1 comments/ 26888 views/ 3 favorites This Might Get Interesting Ch. 01 By: ajiowa This happened almost fifteen years ago but every time I think about it I get an instant hard-on and a warm feeling of love for some old and dear friends. It was early October in 1991. My girlfriend Marie and I were sharing this little two bedroom duplex with our best friend Kelli. We were all students at a large Midwestern state college and trying to figure out how life/love/sex all "really" worked. Marie and I were fourth year students at the time (of at least 5 years lol) and Kelli was a Junior. Even though Kelli was a little younger she was a lot wiser on the ways of the world. She was an army brat whose father was a Colonel, so she was used to moving all over the world and believed whole heartedly that the world belonged to her. She was a bigger girl, not fat, just a little big. She easily filled out a 36D bra, looked great in and out of a one piece swimsuit, and generally knew how to dress to accentuate her assets and cover up her flaws. She had lovely shoulder length brown hair, brown eyes and a year round tan. During the summer she almost looked like she was of Native American descent. Marie looked like she could have been Kelli's distant Nordic cousin. She was the all American girl with blonde hair and blue eyes. She was a pretty good athlete in high school and tried to stay in shape through her college years. She was also a little on the big side, but she had a really good body. She had a large pair of tits that rivaled Kelli's but she squished them into a 36C bra because she liked the cleavage it gave her. Plus she hated wearing a bra that had 3 or 4 hooks in the back, she wanted one that could easily be taken off at a party if the need arose. She had the classic "poodle perm" that was so common back then. For those of you too young to remember or those that have tried to block out the late 80's/early 90's let me remind you what it looked like. Hair the same length, usually about an inch below the ear, all the way around the back. The front bangs were teased and sprayed so much that they actually defied gravity and went almost straight up in the air. I was the typical college guy back then. About 6'2", 185 pounds. I didn't really work out, didn't have big muscles, but I didn't have much more than an ounce of fat on me either. I had pretty long hair at the time. I was definitely going for the Joel Elliot of Def Leppard look. I spent most of my days thinking of ways to avoid going to class so I could get drunk, play a few video games, and have sex as many times as I could with Marie. It was one of these typical days that Marie and I thought we had the house to ourselves. We woke up late for school and had our usual wake up sex. Nothing really impressive, but very comfortable sex. I got on top of Marie for about 10 minutes. I did my usual kneeling position after I entered her so I could lift her off the bed as we made love. From this position I could slide her up and down my 6 inch shaft while I alternately played with her boobs and her clit. After a few minutes of this I would lift her left leg straight up in the air and pounded her for a good 5 minutes until she came. After she calmed down a bit she rolled over on to her knees so I could enter her from behind and ride her doggie style til I came. We did that same thing so many times (I'm not complaining mind you) that we knew exactly how the other's body would react. I knew how to push her buttons and make her cum, she knew what really got me hot, it was perfect. After our morning sexercise we decided to clean up a little. We took a shower together and got each other very clean. I know there wasn't a speck of dirt on her boobs, her butt or her nicely trimmed pussy after I was done. After we ran out of hot water we both quickly got out of the shower and dried off. Instead of getting dressed Marie just led me to our room buck naked. Now Kelli, Marie, and I had each seen each other naked at one time or another in the 5 months that we lived together so it wasn't that big of a deal to go running from the bathroom to a bedroom just wearing a smile. But Marie would usually show a little modesty by wearing her panties at least or try to cover herself up with a towel. Again I'm not saying that I was complaining, it was just a little different on her part, and most guys will tell you, anything different is good. When we got back into the room Marie surprised me again by putting on her sexiest lingerie, a black lace teddy where you could easily see her nipples and a hint of pussy hair at the bottom. This had snaps at the crotch that were easy to remove allowing quick access to her sweet, sweet pussy. I just laid on the bed watching this beautiful blonde girl get herself all dolled up for some more sex. It was going to be a very good day. When she was done dressing she slid into bed and started to stroke my semi-hard cock. I always love the sensation when you have sex two times in about an hour, unfortunately it takes me a while to get hard again after cumming. Marie continued to stroke me as she slid further up in bed, rubbing her big boobs in my face as she whispered in my ear. "I know you are always UP for something a little different, you want to try something a little kinky." She was right, I am always into new things. In the last three weeks I had sex with her outside, taken naked photos of her (Polaroid), and taken her ass cherry. My educated and highly eloquent response was "Uh-huh." She then gets this dirty little grin and tells me to stand up. I think to myself "Sure, as long as you look like that and stroke Mr. Wiggly, I'll do anything you want me to." "I have always had this fantasy. But since I grew up in a small farm town I could never do this. If my folks or anyone I know from back home found out I would just die. Even 200 miles from home I don't feel comfortable doing it all the way. So I thought you could help me out. No one will ever know, and if you tell anyone I am moving out immediately." My God! What did she want me to do to her, give her a Cleveland Steamer? "Marie, I love you very much, I will do whatever you want. I promise no one will ever know besides you and me. Let me help you live out your fantasy." She half smiled at me, then dropped her head a little, and in an almost whisper, "I want to try having sex with another girl." Hallelujah sweet Jesus!!!!! I know she built it up saying she was worried about the social implications and she wanted me to help her live her fantasy, but this was mine and every other guys fantasy. "What can I do to help? Fix you up with Julie (a butch lesbian friend of mine from Army ROTC before I dropped out of the program)? Kelli maybe, I know she's done it before?" She still had her head lowered and shook it slightly from side to side. "I don't think I could do it with a REAL girl, I just want to fantasize. Would you be my girlfriend?" As I said earlier, as long as she was dressed in the black lace teddy and she was stroking my cock, I would do almost anything for her. "Honey, I love you and will do anything for you. What would you like me to do?" She now looked up and gave me a half smile as she walked past me and opened the top drawer of her dresser. She pulled out a matching set of red satin bra, red satin bikini panties, and red thigh hi stockings. "Put these on and make love to me like a girl would." I'm pretty sure that Marie had no idea that I used to wear my sisters and mom's lingerie all through high school and masturbated constantly before I met her. Hell, I had even tried on Marie's and Kelli's panties and bras since moving in with them. I didn't want to seem too excited or too knowledgeable so I just stuttered an 'ok' and pulled her panties up my legs and over my semi hard cock that was now starting to grow quickly. I intentionally fumbled with the bra trying to put it on the hard way. Marie just smiled and showed me how to put it on backwards to get the clasp hooked and then pull it around to the front. She then had me sit down and slid her thigh hi's up my legs. For a final touch she put some bright red lipstick on me, then applied some black lipstick to herself. She then laid down on her back, spread her legs slightly and motioned with one finger to come up with her. I didn't need to be told twice. I started kissing her at her toes and made my way up her left leg. When I got to her knee, I kissed all around it tickling the back of her knee. While she was giggling from that my left hand slid up to her crotch. I started rubbing her through the lacy material. She was already dripping wet. I kept kissing further up her left thigh until I reached the bottom of her teddy. I think she was expecting me to go for the gold right there because it surprised her when I moved further up and started kissing around her neck. When I did this I stopped rubbing her crotch and started playing with her right nipple through her teddy. Her nipple was hard as a rock. I was so busy working on her that I had almost forgotten about myself. The red satin panties were stretched by my now hard cock. I was so excited I was leaking a little pre-cum that had just started to create a wet spot on my panties. I don't know if Marie noticed it or not. She was so busy rubbing my ass through the panties or gently tugging on the bra that I really think she had convinced herself that I was a girl, not a guy. She even would pinch my nipples through my bra. After kissing her neck for a few minutes, I started kissing her lips. Normally I would pull on her hair a little and show her who was boss, but this was her fantasy. I let her kiss me. They were slow, gentle kisses. Our lipstick made our lips stick a little to each other, when that happened Marie moaned, she was really getting into this fantasy. I continued squeezing her right nipple through her bra. I pinched a little too hard and she stopped for a second. "I want this moment to be with 'Jenny' not John, understand?" I nodded my agreement and gently cupped her breast and started kissing her again. She closed her eyes again and moaned into my mouth and I took the hint. I opened my mouth and let her tongue play with my tongue, not the other way around. This went on for about 10 minutes, me gently squeezing her whole breast, Marie squeezing my ass or pinching my nipples through my bra as we kissed. She stopped the kiss, kept her eyes closed and said, "Enough foreplay, time for you to make me cum 'Jenny'" She pushed my head down to her crotch, spread her legs as far as they would go, reached down and unsnapped her teddy. She was so wet she was literally dripping down her thighs. I didn't have to be told twice. I started eating her with a vengeance. I did every trick in the book. I wrote out every letter in the alphabet with my tongue, I sucked on her clit, I pushed my whole tongue in her. And Marie responded well. She was gripping my hair in both hands keeping my head in place. She was always a little vocal, but today she was unbelievable. "Jenny lick my pussy.' "Jenny suck my clit." "Jenny play with my asshole" "Jenny, Jesus Christ you're good" ""I'm going to cum, lick my pussy" "Oh God I'm cumming, Kelli I love you." Did I just hear what I thought I heard. I took enough Psych classes to understand the implications of what had been said. Even though they said that Freud was nuts and that some of his theories had been disproved through the years, I know what I just heard. My little mental break probably lasted two seconds when I was brought back to reality, 'Oh God Kelli." But this time it wasn't a passionate cry, it was something much different. "Oh Shit!" "Kelli! How long have you been there?" I turned around to see our lovely roommate with her skirt up around her waist and her hand down the front of her panties looking at us with a shit eating grin. She just smiled and said "You two have some explaining to do." To Be Continued... This Might Get Interesting Ch. 02 I suggest that if you have the time read the first chapter of this story. It's about a great time in 3 college roommates lives as they explore life, love, and sex. My girlfriend Marie, her best friend Kelli, and me John shared this little duplex and here are a few of our adventures. My girlfriend Marie wanted to try sex with a girl but was too inhibited so she convinced me to dress up as a girl - "Jenny" - and satisfy her fantasy. But Kelli walked in on us. * * * * * Kelli stood there with her skirt hiked up around her waist and her hand buried in her white panties with a shit eating grin on her face. "You two have some explaining to do." I looked away from Kelli and looked up to Marie who was just petrified. As for myself, I figured this had to be the most embarrassing situation you could ever imagine. I'm laying on top of my girlfriend, wearing her red panties, red bra and red thigh hi stockings, pretending to be Marie's new girlfriend "Jenny" after I just licked her to a very vocal orgasm where Marie announced her love for Kelli. I was incorrect, I would never have been able to imagine anything this embarrassing before it actually happened. Marie looked at me and then up to Kelli, "How long have you been there?" "Long enough." Marie knew she was busted, "Kelli, I can explain." "Don't even try." "But" Kelli just shook her head and started walking to the bed, "I don't want to hear another word. Especially from this "bitch" you're with." She emphasized the word bitch by smacking my panty covered ass. "Now since I see "Jenny" is done with you, it's my turn for some fun." She kneeled on the edge of the bed and pulled her shirt over her head exposing her huge boobs in her white lacy 36D bra. The contrast of the bright white and her dark skin was amazing. She then proceeded to unhook her skirt exposing her white cotton bikini panties. I had seen Kelli in her undies numerous times, even naked on a few occasions over the five months that we shared this little duplex, but this was the sexiest that I had ever seen her. Kelli nudged me off of Marie and took my place between Marie's open thighs. Marie went from being scared shitless to happy as she ever had been. Here was her best friend of 3 years in a position that Marie had only dreamed about. She barely had time to smile before Kelli started working on Marie's very wet pussy and very sensitive clit. I thought I was talented at making a girl cum with just my tongue and fingers but Kelli was a pro. Kelli started at the bottom of Marie's slit and worked her way up to the clit which she sucked/nibbled/licked all at the same time. When she could tell that Marie was getting close to cumming, she went back down and tongued all the way to the base of Marie's pussy and then to her sensitive asshole. Just as soon as Kelli got her tongue into Marie's ass, she returned to the clit and continued to suck/nibble/lick again. This sent Marie over the edge. In less than two minutes Kelli had Marie bouncing on our king sized bed and pulling Kelli's hair. Marie's eyes rolled back in her head as she shuddered to her 4th orgasm of the morning. Kelli stopped her assault on Marie's tender and swollen pussy, looked over her shoulder at me and said, "Now 'Jenny,' let's see how useful you are." I assumed that Kelli wanted some action from me so I started to tug her white bikini panties down. "Not yet bitch", Kelli stopped me, "Go into my room and get me something from my dresser. I think you've already snooped through my stuff so you probably know what I mean, it's in the third drawer on the right side under my blue sweatshirt." Kelli was right, I had snooped through her stuff, and I did know what she was talking about. I'm assuming she got this on her most recent trip to Germany when she went to visit her dad who was in the army. I had never seen anything quite like this before, and only on a few occasions after. It was a strap on dildo that had a total of three cocks attached. One designed to go into the wearer's pussy which was about 4 inches long and designed to stimulate Kelli's clit, and one each to go into the intended victim's ass (7 inches long and about 1 ½ inches wide) and pussy (10 inches long 2 ½ inches wide). As I was retrieving the item, I heard Kelli yell from Marie's and my room into hers, "Open my bedside table and bring me some lube as well." At that point I was in no position to argue even if I wanted to, which I didn't. I quickly retrieved the strap-on and the lube and returned to my room. What I saw should have surprised me, but considering I was wearing my girlfriend's lingerie and just seen my girlfriend's best friend eat her to an earth shaking orgasm, nothing surprised me. Marie was still on her back, but her bra straps on her black lace teddy had been lowered exposing her very firm C-cup boobs. Kelli's bra and panties were discarded on the floor. These two things didn't surprise me. But seeing Marie urgently sucking on Kelli's long hard nipples and fingering her best friend's pussy surprised me. Marie who just an hour and a half ago pleaded with me to play pretend so she could experiment with a "girl" was totally engrossed with the real thing. Kelli sensed that I was in the room and looked over her shoulder at me and smiled. "It's about time Jenny, we almost forgot about you. If you're a good girl, we'll let you join us." Now that's what I was talking about, me in a threesome with two hot girls that were going to fuck each other silly. Kelli smiled at me as I handed her the strap on dildo. "Now Jenny, be a doll and get Marie all lubed up for me while I go put this on. My toy is bigger than you and I don't want her getting hurt. Make sure you get her ass nice and loose for me." With that she got off the bed and turned her back to us. I should have been a little hurt about the size comment, but Kelli was right. That thing she was putting on was HUGE. Also, I could tell that Kelli got a thrill playing the role of the dominant. Plus this might lead to something a little different, and as I always say, 'Anything different is good.' I smiled at Marie as I squirted some KY on my fingers and started lubing up her extremely wet pussy. Marie just smiled trying to suppress a laugh. She was so wet that she could have easily taken two cocks into her sweet pussy. The smile disappeared a little as I pulled my fingers out of her, squirted some more KY on my fingers and started fingering her ass. I started with one finger, then quickly added a second. I sawed in and out of her for about twenty seconds then added a third. Marie sucked in a large breath as she was getting used to half my hand in her ass that until 2 weeks ago had been virgin. I quietly asked her if she was okay and she just nodded and even more quietly whispered "yes." Kelli interrupted me by pulling my hair forcing my head back. "You are so cute in her panties and things, I'll have some fun with you later. But now, get the hell out of my way. Marie roll over and get on all fours." I did as I was told, got off the bed and started stroking my now rock hard cock through Marie's red satin panties and watched Kelli eye my girlfriend. Marie's head was down ready for her impaling of the two fake cocks. Kelli had a look of lust that only happens when you have wanted something for a really long time that has been so close, yet unattainable. She didn't waste any time and quickly grabbed Marie's hips and slid the 10 inch cock into Marie's still soaking wet pussy. She played with her; only sliding an inch or two back and forth. This went on for about 30 seconds until she started to insert the 7 inch cock into Marie's well lubed ass. Marie didn't say a word. She didn't have to. Her body was telling the whole story, she was in absolute heaven. The 7 inch cock sliding into her ass stretched her like never before. Marie couldn't move and tried to relax as best she could to get used to the size. Since I had taken her anal cherry two weeks ago we had done it a few more times. Each time she would try to be as still as possible until her insides were used to my size. But this time she couldn't relax. She was getting stretched in her pussy as well as by the huge 10 inch cock in her pussy that was hitting areas that Marie didn't know existed. Whenever I had fucked Marie in the ass I was always very slow and gentle. Kelli was trying to be gentle but every time she pushed a little further in on Marie, the 4 inch clit stimulator caused Kelli to jump and move. I could tell right away that Kelli was going to cum very soon. I decided to speed things up by kneeling behind Kelli and rubbing my panty covered cock on her lightly tanned ass cheeks. I startled her slightly but not enough that she stopped fucking my girlfriend with her double headed strap on dildo. As I rubbed up against Kelli's ass I hugged her close rubbing my bra against her back as I squeezed and pinched her rock hard brown nipples. I started to kiss her neck and I could tell that she was so close to cumming that I decided to have some fun. I gently bit her shoulder and I could feel her orgasm start as her whole body began to shake. Marie had her head buried in her pillow moaning softly as Kelli's two headed monster was still buried inside of her. Kelli was shaking and making incoherent sounds that alternated between moans and silent cries. Kelli pulled out of Marie and grinded her ass back hard into my red satin panties. She looked over her shoulder and said, "Be a doll and let us get some rest. Wake us up in about two hours and make us some lunch." As I was getting up off the bed I started to get undressed and was ready to put my own things back on when she gently shook her head and said, "Did I tell you that you could take those off?" She winked at me and slid up behind Marie and they started to take a nap. To Be Continued... This Might Get Interesting Ch. 03 "Now what do I do," I thought to myself as I quietly closed our bedroom door behind me. My girlfriend Marie was napping after her 4th orgasm of the morning. Gently sleeping with our roommate Kelli's arms wrapped around her. Both naked as can be. Both with huge smiles on their faces as they drift off to sleep. Hopefully one or both of them was dreaming about me, but at that point who knew. Right now I'm more concerned with myself. When Kelli walked in on Marie and myself she caught us in a VERY compromising position. Marie had told me that she had always wanted to live out a lesbian fantasy but was too scared to try it with a real girl. So she convinced me to put on her red satin panties, matching bra, and red thigh hi stockings. While I was dressed up as "Jenny", Kelli walked in and caught me licking Marie to a very vocal orgasm where Marie expressed her true love for Kelli. Kelli decided to have her turn with Marie and made her cum at least two more times. When Kelli had cum herself she told me to let them get some rest for a few hours, make them some lunch, and with a wink told me to not take off my lingerie. So here I am in the hallway of our little duplex wearing women's underwear trying to figure out what to do. I have always been the dominant in my relationship with Marie. That has always worked well for us. I started it out with little things, and then escalated it to where we were today. Marie would always get up and grab me a beer from the fridge. Then I got her to start wearing a bikini to the pool. She always has had a great lean muscular body with nice big boobs, but she was always so self conscious about her looks. This past summer I even had her sunbathing topless in our back yard or up at Lake Okoboji. Nothing too much, but if I asked her to do something for me, she would generally try to please me and do it. Now here I was wearing her things being told what to do by our roommate and her new lover. Kelli has me over a barrel. If anyone finds out about how I'm dressed I might as well leave town, transfer schools, and start my life over. The only hope I have is to not let her know that she has me in a difficult position and just roll with it. So for the next two hours I did roll with it. I let them sleep while I got caught up with some assignments from American Lit. I didn't even notice Kelli leave the bedroom until her shadow moving across the floor caught my eye. I looked up from Heller's "Catch-22" to see Kelli walking towards me wearing her white lacy bra and panties. "How's the book?" "Kelli, you know how the book is, it's your copy for God's sake. What do you really want?" That took all of the courage I had in the world considering she was standing above me, looking down on me, while I was still wearing Marie's red satin bra, panties and thigh hi stockings. What made matters worse was the fact that my rock hard erection had not gone down for the past 2 hours and the wet spot on the front of my panties from my pre-cum was about the size of a silver dollar. "John, or should I say ‘Jenny', you and I have known each other since Marie and I were roommates my freshman year (Marie's Sophomore year) in the dorms. I have always wanted to have you. Not just sexually, I mean to have you. To be my little slave that I can have do whatever my little heart desires. But, I know you would never cheat on Marie. Hell, you refused me three times in the first year that you two were dating. You are a good guy who loves his girlfriend who is going to have the perfect wedding when you are both done with school and both have great jobs lined up." Kelli paused for a few seconds, looked me up and down, then continued, "What I want is to have a little fun with you guys. I am very bi and have always wanted to make love to Marie. Now that I have had that, I want to do that some more, plus a few extra things." She gave me a wicked smile. "If you and I work together I can show you things that you only dreamed about. Let me be in complete control til the end of the year and I will forget about what I saw earlier. Play along with what I do. It might be a little humiliating, but everything I do to you I will do 5 times the amount to Marie. When I am done she will be the best little wife/sex slave that you could have ever imagined. Deal?" I thought about it for about two seconds and was thinking that hell the end of the semester is only two and a half months away and how bad could it be. I almost said yes, but then I asked, "You won't use anything from now on against us will you?" "You are so suspicious, no, I won't. Oh, and by the way," she got this huge grin on her face, "nice panties roomie. I think you would look better in a pastel, or maybe virgin white." After I thanked her and shook my head in disbelief Kelli explained her plan to me. Simply put she was going to blackmail Marie and have a lot of fun doing it. Kelli asked me how far I think Marie would go before she finally said ‘no' or went nuts. I honestly told her I didn't know but thought that if she took it slow Marie would probably do almost anything. Kelli got an even bigger smile on her face and said, "Let's get going." She walked back into the bedroom and woke up Marie. "Come on love, time to get up." I could hear the covers moving around and was greeted in a few seconds to the sight of Marie in a long tank top with nothing else on. She had a sheepish grin on her face and tried to avoid eye contact with me. No one spoke for about a minute and I'm sure the neighbor guys across the street would have gotten a real treat this afternoon if they were spying on us. In our living room was Marie in a thin white tank top that almost covered her ass and neatly trimmed bush, but not quite. Kelli with her huge boobs stuffed in her white lacy bra and matching white lacy panties. And me still in my red bra, panties, and thigh hi stockings. But if you weren't looking closely you would have assumed I was the ugly girl of the group because my shoulder length hair and general lack of body hair was a bit deceptive. (Okay they would have had to be drunk to get me confused with a girl, but it's a college town so they probably were drunk.) Kelli interrupted my thoughts by getting to the point. "That was very interesting what I saw when I walked into your guys room this morning." Marie started to speak but was cut off. "I think that might have been the hottest thing I've ever seen. I'm sure our neighbors, classmates, hell, even our families might find what happened interesting. What do you think Marie?" Marie went from having the best day of her life to her worst. Her face had become as white as her thin tank top. I think she even stopped breathing taking all of this in. Kelli continued, "Now what do you think about that Marie, should we tell Jim next door what happened, or maybe Professor White (Marie's academic advisor)…or how about we give your Mom and Dad a call." Marie looked like she was going to cry/scream/break-down all at the same time. Holding back her tears and attempting to keep her voice normal she blurts out, "Why are you doing this to me, I thought we were best friends, maybe even more now?" Kelli kept on smiling, "We still are love, I just want to make sure that this wasn't a one time thing. Hell, I want to have you as often as I wish, whenever I wish, WHEREVER I wish. If you're good I will reward you in ways that you probably never thought of. But if you're bad, I'll have to punish you. That will also probably be in a way that you never thought of either." Kelli smiled showing that she was having fun with this. Then her smile softened a little. "And, since you guys are my best friends I don't want to ruin our friendship forever. If you play nicely I'll forget EVERYTHING after this semester ends, deal?" Marie looked to me, took her hands off her hips, shrugged her shoulders a little. I responded back mouthing the word ‘Sure.' We looked back to Kelli and in unison we nodded our heads both accepting our fates. But I knew secretly that I was going to get the better end of this deal. I believed Kelli when she said that for everything I had to do, Marie would do five. It is so hard suppressing a smile and a giggle when you are trying to be so serious. We must have all stood there not saying a thing for about a minute, no one knowing what to do. Kelli finally broke the awkward silence. "Hey Marie, do you know how I knew 'Jenny" here knew where that toy was hidden?" Marie looked from Kelli to me and then back to Kelli and shook her head. Kelli continued, "Because SOMEONE has gone through my stuff. I knew it wasn't you sweety. Do you know how I know? Because 'Jenny' went through all of my stuff and left a few stains on some of my new panties." Kelli turned her stare to me, "Didn't you dear?" I knew I was busted. When Kelli said that I would get one for every five that Marie gets I didn't realize I would be going first. There was no way out of this so I just shook my head in the affirmative. "I know that you have cum in at least three pairs of my panties, didn't you think that I would notice?" Again I just sat there saying nothing, making sure that I didn‘t look in Marie‘s direction who I assume was very pissed. "I want to make this fun. In my mind I've picked out a pair of panties that you came all over and then put back in my drawer or hamper. If you guess the right pair, I'll let you get dressed in your own stuff. If you're wrong, I get to punish you. You have 30 seconds to find the pair that I'm thinking of, you only get one chance." I ran into her room and opened her top drawer trying to figure out which pair Kelli had in mind. Unfortunately it wasn't a one in three chance. I actually whacked off in about 10 pairs. Decisions, decisions. Did Kelli pick a sexy or plain pair? Bikini or thong? What color? Nylon, satin, or cotton? From the other room Kelli hollered "Five seconds" I made my decision and went with a white thong that I knew I must have cum on at least 3 times. I grabbed that pair and returned to the living room. "Times up, what pair did you choose?" Kelli was trying to be so serious that it was hard for me and her to not start laughing. Marie on the other hand was a little upset that I had made love to Kelli's underwear on a regular basis. Kelli looked at the size 7 nylon thong in my hand and smiles, "Nice choice." What a relief, I guessed right. "Nice choice, but you're wrong. I was thinking of my pale blue cotton bikini panties I wear jogging. Now time for a punishment. Since you like to whack off in my panties, show us how you do it while you wear them." That day was the strangest day. I didn't know what to do, so I just did what I had been told to do. I pulled Marie's red satin panties down and stepped out of them and pulled up Kelli's nylon thong up my legs. I was so hard that the front panel didn't even cover the head of my cock which had been hard for over two hours now. Kelli smiled and walked behind me as I started to stroke myself wearing her panties. What she did surprised me a little. She pulled the front of the panties as high as they would go exposing most of my ass crack in the process. As I started to stroke myself through the nylon a little bit faster, Kelli slid her finger into my asshole sending me over the edge. I didn't have time to get the panties off my hard cock so I shot three thick ropes that went no where except into the panties and back onto me. Kelli put her other hand over my hand that was still holding my cock and stroked me a little bit more, rubbing my sticky cum all over the front and crotch of the little thong. "Now for your punishment, you have to wear those panties for the rest of the day. You can take off the bra and stockings. Marie, since you were so good this morning, I'm taking you shopping, get dressed, you too ‘Jenny'." We all went to our respective rooms and started to get dressed. The look that Marie gave me could freeze the sun. I guess she didn't have the same respect or desire that I did for female undergarments. I quickly put on an old t-shirt and a pair of jeans that I hoped would conceal my still wet panties. Marie put on her usual of jeans and a tight tank top over white bikini panties and a white bra. We met Kelli in the living room in a few minutes and drove off to the mall. The mall was a place they both knew well. Kelli had a part time job at JCPenney's splitting her time between the junior's and lingerie sections. Marie spent every cent she received from her tutoring using Kelli's discount, so it didn't surprise me that our first stop was Penney's. We followed Kelli everywhere. We started at the shoe department where the girls tried on half of the merchandise. Then to the women's section where Kelli and Marie looked at skirts and blouses. Kelli had some fun with me by saying too loud for my enjoyment. "Jenny what size are you, it looks like there are a few sales and you should get yourself something." Kelli and Marie had a little laugh and then we went to the lingerie section. Kelli couldn't contain herself when she saw her co-worker Leah in the department. Leah saw Kelli out of the corner of her eye and tried to exit her empty department to help someone, anyone else in the store. But she was too late and Kelli corralled her in the corner. I had met Leah a few times at parties and I think I had a class with her a couple of years back. She was the most average girl I can ever recall knowing. She was about 5'5" and weighed about 150 pounds. She wasn't fat, plump is a better way to describe her. She wore a knee length black wool skirt and a white dress shirt. Her hair was a dirty blondish/brownish that she wore in a ponytail. Blue eyes, dimples, a cute smile. Her best feature would have to be her boobs. I guess they were about 40D. But since she was a little on the heavy side they were not that impressive. No one you would go out of your way to meet, but if you did you would say she was a nice, pleasant girl. Kelli made introductions all around and chatted with Leah how it was going today, was it busy, did she make any nice commissions, etc. Then the mood suddenly changed. Kelli looked at Marie and mouthed the word "watch" to her. Kelli then turned to Leah, "Have you been a good girl Leah?" I thought that was a strange question to ask a co-worker, I think Marie did as well. Leah looked nervously around her to make sure the department was still empty and gently bowed her head, "Yes ma'am." Kelli looked at us with a real sense of pride and began to tell us about her and Leah. It seems that while Kelli and Leah were closing one night about a month ago that Leah had been a bad girl and tried stealing from the store, the items were worth at least $300. Kelli caught her red handed and confronted her with the theft. Leah had promised that she had never done anything like this before and promised that she wouldn't do anything like this again. Leah also confessed that if she was turned in that she would lose her scholarship provided by her church and would probably lose access to her grants as well. At the time of the theft Leah had tears in her eyes and pleaded that she would do ANYTHING to avoid going to jail. Kelli told her she would look the other way if Leah truly meant that she would do ANYTHING. To learn her lesson properly, Kelli was in the long process of punishing Leah to make her a better person. This would be in the form of assignments that had to be completed or Kelli would go to the store manager with the truth. I decided to ask, "So what assignment is she working on right now?" Leah raised her bowed head and I could see the pleading in her eyes to not tell us what she had to do. But Kelli did not feel merciful today and decided to have some fun at Leah's expense. "This week's assignment was to give herself an enema twice a day everyday this week. Only a clean person, inside and out, can really be a clean person," Kelli said with a laugh. "Have you been doing that Leah?" Leah bowed her head and nodded. "How about last week's assignment have you continued with that?" Leah's head snapped back into it's normal position and the look on her face was pure terror. Kelli knew the answer to her question and decided to test Leah's limits. "Leah was ordered to keep her pussy completely shaved for the rest of the month. I told her I would make spot inspections from time to time so she better do a good job. Because if she fails any assignment it will lead to more assignments. If she refuses those, she goes to jail," Kelli said in an almost sing-song rhythm. "Time for an inspection," Kelli announced. Leah looked at Kelli, then Marie, then me, then back to Kelli. I could see the tears welling up in her eyes. Kelli grew impatient, "NOW!" Leah accepted her fate and started walking back to the changing rooms. Kelli grabbed her by the arm, shook her head, and then got so close to Leah's face that Leah probably couldn't see anything except for Kelli's brown eyes. "You waited too long the first time I told you. We'll start your inspection out here. If you're good, we'll let you finish it in the dressing room. If you're bad, we'll do it all out here." Kelli backed away from Leah and waited for her to begin. Leah looked over her left shoulder, then her right, then her left again just to make sure no one was around. You could tell that her will was broken. She should have stood up to Kelli but she couldn't. Leah thought that Kelli was so much prettier than her, smarter than her, had such great friends. Friends she wanted to have. Maybe this was just a test to see if she was worthy of Kelli's friendship. Leah raised both sides of her skirt to about mid thigh, looked over her shoulder again just to make sure the coast was clear, slid both hands under her skirt and lowered her white panties to the floor. They just sat there around her ankles. It was a peculiar sight to say the least, a grown young woman standing perfectly still with her white panties bunched up around her ankles. "Very good Leah, hand me your panties and we'll go to the dressing room for the rest of your inspection." Leah stepped out of her panties, bent at the knees to pick them up and handed them to Kelli. Kelli turned and headed for the dressing rooms with the rest of us tagging along. When Kelli passed the trash can by the desk, Kelli threw Leah's panties away. "I don't like full cut briefs, don't wear these again, don‘t ever touch this pair again." Leah hesitated when she passed the trash can, looked quickly in and noticed her white panties sitting in an almost empty wastebasket. She then realized that everyone else today that walked by the desk going to the changing rooms would see her panties lying on top. Kelli opened the door to the dressing room and ushered everyone inside. I'm not sure if Leah was more embarrassed taking her panties off on the sales floor or more embarrassed that she knew I was going to be part of the inspection. When Kelli noticed this she had to make a comment. "You see Leah here is a virgin. And I mean VIRGIN. She's never even been to third base. The farthest she has ever gone was kissing a boy who felt her up through her sweater and bra. Hell, I don't think any man has seen her naked except for her doctor. Isn't that right Leah?" Leah just nodded her head yes. "That's going to change now. Leah, unhook your skirt." Leah hesitated, looked to me then to Kelli and whispered, "Please don't make me do this." "You know the rules. You do everything that I say or I tell our boss Jim that you've been stealing. You don't want that to happen do you?…Now unhook your skirt." Leah closed her eyes, reached behind her and unzipped her skirt. She opened her eyes and looked to Kelli once more hoping to get out of this. When no reprieve came she undid the snap on the back of her skirt and let it fall to the floor. Leah stood before the three of us naked from the waist down. Her white dress shirt did nothing to hide her ass or pussy. Kelli smiled when she told Leah to put one foot up on the bench in the dressing room. Leah complied immediately. Kelli rubbed her hand along Leah's tummy then down to the top of Leah's pussy. "You didn't shave today did you?"