished shooting his load, the head of his cock throbbed with the remainder of his orgasm. Josh collapsed back against the couch as Tricia laid motionless on the ottoman. Neither one of them were talking as they took a minute to regain their breath. Tricia attempted unsuccessfully to lift herself off the ottoman. Ten minutes passed before she was able to roll off and rest her head in Josh's lap. She licked clean the tip of his now flaccid cock. Finally the couple managed to get up off the floor. They both got dressed without much being said as they both dreaded the time that loomed. She knew he had a long two hour trip home. With his things now gathered he walked over to where she stood watching him. He wrapped his arms around her not knowing when he would see her again. She laid her head against his chest as he ran his hand up and down the middle of her back. Neither one wanted to break the embrace and spoil the moment but finally Josh pulled away. He kissed her just before walking out the door. When he looked back he saw her standing at the door watching and waving bye. She didn't want him to leave but she had enough memories to get her by on those lonely nights when she ached for a hard fucking. Josh pulled down the driveway and turned on the road heading out of the small town. It would be months before he saw her again but for now he was content and satisfied. A New Friend I pull into an empty roadside rest stop on my bike. It's late summer, shortly before sun down on Friday and the late afternoon air is cool. I'm wearing full leathers, but it's still warm enough to take off my jacket while I stretch my muscles and drink something. A car pulls in to a parking spot nearby and a woman with auburn hair gets out. She's wearing a black pencil skirt, white silk blouse and dark red heels; she's beautiful and shapely, but seems a little distant. I casually check her out and see her blush in response. Encouraged, I smile and unapologetically watch her walk towards the restrooms, studying the way her lithe body moves beneath her expensive business attire. She's graceful and confident and completely aware of my lingering gaze and it's making her nervous... or maybe excited? Several minutes later (longer than it usually takes a woman) she comes out of the building; her air of controlled perfection now diminished. She's flushed; her hair looks a bit tousled; her blouse is open two buttons lower and her skirt isn't the perfect line of sleek hips and legs it was. She notices my gaze again as I look more closely from over my sunglasses, and tries to fix her appearance, but only manages to draw attention to where she touches herself. At first, she's headed to her car, but as she passes near me she stops as if remembering something. She turns and saunters towards me; where once she was ice, now she's fire! As she approaches, she slowly unbuttons her blouse the rest of the way. Beneath is a sexy lace strapless pushup bra covering perfection. Toned muscles move flawlessly beneath creamy white skin and dark, red lips curl into a wicked smile. With a move that can only be described as a magic trick, she removes her bra with one hand and lets it fall to the ground. I open my mouth to speak, but she silences me with a slender, perfectly manicured finger over my lips. Without a word, she kisses me, deeply; passionately; expressing her growing desire with the urgency of her embrace. The smell of her so close is intoxicating and the warmth of her body is almost overwhelming. Her warm lips linger on mine for a moment before she slides her hands down my chest and unbuttons my jeans. She seems pleased with my reaction to her touch and licks her lips in anticipation. In one smooth motion she slides down my body and hikes her skirt up revealing long, shapely legs and curvy hips. She isn't wearing panties and she's saved clean except for a small patch of auburn fuzz directly above her swollen clit. Our eyes meet as she looks up at me from below and a wicked twinkle in her beautiful green eyes and a knowing smile confirming what took her so long in the ladies' room. Ever so slowly she frees my dick from my jeans and begins to lick the shaft, careful not to neglect the swollen head. I lean back against my Harley, surrendering myself to her affections. She continues to tease me with her tongue for a few minutes before sliding my cock, slowly, inch by inch into her hot mouth. Her left hand comes up to gently cradle my balls and she moans softly as she takes my cock deeper into her mouth. She continues to kiss, suck and lick my member, sometimes painfully slowly, other times with a wonton hunger most women never show. Her mouth moves up and down my shaft, falling into a sensual rhythm of pleasure and rapidly building anticipation of release. She continues for several minutes, my excitement building alongside her enthusiasm until I reach the point of no return. I grasp the back of her head with my hands and drive my cock deep into her mouth. She accepts it eagerly and gently squeezes my sack in encouragement. Unable to contain myself, I unleash the first of many large spurts of hot cum directly into the back of her mouth and down her throat. I shudder a bit with each surge until I'm spent. She gently withdraws my still-throbbing cock from her mouth, careful to clean every bit of cum form the head and shaft before returning it to the confines of my jeans. She stands up slowly, noticing a small trickle of semen clinging to the corner of her lips, but a quick flick of her tongue removes it. With our attentions less focused now, we realize that during our little encounter, another car had pulled up nearby. Inside are a young married couple sit in amazement; blatant lust openly displayed on the man's face; feigned disgust hiding secret desire on the woman's. Without any apparent concern for the voyeurs, the red-head kisses me again, steps back and turns towards her car. In one graceful motion, she picks up her discarded bra, fixes her skirt and struts brazenly towards her car, blouse still unbuttoned, lacy bra tossed over one shoulder like a beach towel. As she opens the door to her car, she looks at me and speaks for the first time. "See you next week?" I slowly put my jacket back on and swing my leg over my bike. I smile and nod in response as I start the engine, its deep rumble having a noticeable effect on her. It would seem I've made a new friend. A New Friend, A New Car Brooke couldn't believe she was back here already. A month ago, she left this same dealership in car that she never expected to get for a price almost too good to be true. This of course, was all because of a chance encounter with an incredibly sexy car dealer named Marica. The first time she saw Marica, Brooke was looking at cars to replace her well loved, but troublesome first car. Her friends and some family members had recommended getting a Honda. She was walking through the Honda dealership car lot, just browsing, when a beautiful girl about her age stepped out the door of the dealership and began to walk towards her. One look was all it took, Brooke was struck by the girl's utter beauty. Her brown hair with golden blond highlights was blowing in the warm wind as she crossed the car lot heading purposefully towards her. She was wearing a low cut light yellow sundress. The breeze blowing the thin yellow material up against her body as she walked towards her almost caused her jaw to drop. As if that wasn't enough, the bright light of the midday sun caused parts of the material to become sheer providing her with a more than ample view of the car dealer's well-endowed body. Releasing the breath she unknowingly was holding in, Brooke turned to face one of the cars in front of her, pretending to look at a fact sheet on the window, composing herself before the beautiful car dealer introduced herself. "You are looking for a new car Miss? My name is Marica. Is there anything I can help you with?" Yes, she thought to herself, there was definitely something she could use her help with. Perhaps it was the fact that it had been a while since she'd last taken a lover or perhaps it was just because Marica was incredibly gorgeous, but Brooke was having a hard time getting rid of the barrage of sexually explicit acts running through her mind as she looked at Marica. "Miss, are you okay? Can I help you?" Marica asked again her brows ruffled with concern when she didn't respond the first time. "I'm sorry. I guess I got distracted. Yes, you can help me. I was wondering if you could tell me about some of the cars on your lot." Brooke said finally finding the words. "Absolutely, it would be my pleasure Miss..." Marica trailed of seeming to realize she never asked her for her name. "Brooke. You can call me by my first name." she said before Marica got the chance to ask her. "Well, that's easy. I won't forget that. Brooke is a very pretty name. A pretty name for a pretty girl," Marica said winking at her and leading her across the lot to a car to a new Accord Coupe that judging from the sticker on the windshield, was a little out of her price range. "This is one of the best deals on our lot right now. Automatic, 6 cylinder engine, CD, Mp3, sunroof, this thing has the works and it comes with one of the best warranties you can get right now. What do you think of it?" Marica asked smiling and gesturing toward the car in front of her. "It's really nice, but I'm not sure I can afford something this expensive right now." Brooke said adjusting her camisole. She was getting warm standing on the hot black top of the car lot. She was glad she hadn't worn a bra today as it would only have made her hotter. Plus she had heard on more than one occasion that her breasts looked great without a bra anyway. She finished adjusting her camisole and although Marica was still talking, she noticed that her eyes were temporarily glued to her chest. Brooke was warm, and it was definitely hot outside, but some of her increase in temperature, was probably do to being in such close proximity to Marica. She continually had to force herself to look away from her full, round, ass as she bent over various parts of the car to show her its features. At one point, she swore Marica caught her staring at her breasts when she dropped a set of keys on the blacktop and had to bend over to pick them up, her large tits hanging freely, giving her a clear view down the top of her dress. Marica had simply picked up the keys, looked up at her making eye contact for a brief moment before resuming their conversation like nothing had happened. "It's hot out here, huh? I heard it's supposed to be even warmer tomorrow. This blacktop doesn't help much either." "Yeah, I'm glad I didn't wear pants today." "You can never go wrong with a skirt and cami." Marica said her eyes examining Brooke's attire. "I like your skirt. It looks cute on you." Dipping her hand beneath the bottom edge of her skirt, Marica pinched the material between her fingers, rubbing it gently and causing Brooke to gasp. "It's nice material. I think we should go for a test drive." Marica said leaving her temporarily stunned by her bold gesture. Was it just her or was Marica flirting with her a bit, she wondered as she took the keys from her, watching as she walked around and got into the passenger side door. Starting up the car, Brooke quickly put the windows down letting some of the stifling heat inside the car out. Marica's hands quickly leapt to the controls turning the air conditioning on full blast. She put the car into drive and pulled up to the exit of the car lot. Traffic was a bit heavy right now and knowing she had some time to wait before the lights would give them a chance to pull out, Brooke used this opportunity to tug up and down on the bottom of her camisole in an attempt to cool herself down. "It's so hot in here." She said continuing to move her cami. The air conditioning is cooling down now and they usually work pretty quickly in these cars. I suggest we shut the windows if you want to cool off." Marica said her eyes lingering on her chest a little longer than they should. Brooke was forced to wonder again if Marica was flirting with her and checking her out. They drove around for a while, Marica pointing out various features and points of interest about the car while Brooke got a feel for how it drives. She was finally starting to cool off. Marica was right, this air conditioning works really well, she thought. "Pull over up there." Marica said indicating an open space on the street they were driving down. She pulled the car into the space leaving it running. The air conditioning felt good, but Brooke was starting to feel a little cold. So what do you think Brooke? Is this a car you could see yourself driving?" "The car is amazing. I absolutely love it, but I just don't think I can afford it. It's quite a bit more than I was planning on spending." Marica started to say something, but stopped. "What? Marica?" Brooke asked turning her head towards her to see Marica staring intently at her breasts. "I'm sorry, Brooke. Are you cold?" she asked her gaze never leaving Brooke's chest. "A little bit, why? Marica, why are you staring at my chest?" Brooke asked finally pulling Marica's gaze away. I apologize. It's just that with the air conditioning on so high, your nipples are poking hard through the fabric of your shirt. I couldn't help but noticed them and that you aren't wearing a bra. You have beautiful breasts. You don't need one." Brooke was flattered by Marica's complements and her attention to her breasts. "Thanks, but you're breasts are gorgeous too." Brooke said looking at Marica's before making eye contact with her. When their eyes met they both laughed. "Brooke, I like you and its clear you like this car. Why don't we see if we can work something out?" "Really, can you cut me a deal or something?" She asked excited by the mere prospect of getting to drive this car every day. "Something like that, but you need to do something for me first." Marica said, staring into her eyes with a burning intensity. "What? I'll do anything!" she said blinded by her urge to obtain the car at all costs. "You have incredibly sexy nipples, have you ever thought of getting them pierced?" Marica asked, staring at her hard nipples, poking through her shirt from the A/C's cold air blowing on her chest from out of the vents. "I've thought about getting mine done, but never seem to get around to it." "I don't know. I never thought about it before." She said, wondering where Marica was going with this. "I'll make you a deal, if you come and get piercings with me, and you help me out right now, I will make sure you can afford this car." Marica said looking into her eyes with a confidence that made Brooke a little nervous. "So you're going to give me this car for what I can afford if I get my nipples pierced with you?" She asked a little confused by what was happening. "Brooke, you like this car. I can tell. I want you to buy this car, but you can only afford it if I cut you a deal. I'll sell you this car at cost if you're interested." "Hell, yeah I'm interested." She said in disbelief, a few moments of pain for a sweet ride like this would be completely worth it." "Well, if you remember correctly, I also said I needed you to help me out." Marica said looking at her with a suggestive look on her face. "If you want this car you need to show me how bad you want it Brooke." Marica stared intently into her eyes before hiking her yellow sundress up and exposing her white lace thong clad pussy to Brooke's wide eyes. Brooke couldn't believe the turn of events. When she first saw Marica at the dealership, she never would have thought that this would happen. She had to admit it was turning her on. Marica pulled the white thong to the side revealing her smooth bald pussy to Brooke's hungry gaze. "Do we have a deal?" Marica asked trailing a finger delicately up her slit before gently parting her outer lips. Brooke eyes never left Marica's pussy as she shook her head yes in response. "Pull the car around the corner here and into the alley between those two buildings." Marica instructed pointing with her free hand. Her other hand stayed busy massaging between her legs as Brooke did her best to follow Marica's directions and focus on driving. Pulling into the narrow alley, they would have more privacy on then on the street. On both sides of the car, there were medium sized office buildings that were rented to a variety of small time companies that Brooke noticed before turning down the alley. Brooke shut the car off before returning her attention to Marica, and her tasty looking pussy. Marica adjusted her seat back as far as it would go and then tilted it back so she was lying relatively flat giving Brooke as much room as she could. "Let's see what you got Brooke." Marica said teasingly spreading her legs wider and motioning Brooke to her with her hand. Unbuckling the seatbelt, Brooke moved towards her head and chest over Marica's thighs and slowly caressed the moist pussy with her fingers. Marica sighed at the feel of Brooke's tentative hand for the first time. Brooke ran her fingers slowly up and down Marica's slit, before dipping first one finger, then two, into her wetness. She massaged gently stretching her tight slippery cunt while rubbing her aroused clit in little circles with her thumb. Marica stared at her with lust in her eyes, "Lick me you teasing bitch. I want to feel that tongue of yours." She demanded grabbing Brooke's hair and forcing it towards her hot, wet, snatch. Brooke happily obeyed her, dipping her head between Marica's legs and tasting her sweet saltiness as her tongue lapped her pussy for the first time. She tasted good, Brooke thought, inhaling the musky sent of her as she found Marica's clit and began flicking her tongue up and down and round and round it bringing cries of pleasure from her open mouth. Brooke slid two fingers into Marica's warm inviting hole, curling them upward to find the textured raised bump of her G-Spot. Applying firm strokes with her fingers as she continued to tongue her clit, Marica's eyes were wide and she was moaning as she watched Brooke with her head raised off the back of the car seat. Feeling her fingers plumbing the depths of Marica's incredible pussy, Brooke was overcome with her own lust. Using her free hand to pull her skirt up, Brooke jerked her black lace thong panties to the side and began frantically rubbing her own clit. Soon Brooke found herself moaning into Marica's pussy with her own pleasure. She slipped her middle finger into her pussy mimicking the actions she was currently performing on Marica while continuing to stimulate her clit with the heel of her hand. Brooke could feel herself getting close and judging from the frequency and increasing volume of her moans, Marica was nearing her own orgasm. Marica's body tensed, hunching forward as her orgasm ripped through her. "Fuck, Brooke I am coming." She groaned, letting out gasps of breath in between words. Feeling Marica's pussy grip her fingers tightly as it contracted was all it took to send Brooke over the edge. Moaning with Marica's clit still in her mouth, Brooke felt her own pussy rhythmically squeezing on her fingers. Her orgasm was strong, and the effect of having two pussies squeezing her fingers simultaneously certainly increased both her pleasure and the novelty of the situation. Her head still between Marica's legs, eyes clamped tight, the only sound in the car was their ragged breathing as they both recovered from their orgasms. After a few moments, Brooke pulled her head out from between Marica's legs and sat up in the seat of the car. Marica's eyes opened hearing and feeling her movement. Brooke watched as a grin spread across her face. "Brooke, you are very talented. I haven't cum like that in a long time." Marica said, shaking her head as if in disbelief. "Clearly this was not your first time with a woman." "Thanks. Yeah, I guess you could say I have some experience with ladies." She said, grinning back at Marica. "It might not have been my first time, but it was quite memorable for me." Brooke said moving towards her to kiss Marica's large pouty lips for the first time, parting them gently with her tongue, before slipping it into her mouth and swirling it around her own, allowing her to taste herself. "We should get back to the dealership, this was a long test drive and my boss might be curious about where I am. Plus, you have some paper work to sign." Marica said, before kissing her once more and moving her seat back to an upright position. Brooke started the car and backed it carefully back down the alley. As she pulled it out, she glanced up and noticed a gathering of three or four male office workers on the second floor of the building. They were pointing, shaking their heads and giving her two thumbs up. "I guess this alley wasn't as private as we thought," Brooke said pointing Marica towards the bystanders crowded around one of the large windows. "Dios Mio! You've got to be kidding me!" Marica exclaimed, shocked by the notion that people may have been watching the whole time. "I am sorry Brooke, I had no idea." "Don't worry about it, I'm sure we can find a better place next time." She said, winking at a confused Marica. "Next time?" Marica asked. "Well, I still need to get my nipples pierced right? Who knows where we might end up after that Brooke said smiling as she drove her soon to be new car back to the dealership. A New Friend at Karaoke The song reached a climax as he spun the pretty Filipina girl under his arm. She giggled as she completed the spin and came to rest in his arms, petit arse snuggled against his crotch as she grinded against him. The microphone was passed to another singer and the dancing continued without pause. With only a short time in the city to enjoy themselves the group of sailors had chosen to hit this bar on the recommendation of one of them. Even in the busy metropolis there was a limit to how many bars they could find that would be busy at 2.00pm on a Wednesday afternoon; and the temptation of being surrounded by beautiful Filipinas was too much for them all to resist. They were deep in to their fifth bucket of beer and in to the second bottle of tequila by now and those that weren't dancing were sitting with a girl next to them or, in one case, on his lap. Truly the most beautiful girls in the world John agreed and turned his attention back to Ana in front of him. Her lithe body was wriggling back against him erotically in time to the music and his hands. She was only 26 and enjoying her only day off this week in the way that everyone appreciated: karaoke, drinking and dancing. After John had sat down next to her and used his very limited Tagalog to open a conversation he was relieved to discover her English was very good and they'd rapidly passed through the flirting to the dancing. She leaned back over her shoulder again and pushed her eager mouth up towards him, insistent for another kiss. He obliged her and their tongues danced as enthusiastically as their bodies. Her arse was pushed hard against him now and she must be able to feel his hardness growing. His hands moved from her hips to caress her smooth stomach and hint at moving downwards, at which she moaned in to the kiss. One of Ana's friends danced by and leaned over to whisper something to her, and hand her something discretely. Ana grinned wickedly and took John's hand as the song finished, leading him towards the entrance to the bar. "You want to go somewhere private?" She asked. "My friend's flat is just upstairs." John could only nod his agreement, grinning back at the younger girl, squeezing her hand. The corridor outside the bar was a maze of alleys and staircases; John was sure he could never have found it if their friend hadn't been guiding them all in. Ana seemed to know where she was going though and a few stories up she let them in to a small flat. It was unimpressive and clearly an old building but clean, and they paid very little attention to the décor as they fell in to each other's arms as soon as the door closed. Ana's kiss was enthusiastic as their lips met and arms pulled each other close. She had to lean up to reach his mouth for the hiss and her hips were pushing insistently against his muscular thigh. She broke off the kiss for long enough to whisper "I think you're making me very wet." She guided his hand up her short dress as he pushed her back against the wall: she wasn't wrong, John could feel the heat and moisture through her skimpy underwear. His fingers caressed the slippery skin on her upper thighs and then gently pulled the thong aside. Their kiss never wavered and she moaned hard as he felt drops of her wetness fall on to his fingers and wrist. Pulling her knickers down they fell to the floor and she kicked them aside, spreading her legs to expose herself to his touch. Now he moved his fingers up and down over her slit, spreading the hot wetness from her tight dripping pussy to her clit, pleased to discover she was shaved smooth. As he found her clit and run insistent circles around it, he pulled back from the kiss to watch her. Her eyes were wide and stared at him, mouth slightly open. "Oh, oh, oh," she mouthed silently as he touched her clit again and again. Her body started to tremble and even in the dim light he could see her nipples pushing hard against the shear fabric of her black dress. Suddenly her eyes rolled back and she gasped, a deluge of warm liquid falling over his wrist as she collapsed in to his arms. "Oh wow, that, was, oh, oh," was all she could say. His hand cupped her arse now supporting her as she reached down to fumble with his belt. She soon had it undone and his trousers fell away as her eager hand caressed his thick hardness through his pants. She looked across the flat and dragged him to the bed in the next room; the simple pink linen looking pale against her delicate Asian skin as she lay there pulling him on top of her. His fingers soon found the zipper for her dress and even the distraction of her small hand wrapped around him couldn't slow him down. As it fell undone his mouth moved to her long, thick nipples, feeling their hardness with his tongue and eliciting a sharp gasp from her. He rolled over on to his back, pulling her with him and she rapidly removed her dress and his shirt before grinding her soaking, smooth pussy against his hardness through his pants. As he watched her she sat up on him, caressing her own breasts and nipples then running her hand down over her beautifully toned body to her clit. John felt himself grow even harder, if that was possible, as she performed for him. Her finger flickered over her clit and then one, two fingers pushed inside herself as she brought herself to another gushing orgasm. "Oh so, so wet," she moaned as she came down, shaking hands removing his soaked pants. Sitting back up on him Ana used one hand to position his thick cock at her entrance. She pushed down slowly and even before the tip was fully in John could feel how tight she was. Her wetness was soaking his cock now, and the bed beneath him as she moaned loudly, pushing herself upon him. Slowly, agonisingly and deliciously slowly, she sank on to his thick cock, her small young body, reacting to the pleasure he was bringing her. His hands cupped her arse, then massaged her perfect tits making her moan again. When he was fully inside her she paused, kissing him hard as she just enjoyed the sensation of being so full. Then she began to move on him and his moans joined hers as his cock was squeezed tightly by her little cunt. Soon she was riding him hard, riding him to another orgasm, letting herself go she screamed this time and it was all John could do to hold himself back. As she recovered he lifted her tiny body up and rolled them over again so he was on top. Looking down at her he kept himself inside her all the time. She spread her legs and begged him, "oh oh please, please keep going, keep fucking me, I want you to cum." Eager to follow the instruction John began moving in and out of her, working up to a frantic pace. Their moans rose in harmony between the passionately snatched kisses. "Please cum cum inside me," she begged again and John felt his orgasm approaching. Then it was there and consumed his body, his seed splashing deep in to her soaking pussy as he screamed a guttural roar of passion, only just louder than her own cries. A New Friend Becomes a Lover The message light was blinking on my answering machine when I returned mid-morning from the gym. "Hey Larry, this is Nancy. I need a favor. A girlfriend and I have booked a cruise that leaves in four weeks and I have a situation that just came up and now I can't go. She would like to do the cruise and I don't want to have to cancel. I told Joyce about you, that we have taken trips before and she is agreeable to have you take my place. Call me and let me know one way or the other. See ya." I hit the redial and Nancy answered on the second ring. "Hi Nancy; I got your message and yes I can take your place on the cruise." "Great, Joyce will be thrilled. This will probably be a repeat trip for you but we have been to only one of the islands and it was with a different cruise line." "No problem, I'll be happy to do my part and show her around." Nancy gave me the particulars and she was going to have Joyce and me over to meet and use her computer so we could book the air together. I've known Nancy for many years. Our association is scuba diving and we have roomed many times when we do a trip with our dive club. She is a wonderful person but just not my type to get romantically involved. In addition to scuba diving, she competes competitively at tennis and golf. It was an invitation to a senior's tennis tournament that caused the schedule conflict with the cruise. I arrived at the appointed time and Joyce was already there helping with dinner. Nancy had told me that Joyce was petite and cute as a button. She was very accurate in her description, light brown hair that came to her shoulders and hazel eyes. I shook her hand and maybe it was my imagination but I felt a jolt of electricity that shot up my arm. She had me when she said, "Hello," with a big smile that lit up her face. I did a quick scan up and down her body and I couldn't help but notice her nipples pushing against her blouse. I could feel my heart race and as we walked down the hall. I had to make a quick adjustment to make room for my growing erection. We enjoyed a nice chat over dinner where I learned more about Joyce. She and Nancy met by accident as spectators at a golf tournament. It seems both are avid golfers. However, unlike Nancy, Joyce doesn't play tennis. Their friendship led to teaming up for various trips, especially places to play golf. They had been on a few cruises together, too. While Nancy never married, Joyce had been divorced for over ten years. Her two children were grown and married. We discussed the cruise and what Joyce wanted to see and do. Nancy made the necessary changes with the cruise line and we completed the airline arrangements. In my heart I hoped everything would go well and that Joyce and I would do some traveling and more in the future. It was nice to be with an experienced traveler and from our conversation it appeared we shared the same travel style and expectations. I was attracted to her from the start and I hoped she felt the same. Before I departed for home, Joyce and I agreed to meet the following week to discuss the cruise and the various island excursions we might do. We exchanged contact information and she invited me to dinner at her home. "What kind of wine do you enjoy?" I asked. "Dry red, like a Merlot or Malbec." "What a coincidence; so do I." On my drive home I couldn't believe my luck. On the surface everything appeared perfect. I just hoped it wasn't too good to be true. Only time will tell. Maybe our next meeting without Nancy will tell me more about her. I certainly like what I saw and heard. Thinking about her gave me a hard-on. No doubt I'll need to do something about that when I get home. A warm shower and a soaped up dick make a nice way to pump my aching friend. The week passed slowly. I felt like a kid waiting for Christmas. I replayed that evening with Joyce many times, the ease we felt, the sound of her voice when she talked, the way her eyes lit up when she laughed and what a contagious smile. The "accidental" touching was nice, too, and my dick enjoyed her frequent display of erect nipples. I would wake up with a hard-on just thinking about her. I felt like a young kid falling in love for the first time. Nice way to start the day. I arrived at Joyce's place for dinner at the appointed time. She greeted me in shorts and tee shirt. I gave her a hug and breathed in the heady smell of her perfume. It was all I could do to keep from running my hands all over her. The top of her head came to my chin. She had a nice body and from the way she filled out the tee shirt, I guessed a 32 B/C. I wanted to kiss her right then and there but I kept telling myself to just be cool. We chatted about ourselves over dinner. Joyce revealed more about her past than she had done at our first meeting. She had some previous relationships but not found "the one". She talked about her children and their spouses, no grand children in the picture. We shared stories about places we had been and those on our "bucket list". I was pleased that we had similar places yet to be visited. In my heart was the hope that I had found a travel partner and more. Joyce and I adjourned to the couch with wine glasses in hand to look at cruise excursions on her laptop. I was particularly pleased that she sat so close. Touching was unavoidable but I kept myself under control because I didn't want to rush anything. That's not to say I didn't flirt but I exercised a lot of restraint. We decided on several shore excursions and a plan for activities on the ship which included working out, the shows, and hopefully dancing. When Joyce walked me to the door our good bye was a much longer hug and I kissed her gently on the lips. Our lips parted and our tongues danced together. I was pretty certain that, given how tightly she held me, there was no missing my erection pushing into her belly. My gut told me that what she did was intentional, at least I hoped so. If it was her desire to get me hot and bothered, she succeeded. I couldn't help but wonder if she was as turned on as I was. I so wanted to rip her clothes off right then and there but I managed to stop and thanked her before walking out the door. No doubt I would need some shower time and serious stroking of my hard cock when I got home. I picked Joyce up in the early morning for our flight to Florida. I was pleased that she knew how to pack and there wasn't much luggage. She dressed in business casual clothes and looked terrific. "You like?" she asked as she did a slow 360. "Very much," I replied as I scanned her from head to toe. Did I mention she has great looking legs? The flight was uneventful as far as flying goes and it allowed us to chat about more of the past and future. I really enjoyed our conversation and just being with her. She expressed a desire to travel and share the experiences with someone special. "Nancy is a dear friend and good traveling companion but I would like to have something and someone more than that." The way she said that and the look I saw in her eyes made me feel that she is hoping our trip might lead to something more. I certainly hoped that too. I smiled at her and said, "I have the same wish." Once we landed, we each purchased a bottle of wine for use in our cabin. We found our transfer station and soon were on our way to the ship. I had been on this ship and had even done the same cruise destinations a few years ago while Joyce had not. She had been on a sister ship so the layout was not much different. We took care of our luggage and then headed for a late lunch on the Lido deck. That evening when we dressed for dinner, it was a bit awkward since we had never been together in that situation. While Joyce used the bathroom, I dressed and then we reversed the arrangement. After picking out a necklace, we headed to dinner. She wore a simple dark skirt, white blouse, and dark blazer and she looked beautiful. I'm not sure how it happened but as we walked into the dining room I took her hand and she didn't let go. It just felt natural and comfortable. We had two other couples at our assigned table. Fortunately, we both enjoy meeting new people. We laughed and chatted over past cruises, our work, and families. Joyce enjoyed talking about traveling and playing in various golf tournaments. I loved hearing her speak and listening to what was she saying. Such a sweet sounding voice. That evening we sat out on our balcony and enjoyed the evening with wine. We chatted about the cruise, the day, and our table companions. I took a deep breath and confessed to Joyce that I really enjoyed being with her and that I hoped we would have more trips together. "I hope so too, Larry. I really don't need another travel companion or roommate." I stood in front of her, pulled her to her feet and kissed her tenderly. She smiled at me and before I could react, her mouth was on mine, harder and more insistent than our first kiss. Soon our tongues were dancing and the kiss quickly felt like "I want your clothes off right now". I slid my hands up her side and cupped her breast. She moaned into my mouth and pulled me close and tight, my erection pressing hard against her. She squirmed against it and murmured her approval. "Oh, Joyce. I've thought about this since the first night we met." "I had some pretty nice wet dreams myself." We made a bee line into the cabin and then it was a race to see who could undress the other the fastest. Joyce won. She stroked my cock and kissed it on the head. I laid her on the bed and kissed her gently. I kissed my way down her neck to her breast then licked and sucked on each nipple. I moved my hand slowly down her abdomen just to the edge of her underwear. I traced the lacy top of her panties then slid my hand down to the crease of her thigh. I could feel her wet pussy lips as I slowly ran my finger up her slit. When I slipped my hand under the elastic of her underwear, she pushed it down so my fingers could enter her eager love hole. "Oh yes," she moaned. "Please don't make me wait." "I want to taste you," I murmured. I knelt between her legs and slowly removed her panties. I slid my hands up her legs, parting them more and savoring the lovely view of her pussy. Much to my delight she was completely bald. "I love your bare pussy. I think it's sexy and hot." "I'm glad you like. I enjoy the way it feels, too." I put my mouth on those lovely lips, swirled my tongue around her clit, and then sucked gently. When I slipped two fingers inside her at the same time, she came with a scream. Her climax rolled through her like a continuous wave that went on and on. "That was wonderful," she said with a big smile. She pulled me up, kissed me, and then licked her cum from around my mouth. I moved between her legs and kissed her deeply. She reached down and guided my hard dick to her eager and wet love hole. She arched her hips and I slid inside. Once I was fully in, I stopped my thrusting and she clenched her muscles around my dick. I just savored the incredible sensation. I gazed into her eyes and knew this was the woman I wanted to be with. I started stroking slowly at first and then began to increase the tempo. Joyce matched my thrusting with her own and I knew it wouldn't be long before she came again. Her breathing became quick and shallow and then she tensed for just that moment before climax. I drove in hard and deep, heard a long moan, and then her climax crashed over her. A few strokes later and I added my cum to hers. I collapsed in her arms. She held me tight and locked her legs around me. I kissed her on her forehead, her nose, and then her mouth. "That was incredible," I murmured between kisses. "It was wonderful," she said with a sigh. "Do you think we could turn over and still keep you inside?" "I'll do my best," I said with a smile and wondered what she had in mind. It wasn't easy to do considering we had booked two separate beds but I was able to pick Joyce up and roll under while she held on. Once I was in the position she desired, she put her hands on my shoulders and slowly moved so she was sitting on her knees. It felt wonderful just being inside her. Joyce looked at me with a coy smile and slowly moved her pelvis forward until my dick slid out. She then moved back just enough that I could see the head of my cock protruding between her lips. She leaned down a little and began to move her hips forward and back, riding my dick using our cum as a lubricant. Her body was tilted just enough that she was rubbing her clit on my tool. It was erotic watching her rocking action with her pussy sliding on my cock. The best part was we both could watch and the look on her face as her orgasm was building was priceless. Is there a more perfect way for a woman to masturbate? Joyce began to push down harder as she increased the tempo. Her climax came with a long moan. She was breathing hard yet sat very still, her hands gripping my shoulders. She gazed into my eyes with a look of contentment. After a few moments, she stretched out and lay on top of me. I held her close, pulled the sheet over us, and we drifted off to sleep. It has been quite some time since I slept in a small bed with a woman in my arms. It was very nice then and it was the same this time. I remember waking a few times and just gazed with delight at the beautiful person next to me. I finally drifted off to a deep sleep and in my dream, I was watching her ride my cock with her pussy once again. Something was wrong with my dream, however because it seemed so real. I could feel her sliding back and forth on my dick. I opened my eyes and raised my head to see Joyce cleaning my cock with a warm face cloth. "Good morning, sweetheart," she said with a big smile. "Just relax and enjoy." The warm wet water felt nice and my dick was beginning to respond to her touch. I watched her take it into her mouth and run her tongue all over it. It didn't take long for my cock to become hard. After taking it all in, she wrapped a hand around it and began to give me a sensual blowjob. I thought I must still be dreaming. This was so incredible. I knew it wasn't a dream as I felt my climax nearing. I was breathing hard and my hips were thrusting into her mouth. I filled her mouth with my load. She took it all and didn't stop stroking until she had milked every drop. "I didn't have a chance to do this last night and I thought it might be a nice way to start the day." I reached down and pulled her into my arms. I kissed her and said, "A perfect way to start any and every day." "Well, now that I've had some cum, I'm ready for coffee. Shall we go to breakfast?" Reluctantly I got dressed. The thought of staying naked and calling room service crossed my mind. Then again, that might work well later in the week; particularly on a sea day. When we walked out of the room Joyce looked for our cabin steward. They had a brief conversation and she handed him something. We made our way through the breakfast buffet line and found a booth. We toasted each other with our coffee cups and Joyce said with a big grin, "Here's to a wonderful start to our cruise." Then as I was taking a sip, she added, "So what do you want to do today?" She caught me completely off guard and I started to choke. My eyes were watering, I was coughing and she was laughing and giggling. "As if you didn't know," I managed to squeak out while still coughing. "Something tells me we'll be doing a lot of that," she replied with a coy smile. "Well my dear, I am at your command. What would you like to do today?" She took a sip of coffee, I think just to tease me, and after a long pause said, "I've been to this island so why don't we hit the gym, have fun in the shower, and let nature take its course. After lunch some pool and hot tub time, then a quickie before dinner. After dinner some dancing, then back to our cabin for some wine and more playing. What do you think?" "I love it except I'll add that if there is some karaoke somewhere, I'll sing you a song." "Just think, we have a whole week of fun." When we got back to our room I instantly knew what the conversation Joyce had with our steward was about. Our two beds had become one. Just like our future. A New Friendship This story is rather long will be posted in a number of parts. If you find this story erotic, why not just save it to disc and enjoy the remaining story when it is posted. I have sincerely enjoyed writing this story and have gotten off a number of times while writing and editing it. Although the names are fictional, as is the setting, all the sexual experiences are true. I have been fortunate to have participated at least once in all of them. I hope you enjoy and please vote. Don't hesitate to send me an email with your thoughts and comments. If you provide a return email address I will gladly answer. * * * * * I had finished mowing the lawn and took a few minutes to chat with Jerry, my next door neighbor. He and his wife had bought the house last year and were still fixing it up. They were in there mid 40's, kids off to college and enjoying life. Although there was 10 years between us, he and I had found a lot of things in common...football, do-it-yourself projects and just being outside enjoying the outdoors. None of us, wives included, were into the jogging or health club routine, but being active by fishing and hunting and different projects we weren't fat couch potatoes either. Jerry was slightly graying, about 5'10", maybe 170/175 and naturally tanned. Jan waved out the window as we talked...now there was a good looking lady!! She was petite, about 5'3", 120#'s and short dark brown hair. I had seen her a couple times in a two piece bathing suit and you would never know she had ever had kids. Nice shaped body. She was probably 38C and in a bathing suit her mons venus stood out against the bottoms. I had mentioned to my wife, Val, a number of times how sexy she looked, and we had used her in fantasies many times. Val and I had met and been married for about 3 years. Both of us coming from broken marriages, with her four years older than me and approaching the Big 40. Our sex life was great and we both enjoyed a good XXX movie and fantasies of all types. Val is 5'8", a trim 140 (with all of it in the "right" places), breasts 38D with large nipples and large dark areoles. When her nipples were erect they would show through the most padded bra. I kept her light brown pubic hair trimmed along the edge of her thighs so when she was in her panties or bikini you would wonder what it was hiding. I'm Stan, 6'0", 170, slightly balding at 35. I keep my beard closely trimmed but it is beginning to get that salt and pepper color. Val loves to take my flaccid cock and shave the hair from my shaft and balls, but by the time she is finished it seems I'm fully erect to my full uncircumcised 7 1/2" and 5" around. I talked with Jerry, waved at Jan and decided it was time to get a shower. Jerry told me to stop back and have a couple beers after I was cleaned up. I got my shower and thought I'd play on the computer for a bit. I pulled on a pair of boxers and popped a top and entered my password. After a few minutes I was involved in a conversation with a female and she was wanting to "see" my cock and asked if it was out of my pants yet? I told her I only had boxer shorts on and I had my cock and balls out and stroking. I asked what she was doing and she told me she was naked and had a dildo vibrator working on the chair between her legs. As we talked it got more explicit and my cock began to grow and I typed a little and then stroked my cock. As she explained how the dildo was working into her pussy the precum was coating my cockhead and I was working the foreskin over and around. I heard a noise and looked to my left Jerry was standing there and just pulling a chair up. He had his cock out of his shorts staring at the words on the monitor and stroking his hard cock! I have to explain something here. Jerry and I aren't gay nor are we swingers or bisexual (that we know of). He happened to walk in one day when I was in the same "position" and after the initial shock we both got into what was transpiring onscreen and both of us shot our wads right there on the floor. Since that day we've both indulged our whims with cybersex when the wives weren't around. I looked back to the screen and read...I've got the dildo buried in my shaved pussy and wanting to lick the precum off your cock. Is your cock ready for me?" My cock began to throb and I answered "My balls are beginning to fill". I glanced over and Jerry was hard as a rock, the precum had coated the entire length of his shaft and he was beginning to stroke faster and faster. It was the first time I noticed how purple the head of his cock was, and how different it looked being circumcised, although he was about the same size as my uncircumcised cock it looked bigger. I typed, "my buddy is here can you do both of us?" "Oh my God! YES! He can stuff his rod in my pussy". There was a pause and then "Is he beside you jacking off too?" I glanced over at Jer and winked then typed, "yes he's got his circumcised 7" cock in his right hand and pumping. Precum has coated his hand and I can see his balls contracting. His left hand is stroking my cock in time with his other hand". He's going to make me cum so I can type..." I clicked on SEND...That's when I jumped!! He grabbed my cock and began stroking me! Ohhhhhh damn!!!!! I watched the screen and his hand on my cock...he was watching the screen and his cock and my cock...his hand moving faster and faster... "He's stroking my cock, I can feel my cum building" ENTER "Is he stroking his cock too? What's it look like?"... "Yes he is doing himself too...he is circumcised, cock head is purple, about 7" long, 5" around...his balls are getting full, dark hair on his balls and shaft base...ohhhhh godddddd, I'm getting ready to cummmm..." ENTER "Tell me about your cock again!! I want to read it!! Hurry"... "I'm 7 1/2", 5" around, uncircumcised, shaft and balls shaved... balls full ...getting ready... he's going to make me cum...ENTER On the screen came "ohhhhhh...arrrrrggggghhhhhh ...I'm cummmmingggggg".. I typed "shove the dildo in, rub your clit...open your legs and let the cum run out". As I typed I could feel the cum building in my shaft knowing I was close. About that time Jerry groaned and he began cumming and his cum shot over my cock and his hand and as I watched my first load hit my chest and then started running down over Jerry's hand and my cock...he kept stroking our cocks draining the cum completely from both of us... "ohhhhhahhhhhh..." ENTER "His cum covered my cock and his hand, and I shot my load up my belly..." ...ENTER Across the screen came "Oh my God you guys, I've never cum so hard thinking about the two of you sitting there with your buddy taking care of you. Thanks so much..." ...and she disappeared from the screen... I sat back and Jerry let my flaccid cock slip from his hand and finished milking the last drops from his cock. "Sorry," he said, "but I couldn't just sit there with you trying to type and jack off, hope I didn't upset you" "No, it just surprised me, and actually felt pretty damn good" I told him as I sat and pulled the foreskin back and forth over the head enjoying the feeling of the last of my cum drip from the tip of my cock. Suddenly from the doorway I heard Val say,"Jerry, I didn't know you played with cocks, I love to have Stan tell me stories about stroking or sucking another cock while I jack off my clit. I never thought I would see it! It was erotic!" We both jumped and looked towards her. She was leaning against the doorway with her skirt pulled up and her hand in her panties. From the wet spot on them you knew she was not upset but had filled them with her cum...Val began to walk towards us, her eyes glazed...she reached down and took both our cocks in her hands and bending over began licking the cum from our cocks. "Now Stan scroll back and read me the entire log of the afternoon while you watch me clean Jerry up then he can read when I get to your beautiful cock. Then we're going to have a talk." I began reading as her mouth enclosed over Jerry's cock... Val finished cleaning the cum off Jerry's cock and turning towards me cupped my balls and wrapped her fingers around the base of my cock. With her eyes never leaving mine I watched as my cock disappeared in her mouth and she began to clean my cum and Jerry's off me. Jerry sat beside us mesmerized watching and then slowly began reading the script out loud. By this time he and I both had willing spirits but the flesh was weak. Our cocks could only get half hard, but it sure was some sight! She sat up and slipping my cock back in my boxer's and then putting Jerry's cock away. She said, "Stan I hope you aren't upset but when I stepped around the corner and saw Jerry stroking you my pussy began dripping and I got so horny. Then when he shot cum on your cock I just had to taste you both." "No, it just really surprised me", I said and continued, "At first I was but then the feeling of Jerry's hand stroking me was so fantastic I figured if you weren't upset then I shouldn't be. I just hope you don't fall in love with Jerry's cock and not mine!", and then chuckled nervously. Jerry said, "I'm really sorry that I did that Stan, I don't know..." "Don't worry about it Jerry, I'm ok with it" I said. "I'm not going to steal Val from you, but I sure don't know how I'm going to tell Jan about what happened here, especially with Val sucking me clean like that." That's when Val spoke up. "The game is about to start on TV so before you miss kickoff why don't you get a beer and watch it. Besides I'm sure with the rumbling I felt in your balls Jan and I will get laid real good later this evening!" Looking at Jerry she continued, "As for Jan, let me talk to her and see if I can keep you from getting into trouble." As Jerry and I walked out Val was sitting down at the computer and scrolling back to the beginning of the log. Val scrolled back and clicked on the PRINT icon and as it printed she began to read and half-smiled to herself. Her fingers slipped into the edges of her waistband and she slipped her panties off. Spreading her pussy lips her finger worked through her pussy hair and found her button as it began to harden. As her finger circled her clit, she read and she remembered the sight as Jerry stroked Stan. "Yes", she thought, "Stan is going to get fucked real good tonight". As the last page came off the printer she slipped her finger in deep and licked her juices from it. Gathering the papers she turned the computer off and headed out the door. The guys were watching TV and talking (she bet she knew "what" they were talking about) as she passed the livingroom. Val knocked on Jan's door, walked in and called "Jan where you at?" "I'm just getting out of the shower Val, I'll be right down" Jan called down. "Where are the guys?" "They're watching the football game over at our house," she answered. Val sat down on the couch and began looking over the papers in her hands. She glanced up as Jan came bounding down the stairs, her hair wrapped in a towel and robe wrapped around her. "Let me grab a couple glasses and some wine," Jan said, "the boys won't be worth anything until the game is over". She walked past and headed for the kitchen. "Why don't we plan on doing supper here after the game" she called from the kitchen. "Sounds like a plan", Val said as she thought to herself and glancing at the log in her hand 'I hope we have supper'. Jan came in and looking quizzically at Val poured the wine and sat down on the couch and turned to face Val. As she took the towel off her head and began rubbing it dry asked, "What you got there?" Val took a sip of her wine and began, "this is a log I printed off from this afternoon, and thought you would like to read it." With that said she slid across the couch a little and handed it to Jan... As Jan began reading the first few lines her eyes got wide and Val said "Yes Jan, your secret screenname has been having cybersex with my husband"... as she spoke her fingers worked under Jan's robe and her middle finger slipped deep into her sex. Jan's legs opened and as she leaned back "Oh damn!, she said. Looking over to Val she looked down and Val had her skirt up and Jan could see the juice glistening on her pussy hair and her lips swollen and red. "I guess you had a fun afternoon, huh?" Val smiled, "Just keep reading, but I think you know how it ends". With that Val pulled Jan's legs towards her and as Jan leaned back Val's tongue began to run the length of her naked slit...Val thought back to the first time she had tasted this delicious pussy, and they both had lost their virginity to lesbos... ...the two of them had been sunning in the backyard, chatting and covering each other with lotion. Stan and Jerry had gone on a fishing trip upstate, so the girls had decided a day in the sun and home alone they would get tanned and have themselves a steak dinner later. Jan had started it actually by taking her top off and putting sunscreen on her areoles and nipples. Val couldn't understand the shiver that went through her as she saw Jan's firm breasts and small nipples surrounded by the light colored areoles. As Jan coated them with sunscreen they stood rigid. Val not to be undone had taken her top and bottom off and sitting on the edge of the lounger began putting sunscreen on her nipples. She could feel Jan's eyes on her, but didn't dare look at her. She couldn't understand the feelings from just seeing her breasts! Her pussy was getting that familiar tingle of excitement and she could feel the wetness begin. Val decided it best to lie on her tummy, and as she glanced over to Jan she saw the bottoms fall and was amazed to see that her pussy was completed shaved. The mound at the top of her slit protruded and enhanced how Jan's clit peeked out from her lips. She could feel Jan's eyes on her as she stretched out face down on the towel. She know Jan had seen her nipples hardened and stand out that was when she felt the juice flow out of her and onto the towel. She couldn't move now because Jan would definitely see it. There had been an uneasy silence and a feeling of electricity between them and surrounding them. Jan was the first to ask if she wanted her to put lotion on her back. Val was hesitant but agreed. Her hands were soft as she spread the lotion on Val's back and as Val opened her eyes she was looking directly at Jan's pussy. Her clit was hard and pushing out from between the lips, she could see the dampness and smell the sex. Jan covered her hands with lotion and as she began over Val's ass cheeks Val's legs opened. She closed her eyes and felt the hands slip along the inside of her thighs. She heard Jan's breath catch and she thought for sure Jan could hear her heart pounding. Jan's fingers lightly touched Vals' pussy lips and before she knew what she was doing she rolled over and spread her legs wide. Jan's fingers opened her slit and her lips pressed against her and found her small clit hidden inside and began sucking gently. Val had never felt anything like this and as a moan escaped her she experienced and orgasm from deep inside and her cum began flowing. She could hear Jan licking and sucking her cum. Without thinking she had reached out pulled Jan on top of her and licked the length of her slit and took the clit between her teeth. Jan's body began spasming and as she pressed against her the cum ran down over her clit into Val's mouth... ...Jan's hand grabbed Val's hair, she was to the last two pages of the log, her hips pushed her pussy into Val's working tongue and she unloaded her orgasm into Val's open mouth... Jan sat up a little and undid the sash of her robe and let it slip off as she put the log onto the coffee table. Val stood and taking off her skirt and halter-top sat down naked on the couch with her friend. "You're not upset that it was Stan I was talking to?" Jan asked. "I didn't know it was him, and I sure didn't know it was Jerry with him!! Actually I didn't really believe it was two guys, but it sure got me off!" she continued. "Actually hon," Val responded, "I didn't know it was you until I got to read the script, but watching the two of them was a real turn on! My finger touched my clit and 'bang' I was cumming. Especially when Jerry grabbed Stan's cock and began stroking and when he shot his load it went all over Stan's cock!! My God!! I came a second time just watching." While they talked both of them had been running their fingers up and down their slits and they both could smell the sex. Jan hopped up off the couch and said "I'll be right back"...she returned with their double ended dildo and the two vibrators. Sitting down next to Val she slipped the dildo first into her pussy and pushed towards Val. As it disappeared into Val their pussy's touched and each taking a vibrator began working their clits. "Val I do have one question" ..."is Stan really about the same size as Jerry, uncircumcised and shaved like he said?" Val smiled and nodded...Jan pushed against Val and sighed... their pussies pressed tightly together, the vibrators hummed, the dildo filled them. Slowly they began to rub against one another, each in their own thoughts of their men playing with their cocks... "So how are we going to handle the guys in this matter," Jan asked. "I think we need to make a plan, cutie," Val smiled. Over at my house Jerry and I were talking but not about the football game as Val passed us on the way out. Jerry was still apologizing.. "Stan I'm really sorry, I'm not gay or like that...it's just when you typed that on the screen I had to do it" "Don't think another thing about it," I interjected, "It kind of brought back memories as a kid and playing doctor with the other kids. We used to look at Playboy magazines and have circle jerks. We didn't play with each other much, maybe touch or feel but usually just got off together. When you grabbed my cock those memories came back! Besides as Val said it is one of her favorite fantasies and she really gets off when I tell her stories... As he talked just the thoughts of a short time ago made his cock stir and begin to press against his boxers. Without thinking he began rubbing through the material. It's really rather funny," Jerry began, "Jan loves to jack me off and tell one of her fantasies. Mine of course is to watch two women getting off..." "hahaha", I laughed, "mine too, but that's every guys dream!... hahaha". "Yeh, for sure, but Jan loves to tell about watching me get it on with her and another guy. She loves to fantasize of a guy fucking her while he sucks me off right over her head and she licks my balls." Jerry unconsciously during this time was rubbing his cock through his shorts and Stan could see the wet spot forming. "I had never seen an uncircumcised cock before, and have the opportunity to touch it." "Don't worry Jerry I really enjoyed it!" I said. "To be honest Val and I have talked about Jan quite a bit in our fantasies, not that she would ever consider making it with another woman, but she likes to stroke me and talk about what Jan looks like naked and watching me do her. I hope that doesn't upset you Jer." "No not at all! We've talked about what Val looks like naked especially with those luscious tits!! I would love to see her and Jan rub their nipples together and that hairy cunt rubbing down against Jan! I sure don't have to wonder about her pussy anymore, that's for sure! Wow, I love the way the hair covers it, Jan keeps her pussy shaved real clean." Jerry added. "Shaved?!...oh wow Jer! Then that mound that shows in her swim suit is her pubic bone pushing out then! How I would love to lick that pussy!" I exclaimed. Jerry smiled and said, "You like the thought of a naked pussy, huh? Well you would go crazy when you saw her clit. It is really long and when she's excited I would guess it stands a good half inch beyond her lips!" A New Friendship - Final When Jerry and I arrived Val gave me a raised eyebrow and shrug so as soon as he had a chance I cornered Jerry and told him Val's response. Jerry went off into the kitchen to talk to Jan and Val walked over to me. "You have something for me later, sweetheart?" She asked as she reached down and caressed my cock. "I would like to, but after twice today and the trouble with Jerry and Jan, I don't know if I can or not" I shrugged. As I looked at her I saw her nipples push against out against her flimsy halter top. "How is Jan? Is she going to be hard on Jerry?" "No I think she'll be alright in a while, but she was upset. We talked quite a bit. But what do you mean twice?! I explained to Val what had happened after she had left. She listened intently and as Jerry and Jan came out of the house whispered in my ear "I want every detail tonight when we get in bed, you have me so hot I could cum with one touch." Jerry wasn't smiling much, but he grilled the burgers and everyone visited and laughed as if nothing was going on. After things were cleaned up they all sat around the patio table, and Jerry brought out the cooler filled with beer and wine coolers. The girls excused themselves for potty call and Jerry and I sat looking at each other... "I told Val what happened this afternoon, and by the looks of it I'm in a little better position than you," I said somewhat sadly, "I'm in for one hell of a ride tonight." Jerry looked dejectedly and said, "That's good Stan, I'm happy for you. From what Jan said and all she would say was after dinner we would all discuss it." He opened another couple beers and gave one to Stan. About then the girls came back and they had taken a few minutes to put on some makeup and brush their hair. Val still had her skirt and halter top on, but had brushed her hair until it shone in the evening sun. Her nipples were still erect against her halter top and I couldn't help but admire her, and think about the wild sex we would have in a few hours...but first to get this thing settled between Jerry and Jan. Jan had slipped into a long skirt and halter-top also, her light brown hair was brushed and framed her face. They sat down at the table side by side facing Stan and Jerry. Taking a long swallow of her wine cooler Jan looked at me and asked... "So did you have fun today? Val brought this over to me." She held up the chat log. I looked from Val to Jan to Jerry and stammered, "ah yeh I guess I did." My face was turning beet red by this time. Looking to Jerry she asked, "I guess you had a good time too, didn't you? I didn't know you liked cock so much! You know we have a computer and you could get in a chatroom here and I could take care of your cock. Do you like cock more than my shaved pussy? And to top it off Val sucks your cock! Don't I suck you good enough?...I don't know what to do, Jerry..." Jerry tried to talk but could only stammer... With that Jan turned to me and reaching over pulled my zipper down and my cock out. Getting on her knees she took my flaccid tool and sucked it into her mouth...Val had a little smile on her face, Jerry just stared wide eyed and my jaw dropped... Looking up at me Jan let the cock pop out from between her lips and said, "Damn Stan it IS uncircumcised!" With that she pulled the foreskin down and her tongue began to dance around the head, my cock growing with each lick. Sitting back her hand maintained a steady stroke on my cock, which by now had grown to its full length the foreskin back tight on the shaft and the head getting a darker purple. Looking over at Jerry she could see the bulge in his shorts. "Don't you even think about touching your cock you just hold onto the arms of the chair, and I guarantee you'll enjoy yourself. But this is my time." Smiling she said to Val, "Undo the button and zipper on his shorts and let his cock lay against his belly so we can see it." Val walked over and took his prick and noticed the head was dark purple and the veins were straining along the shaft. As she lifted his balls Jerry rose up and Val pulled his shorts down to his ankles. This provided the three of them a lewd picture of him sitting holding the chair arms, legs spread, pants around his ankles with his cock lying against his belly. Standing up Jan pulled her skirt down so her shaved pussy was staring me right in the face, her clit erect protruding from between her lips. "Now watch closely Jerry." Stepping close to me she pushed it to my lips. Without hesitating my lips closed around it and began sucking. Jan undid her halter-top and taking my hands placed them on her breasts. Jerry by this time was gripping the chair arms with both hands and Val was squirming in her seat watching the show. Jerry groaned audibly. My tongue was beginning to make her legs weak and stepping back Jan sat on the edge of the table. Looking me square in the eye, "Take your clothes off and put that cock in my wet cunt!" This was the que for Val and she began slipping her clothes off. I stripped down and before I could move to get my cock in Jan, Val stepped over and taking my cock in her hand she pulled me forward and held the tip against Jan's pussy lips. Bending over she sucked Jan's clit and let her tongue circle it...There was a groan from both me and Jerry at the same time...She moved my cockhead up and down the slit and just let the head enter Jan pussy. Lifting it up they could see her juices mixed with my precum covering the head of my cock. Opening her mouth Val took the head and let her tongue taste the mixture of juices. Standing up Val pulled my cock deeper into Jan's pussy. Hopping up on the table facing me she lowered her pussy to Jan's open mouth. By this time I was pumping deep into Jan, my balls beginning to fill watching Jan's tongue lick my wife's sweet pussy. Val reached down and her fingers began to circle Jan's protruding clit. Jerry could only sit and watch the scene before him...Stan's cock slamming in and out of Jan...Val jacking her off...her pussy pressed tight to Jan's mouth... "uummmmmgggggg"...Jan moaned. Jerry could tell from the way her ass muscles were tightening she was close to cumming... Jan's pussy muscles tightened around my cock...The sight before me increased the cum building up deep in my belly. Before me was my wife, her breasts bouncing the nipples hard the areoles tightened around them. Her pussy pressed against our neighbor's mouth. The lips spread open so the pink swollen inner lips were framed in her dark pussy hair. Jan's tongue licking her clit and gash as Val slid back and forth over it. In the chair sat Jerry his cock literally throbbing and flowing precum and glistening as it ran onto his lower belly. Looking down was my cock!!...pushing in and out of this naked pussy I had so often dreamed about...Jan's juices coating it..the clit fully erect and Val's finger and thumb holding it and jerking it off as she would my cock...The picture of all this!! The smell of sex!! I felt it begin deep in belly and flow to my balls. I didn't want this to ever end but couldn't hold it any longer...burying my cock to the hilt my balls slammed against her little puckered back hole, grabbing her ass cheeks I pulled tighter and the first load of cum traveled my shaft. Jan's scream was muffled as the first load was hot deep in her. Val pushed her pussy down into her mouth and her orgasm began, her cum flowing into her friends mouth. "Ohh yessss loverrr, swallow my cum!! Suck my clittttt!" Val moaned. That was the catalyst for me.."Ohhhh myyy GoDDDDDDDD...AAHHRRGGGHHH" I screamed!! Holding tight to Jan I let my cock spasm and unload completely deep inside her. I collapsed back in the patio chair, my cock limp against my balls and coated with my cum and Jan's. Looking between Jan's spread legs my cum was just beginning to flow out of her pussy, her pussy muscles still spasming, the lips dark pink, the clit head barely showing from the upper lips. I still couldn't believe I had just fucked that beautiful cunt! Val slipped into her chair completely spent, her fingers between her legs and gently rubbing her pussy lips. Her clit hidden between her lips but still so sensitive to her light touch, it made her body jerk each time she touched it. She felt sorry for Jerry sitting there, his knuckles white from gripping the chair, his cock throbbing and precum coating the length of his cock shaft and belly. She never had seen something like this before. Glancing at Jan she wondered what was next...she knew this was Jan's "show" and by the look in her eyes this was only the beginning... Jan couldn't believe how filled she was! When Stan began to cum she thought her insides were on fire, and it just kept blowing inside her. She could still feel his fingers pulling her ass tight to him as if he was trying to get his whole body inside her!! She could swear she could feel the foreskin moving back and forth in her pussy when he was cumming, along with the added pleasure of Val jacking her clit off! She had never felt anything so exquisite, her clit shaft was really tender from it, but her mind could only think of the future possibilities. She wondered if she spread her legs enough and her clit was really erect if she could get in a position to get it between Val's slit and against her clit. She would have to try it. Looking over to Jerry, he looked like he was going to burst!! His cock harder than she had ever seen, his balls filled inside his sack. Every muscle in his body tight. She remembered the chat log and wondered how erotic it would be to see Stan stroke that cock, she had only ever seen pictures of guys doing it on the Internet. Clearing her thoughts she looked over to Stan, smiling she said..."thanks that was fantastic, even better than this morning, and a couple days ago and last week and the week before that"...It took Stan a minute to comprehend what she was talking about and then he began to laugh...Jan and Val laughed with him...Jerry groaned and they all looked over to him. They had almost forgot his predicament! Turning towards him Jan opened her legs so he was looking directly at her cunt..."Look what Stan gave me honey," she smiled, "your dinner was so good, would you like some dessert? Please don't lick my clit, it's really tender, but you sure can suck my pussy clean." She pulled his head to her naked pussy and he began sucking her clean...Motioning to Val she said, "Would you be a dear and take care of the load my man has in his balls?" Val moved over between Jerry's legs and looking up watched his mouth tight against her lover's pussy. Her hand closed over the base of his shaft and pulling it towards her waiting mouth she enclosed her lips around it. Cupping Jerry's balls she could tell it wasn't going to be long!! His cock throbbed and his balls hung heavy against her hand. Holding the shaft she ran her tongue around the shaft and marveled in the difference of cocks...Stan's with the foreskin pulling back and forth when she sucked it and this cock of Jerry's circumcised and the pronounced knob just behind the head...her tongue circled it feeling the soft but hard sponginess of it. Pulling her mouth back she began to lick up and down the shaft then up over the head. Memorizing and enjoying each part of this strange feeling cock. Taking just the head between her lips she moved slowly over the knob and back to the tip..the precum literally ran out of his cocktip and she knew it would only be a matter of a few seconds and he would blow his cum down her throat... She thought to herself that this poor guy had suffered enough. Moving back off his cock, she looked to Jan and said, "I think he deserves this."...and lifting him up she guided his cock into Jan's open pussy lips. Jerry pushed into her and could feel the slipperiness of her cum filled pussy and before he could bury himself completely he began unloading his cum..."UUUUMMMMMMMMM!!!!!!!!!"...and as he began slamming in and out of her his cum sprayed her insides. He could feel the heat of it as it flowed down his shaft, slamming into her Jan screamed and he knew she felt the heat and power of his cum which incensed him to slam harder... "OHHHH GAAAAAA" he moaned as he slammed against her. Watching this Val licked her finger and spreading his ass cheeks she pushed against his tight hole...as she buried her finger deep in him she could feel the throbbing of his cock completely emptying into Jan. Her finger went deep into his tight puckered hole and began finger fucking him. Jerry's body tightened at the strange intrusion and he felt one last burst of cum shoot deep into Jan's cunt! With her other hand she cupped his balls and gently squeezed making sure he was completely empty. "ohhhhhHHH NOOOOOOOOO!!!...ohhhhh yessssss...aaarrgggghhhh..." Jerry groaned as he emptied his balls... On her knees beneath him Val began to lick the underside of Jerry's cock as it began to grow limp and slip out of Jan's well-filled pussy. Val let the cock slip into her mouth and clean it...then as the cum flowed from Jan's slit her mouth covered it and she began to suck and swallow the mixed load of cum from her girlfriend. Jerry shuddered and collapsed back into his chair, his cock limp and the last remnants of cum dripping from the tip. Unconsciously he stroked his cock milking the last of cum from the flaccid shaft, and watched as Val's tongue and lips worked over his wife's well-used pussy. I still sat in the chair, and I too stroked my cock while watching the entire happenings that had been, and was going on in front of me. My cock was semi-erect and watching this was so erotic it wouldn't raise any farther, but the feeling of the foreskin sliding back and forth over my cockhead was enjoyable. Val helped Jan off the table and lay down next to her on the lounger. Their lips found each other and Jan took Val's face in her hands and her tongue began to search inside Val's mouth and lips. She wanted to taste what her lover had been licking from inside of her pussy. The mixture was heavenly.. her cum, my cum and Jerry's cum. Val's hand cupped her breast and her fingers began to roll the nipple slowly. Jan's body began to jerk involuntarily. Val moved slightly and lifted so her breast rubbed against Jan's. Jan fingers caressed down the slope and feeling the rigid nipple squeezed it and rubbed it against her own nipple. Val gasped and draping her leg over Jan's she pressed her slit down against her thigh and began to rub. Her lips traced around Jan's nipple along the side of her breast and down the middle of her belly, spreading Jan's legs she crawled in between them and her mouth found the opening. Cum still leaked...pressing her lips tight against her pussy Jan's fingers grabbed her lover's hair and pulled her mouth tighter to her cunt. Val's hands slid under her and holding her ass cheeks she pulled this naked pussy closer to her mouth, her tongue deep inside licking... tasting the cum. Val finished licking the last of the cum from Jan's pussy and sat back and viewed the slit before her. The pubic bone raised as if welcoming anyone to the naked slit below it...Jan's clit peeking out from the slit, all red and well satisfied...the swollen lips of her cunt soft and glistening...above this her breasts gently laying to the sides the nipples still erect in the evening coolness...her friends eyes closed and a small soft smile on her lips. Letting her finger slip into her hole she hoped that before to long she could feel cocks filling her empty pussy... Val was the first to move and taking Jan's hand and as she helped her stand said..."We need to go in and clean up a little, we'll meet you guys in the livingroom in a few minutes."... As the girls walked inside Jerry and I could only look at each other, our hands holding our empty pricks, and try to figure out what had just happened... We sat for a few minutes recovering our senses and as Jerry kicked his shorts off said..."Well guess I don't need these anymore." I chuckled and as I got up out of the chair responded, "Nope don't think so.. let's go in and get your fireplace going it's beginning to get a little chilly..." Grabbing another beer as we passed the kitchen Jerry got a fire going as I pulled the curtains. Sitting down on the big circular couch we sipped our beer and watched the fire crackle and pop contentedly. I spoke up, "I never believed this morning that all this would have happened before the sun set!" Jerry looked over at me and shook his head, "Me either! But what's with this you having Jan the past couple months?" "I had no idea until a little while ago," I began, "I get online and will jack off or get "primed" for Val once in a while, one day I met this woman there and we got into having cybersex. I never knew who it was but she sure was hot. Now I know just how hot she really is." "Print out the logs if you will I'd love to read them along with Jan," Jerry said...I nodded...Jerry looked over at me sitting naked and his eyes dropped down to my cock laying soft against my thigh. "This is the first time I've really seen you soft, we're about the same size hard and soft, but I've never seen the foreskin hide the cockhead." I took my cock in my hand and opening my legs pulled the skin back over the head so Jerry could watch it slide back and forth. Although both our cocks were spent we watched each other gently stroke... Upstairs Val and Jan were in the shower together...Val was soaping her breasts and Jan was on her knees in front of her soaping and scrubbing her friends pussy hair. "I've never noticed Val just how curly and soft your hair is, and the way it is so full and covers your slit...I love the feel of it." "I'm just as entranced by your shaved pussy, Jan," Val smiled, "The skin and lips are so soft."...she thought back to a few minutes ago when they had come upstairs. Jan had used a douche to clean the remaining cum from inside her and they stepped into the shower. Val soaped Jan and her hands had caressed her lover's body as the spray from the showerhead beat against their bodies. Her fingers had dropped between Jan's thighs and as she opened them Val had cleaned the inner thighs and then found the slit and watched as the shower rinsed the soap from them. She reached down her hand touching Jan's as Jan washed her love slit. "Don't rub too much Jan" she chuckled, "Remember I haven't had a cock in there yet and it sure wants filled!" Jan stood and laughing with her friend said, "Oh yeh, I forgot, but aren't we lucky being able to have multiple orgasms! Men have to wait for another load to build up!"...Laughing they stepped out of the shower. After getting dried off and their hair fixed Jan reached under the bed and pulled a velvet bag from under the bed. "I think the guys are drained for the time being so we may need some toys." she smiled. Still naked they started downstairs... Jan set the bag down at the end of the couch where the guys couldn't see it and they both sat down between the guys. Sitting crossed legged their thighs opened as Stan and Jerry both just stared at the two beautiful women between them... Jerry got up and said, "I have an idea" and walked out. He returned carrying the video camera and tripod and his 35mm. "It might be interesting to get some pictures, what do you think?" Everyone at the same time said, "Great idea!!" Jan moved over and sat at my feet and took my cock in her hand. "Now that things have calmed down I want to investigate this." With that using both hands she began to explore my cock. Holding the limp shaft with her fingers she used her other fingers to hold the foreskin just behind the crown and pulled it back to expose the head...Val slid down beside Jan and slipped her hand under my balls and held them, her head on my thigh she watched as Jan played with her husband's prick. A New Friendship - Final Jerry kept watch as he set up the cameras. As the girls played he handed me the remote control and had me work it to make sure it would control the video... Jan pulled the foreskin over my cockhead and leaning forward took it gently in her mouth feeling the strangeness of the skin covering the cockhead. She could feel the life come to my cock as it began to grow, holding the shaft just below the crown with her lips her fingers pulled down on the shaft and she could feel the foreskin slip back and the head rest against her tongue. The foreskin slid out from between her lips leaving the head exposed to her tongue. Val watched as her friend played and her hand opened her thighs and with her index and ring finger she parted her pubic hair and spread her lips, her middle finger found her button and gently began to play...click...Jerry got his first picture. He turned and started taking shots of his wife playing with my cock...she slid the foreskin over the cockhead...click. Pulled the skin down exposing the head...click. Her mouth enclosed over the head...click...her head began moving up and down the shaft...click...click...click...I could feel my cock begin to grow in her mouth. Reaching behind her she took Jerry's cock in her hand and holding the shaft tightly began to stroke. He stepped towards her and got beside her on his knees, I slid off the couch and got on my knees on her other side. Val took the camera from Jerry and as she began taking pictures watched her friend take the heads of both cocks and begin to lick and suck them... first one then the other...then both. I grabbed the remote and pressed RECORD. Feeling Jerry's cock begin to harden Jan concentrated on bringing it up to it's full rigid length and moving him onto the couch took the head deep in her throat and began sucking. Reaching into the bag she pulled out one of the toys...an elastic cockring...holding his cock tightly in her hand she slipped it to the base of his cock. His cock thickened, head turning a deep purple. Jan motioned to Val and said..."You haven't been fucked yet so come over here and crawl on this," and she held Jerry's cock straight up and stroked it. Val couldn't take her eyes off his cock and the cockring tight around the base. Almost like a trance she moved next to them. Getting up on the couch her legs straddled Jerry's thighs, her slit just inches above his cock. Jerry reached out to the breasts that hung so close to his face. The nipples hard...his fingers began to caress...a moan escaped from Val...he squeezed..."OHHhhhhh" Val moaned again...He couldn't believe these beautiful breasts before him. They were firm and hung against Val's chest. Each hand cupped a breast...he could feel the weight of each in his palms, his fingers traced along the crease where they met her chest, the nipples sitting atop them, offering themselves to his lips. The areoles were a dark brown and Jerry thought they were as big around as those old silver dollars from long ago. As his fingers circled them they began to draw tight and get little bumps...as they tightened the nipple hardened even more and got larger. He caressed and watched as the nipples grew to the size of pencil erasers... Holding them tightly together he sucked both nipples into his mouth, Vals fingers grabbed his head and pulled him tighter to her... Jan looked to me and spoke softly, "Take his cock and guide it in" I got down between Jerry's legs and could see the juices glisten on Val's pussy lips and droplets clinging to her pussy hair...Reaching out I took Jerry's cock in my hand and could feel the cockring at the base and how Jerry's cock throbbed. As my hand closed around the shaft, Jerry's body jumped...Val looked down and watched as her husband began to stroke his friends cock shaft. Her body began to shudder with an orgasm at the sight...Jan in the meantime had stepped to the video and watching through the lens made sure nothing was missed...She zoomed in and could see Val's spread legs, her pussy wet with her cum, her ass cheeks spread open exposing her tight little back hole her pussy slit open...My hand holding and stroking Jerry's cock with his cockhead poised just below that open slit. I stroked Jerry's cock reached up with my other hand and placing it on Val's thigh pulled her down...as I watched the head slip into her I took both hands on her thighs and pulled down hard...The video caught it all! Jerry's cock disappeared inside Val, splitting her apart...Val screamed as the cock suddenly filled her wet insides, her pubic bone slamming against Jerry's...she could feel the cock ring against the outer lips of her pussy...involuntarily her cunt muscles began milking her cock...she began riding it up and down... my fingers playing with the base of the cock shaft and on her clit... By this time my cock had become erect and precum coated the cockhead, reaching down and cupping my balls I could feel them filling with cum. Climbing onto the couch I straddled Jerry's head and holding my cock pulled Val's mouth to it. Hungrily she began sucking and licking as I stroked the shaft. Jerry's mouth let go of Val's nipples and he began licking my balls that were before him... both of us began using our hands on Val's tits and nipples...my hand kept stroking his shaft..I could feel his balls filling..a load to release into her mouth...Val sucked and could feel the cock growing in her mouth...she rode the cock buried in her cunt faster and faster...it growing with each stroke...tight against her insides...the video and mic seeing and hearing each sight and sound. I looked towards the camera and seeing Jan my cock exploded in Val's mouth... "I'mmmmmCUMMMMMMinggggggggg," I cried out!!!! Jan stood with her legs spread, her eye to the viewer...she had pulled a dildo from the bag and it was buried in her pussy...her fingers jacking off her clit...her cunt juice coating the fake cock...I thought it had to be half again as big around as either me or Jerry and as she worked it in her pussy I could see the outer pussy lips being pulled in and out of her..Jan dropped to her knees and letting go of the dildo allowed the floor to push it deep inside her...her fingers feverishly working her clit...with her free hand she began massaging her breasts and nipples...her eyes watching the threesome on the couch... As Jan dropped to the floor and the dildo buried itself in her I stroked faster emptying my load in Val's mouth...looking down I saw my cum running out from the corner's of her mouth...down my shaft onto my balls and Jerry licking and cleaning them...grabbing my thighs to steady myself Jerry began bucking and meeting each of Val's downward thrusts with his upthrust. His cock...her cunt...slamming into each other..his ass muscles tightened trying to hold back the rush of cum beginning up the shaft...Val could feel it beginning and her fingers dropped to her hard throbbing clit...rubbing it she began cumming her pussy muscles sucking off Jerry's cock...Jerry's mouth opened as his cum began and the scream that escaped his lips was muffled from my balls filling it..."mmmrrggaaaaahh".. Val feeling his cum running up his shaft moved faster and with his first load lost his cock and could feel the hot cum unload up her ass crack and begin to run down. Reaching between her legs she shoved it back into her pussy feeling the remaining loads expend themselves deep inside her. Her hands grabbed ahold of my asscheeks and burying her face against my chest...her pussy slammed down on Jerry's cock and feeling each load of his cum fill her unused pussy began another orgasm..."Ohhhhh myyyy Godddd... Jerryyy...Stannnnnnnnnn...Ohhhhhhhhhhhh..."... When Jerry's cock slipped out and blew the first load up the crack of Val's ass it was all that was needed for Jan...squeezing her clit her body began to shudder with her orgasm...her eyes tightly closed as each spasm racked her body...hearing Val she looked up she could see the cum running out around the sides of Jerry's still hard shaft that was buried in Val's pussy. The cockring holding him erect...with each push into Val more cum would be pushed out and down his shaft, over his balls and making a puddle on the couch... having emptied into Val's mouth I fell over on the couch.. my cock flaccid, the foreskin covering the used cockhead and drops of cum leaking from the tip...Val continued to ride Jerry's cock, but much slowly now...savoring the feeling of the cock working inside her...Jan raised up and the dildo slid out from inside her and fell softly to the floor... The only sound in the room was that of the video running...Val slowly slipped off Jerry and reached down and pulled the cockring off...his cock became soft and she gently rubbed and stroked the cock that had just filled her now draining pussy... I looked to Jerry's flaccid cock and looked to my wife. I had never seen her get fucked by another man, and now I had just watched it happen. I was really glad that it was my best friend that had done her. Val was so content and so beautiful sitting there...her legs slightly open and I could see the cum spread over the lips of her pussy and in her thick pubic hair. Next to her Jerry sat, his cock soft and coated with his cum and hers...his balls hanging soft and spent...I moved and taking the base of Jerry's shaft in my fingers my mouth took the cock completely in. The mixed taste of cum excited me, my tongue circled the cock knob and my hands cupped Jerry's balls... gently my mouth bobbed up and down the cock enjoying the feel of this cock and the taste... I swallowed... Val watched Stan take the cock in his mouth and was hypnotized by the sight. Her hands cupped her breasts and fingers played with her nipples...Jerry's cock disappeared into Stan's mouth...her nipples became erect and she squeezed... Jan had watched it all and her pussy tingled at the sight before her. Taking her dildo she moved over to the couch and kneeling before Val and watching Stan suck Jerry's cock she pushed the dildo back into her soaking wet pussy and lowered herself onto it...leaning forward she spread Val's legs and her tongue began licking the cum off her pussy hair...taking her fingers she separated the hair and opening the pussy lips her mouth closed tightly and she began to suck her lover clean of her husbands cum that filled this beautiful cunt... ...the camera continued to run, capturing everything... Jan sat back and reaching in the velvet bag brought out her strap on. She slipped it up around her hips and positioned it so the dildo in her pussy was secured deep and tight...taking one of the butt plugs she pushed it into Val's pussy and got it coated with juice. In one swift move her hand caressed my ass cheeks and she found my tight puckered hole and pushed the plug in-n-n... At the same time she slammed the cock standing erect from the strap-on deep into Val's open waiting pussy... Val was watching and enjoying the feelings of having her pussy sucked clean. She knew what Jan was going to do when she saw her pull the strap-on up around her hips and her legs and opened to accept it...when Jan wet the little plug her ass quivered in anticipation...she loved it when Jan would fill both her holes as they made love...but when Jan pulled it out and shoved it in Stan's tight ass!!!...she couldn't believe it!!...her breath caught and then Jan shoved the fake cock in her pussy!!...OHHHHHHHHHAAGGGGGGG!!!! Her orgasm began... with every stroke Jan made in Val's cunt her hand worked the cock in Stan's ass in unison... the strap worked against Jan's hard clit and the dildo stuffed in her pussy set off her orgasm... she slammed the cock into Val faster and harder.. the plug fucked deep into Stan... ...I jumped and my muscles fought the intrusion...at first...then as it violated the tight opening I felt it slip in against my prostrate. My cock jumped involuntarily... my hand cupped Jerry's balls and I began to suck him harder...Jerry's cock began to grow in my mouth and I couldn't hold it all..."damn, he's big!" I thought. The sight of Jan bent over between Val's legs slamming that cock into her... Jerry watched and couldn't believe that his cock was growing hard. He had never been able to cum so many times...but watching Stan suck him...Jan eating out a pussy, and a cum filled one at that!!...her using a strap-on and fucking another woman...both of them cumming!!!...his cock began to throb... Jan pushed the plug completely into my ass...the rim and the base of it pushed inside and held tight...she turned the switch on and felt me react to the vibrations beginning at the tip deep inside me... she watched as the foreskin on my cock began to pull back as I got hard... reaching down she grabbed ahold of it and her mouth covered it and coated it with her saliva...releasing it she looked in Jerry's eyes and said, "Stan fuck my ass!!..now!!!" then her mouth closed over Jerry's cock... My cock throbbed as the vibrator worked deep inside me... I moved behind Jan and taking the base of my cock pressed the tip against her tight hole, as my cock began to enter Jan pushed back and the cockhead disappeared. Ipushed and buried the entire length into her...Icould feel the dildo that still filled her pussy... Jan in turn slammed the fake cock into Val...her scream was muffled as Jerry pushed her head down on my cock. Her mouth sucked..squeezing his balls she could feel the cum beginning up the shaft...Val had leaned over towards Jerry and his arms were around her...one hand caressing her breast and fingers pulling her nipples.. his other fingers working her clit as Jan fucked the pussy...Val's body bucked and jumped with orgasm after orgasm...a low guttural animal sound escaping continuously from her lips... Jerry came first Jan feeling his balls begin to move and the cock shaft grow. His head fell back..."aaarrggghhhHHHHH"...the first load hit the back of Jan's throat and she swallowed, not believing the force of it. His cock went soft almost immediately and filled her mouth with his hot cum. Quickly she grabbed Val's face in her hands and as their lips met her tongue shared the cum with her lover...the cum leaking from the corners of their mouths.. their lips and tongues lapping up each little bit that escaped... Could feel my balls slapping against the cock strapped to Jan. My body shook with the feeling of the vibrator as my stomach muscles began to tighten and felt that first rush of cum in the shaft, then explode deep up inside Jan...I felt her shudder as her orgasm began and she began to hump Val's pussy...grabbing her ass cheeks I slammed my cock in and out of her pushing deeper and deeper... my cock unloading hot cum into her... reaching behind I pulled the plug out of my ass and my cock slipped soft out of Jan...the cum running out and down her thighs... I sat back on the floor...Jan sat back beside me, her head resting on my thigh. She slipped the strap-on off her hips and the dildo slowly slid out of her used pussy...Val's head rested on Jerry's stomach, her hand cupping his balls and cock... Jerry's hands cupping her breasts and resting lightly on her soft bush of pussy hair... As they drifted off to sleep the the video "clicked" and began to rewind... A New Friendship I just looked at my friend, eyes wide..."Oh damn!!" was all I could say! "So guess we aren't much different, huh Stan?" Jerry smiled, "Course I never expected today to ever happen, but I'm glad it did..." We both sat there in our own thoughts, and even with the football game on, neither of us was watching what was happening on the TV... I asked, "Have you ever...you know had another woman besides Jan? I've had a couple of situations, but I was just wondering, ya know?" As Jerry sat thinking, he pulled his cock out and began stroking before he spoke..."Yeh there's been a couple times...one time still remains in my mind like it was yesterday, but happened probably 10 years ago. Want me to tell you about it?" I sat back in the chair and pulling my cock out said, "Sure, and I'll join you in stroking my cock while you tell me." "I was on a redeye flight from Frisco and in the seat next to me was this very attractive lady. She was in a business suit and had the tray down doing some work and talking into a tape recorder. Her blouse was open far enough so I didn't have any trouble seeing the top of her bra and a pair of luscious tits. She had her legs crossed and it had pulled up so I could see the top of her stockings and the clasp of a garter belt. My mind began playing games and my cock grew in my pants. I crossed my legs as best I could to hide the bulge and asked the stewardess for a blanket. Shit Stan!! I had this pair of light tan slacks on and when she handed me the blanket I know she saw it, and she looked at me and then down the front of the woman next to me and smiled. I swear when she reached across she took extra care in tucking that blanket in!! She sure made sure she rubbed my cock! DAMN!" By this time both of us were hard and watching each other play with our cocks... Jerry continued, "This lady, her name was Beth I found out later, must have glanced over as she unbuttoned her suit jacket and slipped it off. Her blouse was a real expensive silk and her bra had holes where her nipples were and you could see them...hard and pushing against that silk!! She put her work away and put the tray up and asked the stewardess for a blanket. She spread her blanket over her lap and pushed the armrest up out of the way between us. Never saying a word she slid her hand under the blanket and squeezed my cock through my pants!! I swear Stan this really happened!!!" All I could say was, "Jerry even if it isn't my balls are filling and your damn cock is dripping! Don't stop now!!!" "Well, I watched as her legs opened under the blanket and her other hand went down between her legs. Thank God, all the lights were out and everyone around us was sleeping. I lifted the blanket a little and she had her hand inside her white panties and her fingers were working up and down her slit. I reached down and unzipping my slacks got my cock out so she could stroke it. She squeezed my cock and began stroking! I was getting close and whispered to her that I was going to cum. She squeezed me hard and said 'not yet' and her fingers worked faster on her pussy. All of a sudden she held her breath and her back arched. I knew she was blowing her cum!! Once she finished she stroked me and my cock began to grow and fill...she lifted the blanket and taking just the head she sucked and stroked and I blew it all down her throat!!! When she emptied me she got up and went back into the restroom and returned a few minutes later and sitting down slipped her panties under my blanket and into my hand. That's when she whispered in my ear 'here's my soaked cum filled panties, my name is Beth and my phone number is on the waistband if you ever get around give me a call I love the taste of your cum.' She leaned her seat back and dozed off!! Damn Stan, I still have those panties in my desk drawer at the office, never did call her though," he ended sadly... I watched Jerry rub and reaching over took his hard cock in my hand and asked "...want to play with my cock skin again?" Jerry hesitated a second, and then tentatively his fingers closed around my shaft and watched as Jerry's hand pulled the foreskin down and exposed the head. Reaching out I touched Jerry's shoulder and gasped as Jerry bent forward and let his mouth encircle my cock. Without thinking I squeezed Jerry's cock and began stroking it rapidly. Jerry pulled up... grunted ...and his head began bobbing up and down my cock while his hand continued to stroke... "Ohhhhh damn Jerryyyy!!!!" I exclaimed, "I'm going to cum!" And with that my load released and as Jerry pulled back I watched the first load shoot into Jerry's mouth, just before Jerry went back down and started swallowing the entire load. I felt Jerry's cock begin to throb in my hand and pushing Jerry back I began to slam my fist up and down the shaft..."Watch Jerry!! Watch" I panted. And as the first load erupted I returned the favor that Jerry had just provided me... the taste was salty but sweet and I drank all of it. We both sat back and looked at each other's spent pricks and then at each other...I spoke first, "well guess things are different between us now". "Yeh for sure," Jerry responded, "but the question still remains how I'm going to face Jan and explain all this." "We will just have to play it out, Jerry," I said, "Val said she was going to talk to Jan so hopefully she will smooth the water." About then the phone rang and Jerry half listened while I talked. When I hung up I looked at Jerry and said, "well guess it can't be to bad, that was Val and we're eating supper over at your place. You have orders though that you are doing the burgers on the grill, hahaha." Jerry laughed along with me and responded, "Let's at least watch the last quarter of this game." ...to be continued...