Warning: Adult content, do not read if you may be offended.
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Max arrived at his recently acquired "fuck toy's" house, Joan. Joan was a large timid 46 year old who had been living alone for the last 10 years. A tall woman with long legs, large tits and a big round arse. Max had been training her in fucking and sucking over the last month or so and thought she was now ready for the next stage of his plan. Max had told her to invite her old friend Gwen over for the evening. Gwen was a short overweight woman, potato shaped with a large belly and droopy 'spaniel eared' tits.
As Max entered the house he was pleased to see Joan was wearing what he had told her to. A long black high split skirt with dark stockings and suspenders underneath, with a see-through blouse and thin 'push-up' low cut bra on top. Max was pleased that he could clearly see her cleavage and dark nipples through the material. Joan was embarrassed at wearing the clothes, at least she was not going out in public in them. She was also very apprehensive about her friends visit, what had Max in store for the evening.
Max walked over to her with a beaming smile on his face, he put his hands on her hips and drew her to him. She was as tall as him in her heels, maybe a bit taller. His tongue pushed between her lips, he felt her tits then her stomach against his body. His hands slid up her curvy sides and felt her large tits protruding from the sides of her body. His hands slid back down and over her large hips then around to her rear, feeling her big round arse which was much higher than his due to her heels and long legs. He felt his cock stiffening, one of his hands found the split in her skirt, he felt her smooth thick thigh beneath and his hand slid up further onto the bare bulging flesh above her stockings.
Joan was still coming to terms with the rapid changes in her life. She had settled into a quiet lifestyle with just a few close friends, time slipping by and going nowhere since her divorce 10 years ago; steadily putting on the pounds. Then suddenly this man hunk about 10 years younger than her chats her up at the Quickie Mart. And before she knows what's going on, he is fucking her hard and long, teaching her things that she had no idea people did.
Max stopped the kiss and groping, he couldn't get carried away yet, he went back to his bag and pulled out a litre bottle of Gin. Tbut halfhey both went into the kitchen where Joan checked on the food she'd been preparing. Max poured her a huge measure of Gin added a little tonic and got himself a beer out of the fridge. Joan was not a big drinker but with Max's encouragement the glass was soon empty and a second one poured. Max undid a few more buttons of Joan�s blouse and gently felt her large milky white tits as Joan struggled to finish the food preparation. She was now a bit more relaxed about her friends visit, it took all her concentration to finish laying the small table, the alcohol had gone completely to her head.
The door bell rang and Max rushed off to meet their guest. He greeted the woman with a big smile, �Hi, I'm Max. Let me help you off with your coat." As he removed Gwen�s coat he rubbed the back of his hand over the side of her breast causing the straight-laced Gwen to jump and emit a small squeal with the shock. Max smiled "Whoops, let�s get you a drink."
"I don't normally drink," said Gwen as they walked towards the kitchen. "You must try this special Gin," said Max, "I got it especially for this evening and it will help us to relax." Gwen took a sharp intake of breath as she saw how her friend was dressed. Not only was the top she had on almost see-through but almost half the buttons were undone showing her large cleavage. Gwen tried not to stare and struggled to compose herself. Max watched the two women briefly embrace as they greeted each other. He made Gwen a very strong G&T and added a couple of sleeping tablets he had crushed earlier. This one certainly needed to be calmed down.
The three of them sat down around Joan's small kitchen table, Max at the end and the two women opposite each other at his sides. Max enjoyed watching the women stuffing themselves with food, their bodies and especially their tits gently wobbling about as they ate and gestured. He was careful to keep their glasses topped up without them really noticing. They talked tirelessly as women do, almost as if he was not there. After a while Joan made a flattering comment about Max. Max leant forward, gave her a long kiss on the lips right in front of Gwen, his tongue probing around Joan's mouth. Gwen went a bit red, but the alcohol and pills had calmed her somewhat. Max pretended he had just realised what he had done and thought he would even things up. He leaned over and gave Gwen a short kiss on the lips as well. Gwen's face blushed full red as he pulled away and she started to stutter, she didn't know what to say to her friend. Joan seeing her friends predicament said "Don't be embarrassed, I don't mind� You will get used to him."
The two woman got straight back into their conversation to cover their embarrassment... Max could now see the drink was now doing its job, both women were laughing at the silliest of things. Gwen�s eyes spent a bit more time looking at Joan�s cleavage and the nipples showing through her top. Joan noticed this as well, "Do you like this blouse and bra?" smiled Joan and for some reason not thinking, she rubbed her hands slowly down over her breasts, causing her nipples to stiffen a little. "Max got these clothes for me. They're a bit too risqu� for wearing out, but make me feel quite sexy, even at my age". "Yes, you should try some clothes like that as well Gwen." Max interjected, "You would look great and sexy too". As he said this he put a hand on each woman�s shoulder. After a slight hesitation Gwen began to speak. "Oh I don't know, I think I'm a bit too old and fat for that sort of thing." "Nonsense," said Max, sliding his hands slowly down both women�s sides, feeling the curves of their bodies as he went.
"Great" thought Max, Gwen had not budged. He slowly slid his hands up and down the sides of the two women. He parked one hand on the side of Joan�s breast, while he tried to get a bit more of a feel of Gwen. They continued their conversation about sexy clothing. Max's movements were getting a bit more obvious as time passed, trying to feel the side of Gwen�s breast. Gwen leaned forward and put her elbow on the table, looking a bit flushed but giving him a little more access. "Great" thought Max, he could now clearly feel the side of her tit through the blouse and bra. It felt fairly small for her large body, but it always gave him great pleasure feeling a different tit for the first time, even if it was through two layers of material. He gently massaged along the sides of both women�s bodies as the two women talked.
Joan could see Max's hand rubbing the side of her friends body. She thought she would have felt jealous, but she just felt curious and a bit sexier than her friend. Max's hand was occasionally squeezing the side of her breast as well which felt nice.
Gwen could feel Max's hand exploring the side of her body and even feeling her tit a little at times. It felt great, but she was surprised she had not stopped him doing it. She could also see his other hand resting on the side of her friends large tit giving it a squeeze occasionally. For some reason she could not explain she was finding this interesting and the sight of her friends cleavage and nipples through the thin material mesmerising. She dimly realised she was spending more time looking at her friends tits than at her face, but felt unable to stop, both women were starting to get wet and a little tingly between their legs and their heads were fuzzy from the drink.
Joan noticed her friend spending more and more time looking at her breasts. Then Max's hand moved right across to Joan�s nipple and started playing with it. While Gwen watched in fascination he planted his lips on Joan�s and now felt both her tits with his hands openly. Gwen watched as he undid the last few buttons of the flimsy blouse and pulled it wide open. Their kissing was getting more passionate all the time. He was massaging both breasts now, his fingers sliding into the low cut bra at times, tweaking her nipples. Gwen felt one of her own hands trying to get between her legs and her face glowing as she watched. As they paused for breath Joan pushed Max away slightly. �Why don�t you make one of your special sweets, while Gwen and I go through to the lounge." �Great� said Max. Both women got up unsteadily from the table, Joan�s tits wobbling in the low cut bra nicely for them all to see. She made no attempt to re-button her blouse. The two women went into the lounge trying to steady each other and giggling like school girls.
Max's special pudding consisted of a mixture of thick cream, some yogurt with some sugar mixed together, oh and plenty of brandy added. He liked to spoon this into Joan's mouth himself. This was mainly to ensure Joan�s weight steadily increased, the mix probably had more calories per spoon than anything else known to man. He liked to keep her continuously growing a little, this kept her skin taught and her body almost bursting from her clothing which he liked.
Joan flopped onto one end of the sofa while Gwen went to the toilet. Gwen had not felt so sexually fired up since she was a teenager, or as drunk. She decide to remove her bra, as she re-buttoned up her blouse she hesitated, her nipples were now hard but pointing directly down towards the floor, her saggy tits were flopped down low on her stomach. Perhaps she should put her bra back on she thought, it looks silly. She heard Joan call from the lounge �Come-on Gwen, or there�ll be none left for you if you don't hurry.� "Oh well" she thought she had better return, no time to put the bra back on. Max and Joan both watched her tits swaying from side to side as she staggered back across the lounge. Joan was patting the sofa next to her, indicating that is where she should sit. Max was kneeling on the floor next to her with a single large bowl containing a whiteish mixture in one hand and a spoon in the other.
As she sat Joan put her arm around her friend and gave her a squeeze, she could sense she was a little uneasy. "I hope you don't mind Gwen, Max normally feeds me his special sweet, is it okay if he feeds you as well?". "Uuuuh... sure" stammered Gwen, a bit hesitatingly. Max got Gwen to hold the bowel as he started to spoon the mixture into their two mouths in turn. They began to relax, laugh and giggle as he fed them.
It wasn�t long before almost a spoon-full dropped onto Joan�s tit. �Whoops� giggled Joan. Max leaned forward and slowly cleaned it off with his tongue, unnecessarily supporting and squeezing her tit with his hand as he did so. �Mmmm nice� mumbled Max. On her next mouthful the very drunk Gwen pushed some of the food back out with her tongue so it ran down her chin. Max and Joan laughed. Max then caught the dribbling food with his tongue. He licked up to Gwen�s lips and ran his tongue back and forth along them; Gwen parted her lips slightly and felt his tongue enter. They started kissing slowly, then more passionately.
Joan felt a pang of jealousy and excitement, she had never been this close to two people kissing like this before. Especially when she thought of one of them as her partner and the other her best friend. She still had her arm around her friend and was only inches away. She then noticed Max's hand, his fingers were just about to make contact with Gwen�s saggy tit. He started slowly rubbing up and down it as Joan watched them she could see the embarrassed glow on Gwen�s face and excitement growing in them both. Suddenly she wanted to be part of the action. She put her hand on Gwen�s tummy and started feeling it though her blouse. This felt strange but quite good so she undid a couple of buttons and slid her hand onto the bare flesh. Yes it felt very odd feeling up another woman�s tummy, but also quite exciting.
Joan pushed her head forward and tried to get involved with the kissing, pushing her tongue into the corner between the two mouths. The two other tongues immediately responded and both started to push into her mouth at the same time and kiss her. The three of them experimenting, trying to do a three person kiss, and finding out that they really had to take it in turns. Swapping between mouths every few seconds. This was the first time either woman had kissed another woman in this way, they both found it interesting and exciting. Joan�s hand had moved higher, it suddenly rubbed across the nipple of Gwen�s tit. There was a slight squeal from Gwen, Joan hesitated, then started tentatively exploring the nipple with her fingers. She could sense Max's hand also on her breast a bit higher up. About the same time Max realised what was happening and thought "Wow� this is going even better than I planned." He moved one his hand from Gwen�s tit and onto Joan�s back feeling for the bra release. Wham suddenly the tension was released and the tits tumbled free. He slid his arm around Joan�s body and cupped her now bare breast. Joan is a large woman, in order to do so he had had to pull back from the kissing. He watched in fascination as the two woman mouths were locked in their passion. As he fondled Joan�s large tit with one hand the other went to work on the rest of Gwen�s buttons. He soon had one of Gwen�s lovely saggy tits exposed as well, he saw Joan�s hand still working away caressing the nipple of the other and gently managed to pull the material out from between. Joan suddenly she was feeling a hard, bare nipple.
"Okay you two we had better get the rest of the pudding eaten." ordered Max. They pulled apart feeling self-conscious about getting so carried away. It was only then that they fully realised that they both now had their breasts exposed. Max started feeding them the rest of the pudding. He occasionally dropped some of the mix on the woman�s breasts then slowly licked it off. The women were now feeling very full. Max again "accidentally" dropped a bit more sweet onto Joan�s breast. Instead of licking it up he scooped it up onto his finger and held it to Gwen�s lips. She smiled and opened her mouth as both the food and his finger entered. He repeated the same thing Gwen�s tit to Joan�s lips and she also complied.
"Great" thought Max "now to the next stage." He dropped some more food onto Joan�s tit; it landed quite close to her nipple. "Okay I want you to lick it off this time Gwen" Gwen produced a little embarrassing laugh and turned even redder, "uuh� I can�t do that" she responded. Instead of letting the tension build he said "Okay lets see if Joan can do it herself." With that he lifted Joan�s tit to her mouth and got her to lick off the cream. "Well done!" he enthused, giving her a kiss as a reward. He then dropped some more cream, this time close to Gwen�s nipple. Without asking he lifted her saggy tit to her mouth. She hesitated for a second, then she too licked the cream from her tit. "Hooray!" Max encouraged. He dipped his fingers in the now almost empty bowl and coated a thick layer around Gwen�s nipple, which immediately went rock hard again. He then offered the saggy breast up to Joan�s mouth. The two women stared into each others eyes for a few moments. Finally Gwen spoke a few words of encouragement to Joan, "Ok do it before the cream gets too warm." Joan hesitated for a few seconds more, then took the saggy tit to her mouth and slowly licked off the cream. Circling her tongue around the big hard nipple, then sucking on the centre with puckered lips. When she finished she sucked a large part of Gwen�s tit into her mouth for a few seconds. Gwen�s breathing had become appreciably quicker as he watched her friend doing this to her. It obviously turned her on big time.
Max applied another layer of cream to both of Gwen�s nipples. He again offered one to Joan and took the other to his own mouth. They looked at each other as they both competed to give Gwen the best experience. Gwen supported a saggy tit in each hand, feeding the two of them, and began to groan with pleasure. Joan managed to slide onto the floor beside Max without removing Gwen�s breast from her mouth. Max moved his hands to Gwen's body while they both continued to suckle her. He loosened her skirt a little and pushed it down some, giving access to Gwen's large full belly, which he began rubbing. He worked his hand up through the folds of Gwen�s belly to bottom of her tits.
Max now moved away a little, getting behind Joan so he could get an arm around each side of her and play with her large breasts and nipples. He guided her right in front of Gwen so she was kneeling between Gwen's feet. He nuzzled Joan's neck. He could clearly watch her working away with her mouth on Gwen�s breast, then her mouth moved over to the other as an excited, red faced Gwen watched as well.
He slid one hand slid down Joan�s large belly and found its way into her knickers. He rubbed her outer lips as gently as possible. Even then he could detect her large engorged clit. This forced her to drop Gwen's tit from her mouth to moan in ecstasy. Gwen slid down the sofa a bit trying to stay with the action. Gwen couldn't believe what she was doing as she gently took hold of Joan�s head and guided her mouth back to her breast. "God don't stop Joan" she murmured quietly, sliding further down the sofa so her knees were on each side of Joan's body. This caused her skirt to ride up some, giving Max access to her thigh with his other hand. He stroked her thick thigh gently, moving steadily higher and higher. Gwen laid back with her eyes closed, savouring the moment. She took Joan�s head in her hands, rubbing Joan's face across her big soft belly, moaning quietly. Max's finger started to penetrate between Joan�s cunt lips, as he looked at Gwen�s huge hard wet nipples. Joan gave a loud screech as his finger first contacted her clit. She slid up Gwen�s body a little trying to move away from the finger. Gwen was now now rubbing Joan's head desperately across her breasts. Max applied a firmer pressure to Joan's clit and she tried to stifle some of the sounds from her pleasures in Gwen�s tits. She came hard, biting onto Gwen�s tit a little harder than intended.
Gwen now had one of Joan�s tits in her hand and squeezed it tightly as her friend screeched out in pleasure. Max moved Joan to the side of the sofa where she sat panting and recovering. He then slid Gwen down in her seat even more, causing her skirt to ride up further and her buttocks to over hang the edge a small amount. Max now had a hand stroking each big thigh, working his hands up Gwen�s thighs as far as he could. Gwen parted them further, giving him access a bit higher up her huge thighs each time he tried.
His hands went to the back of her thighs and up to her slightly overhanging buttocks which he began to massage, sliding his fingers up into her knickers. He lent forward and put his head on one of her legs and began licking up the other thigh. Gwen was more than a little breathless; she had never experienced anything quite like this before. She had not had sex for more years than she could remember. Her head was telling her to stop now, stop this now, and her body was screaming for her to open her legs further to give Max more access. Her body winning, she spread her legs as far as she could, opening herself to him. His tongue was soon moving right up to her knickers as his fingers behind were rubbing the edge of her ass crack beneath her.
Joan began recovering from her orgasm. She looked over and had a view of Max's head between Gwen�s legs and Gwen�s Spaniel ear tits heaving up and down on her tummy as Gwen panted and quietly moaned in pleasure, her eyes closed, drinking in the experience. Joan felt herself becoming excited again from just the view in front of her. Max moved from his position to remove Gwen�s knickers. He took hold the sides of her pants ready for her to lift up her bottom for him to remove them. Gwen suddenly had second thoughts, she had never done anything like this before and was nervous. She knew there was no going back once Max had removed her pants. She did not know what to do, what would her friend think. She looked over to her friend who was naked from the waist up. They looked into each other's eyes for a long minute. Max was beginning to think this was as far are he would get, as he ran his fingers across the crutch of Gwen�s pants. Joan suddenly smiled and mouthed an ok. Gwen smiled back, blew her a kiss and lifted up her butt.
Max smoothly slid her knickers off, revealing her snatch to him for the first time. Her outer lips were puffed up and soaking wet with excitement. He was surprised to see she only had a light wispy bush. He moved slowly forward, taking in the hot smell of her sex and very gently started to explore her with his tongue. Gwen found it electrifying, she had never been through anything like this before. She wondered where the moaning sounds were coming from for a few seconds, then realised it was her. Joan began removing Max's clothing as she watched him work on her friends snatch. She managed to remove all his clothes without him having to move his tongue from Gwen�s fanny. She took his 7 inch dick in her hand. It was as stiff as an iron bar, she didn't think she'd ever felt it quite so hard before. The head was also very bulbous and wet. Max slid up Gwen�s body so his dick was almost touching her snatch.
Joan slid her hand down the shaft and felt the weight of his ball sack. She then took hold of the lower part of his shaft and started to carefully run the head against Gwen�s fanny lips. Gwen started chanting... "Oh my god... oh my god" between deep breaths, as Joan carefully manipulated the head of Max's cock between her fanny lips. Max had a spaniel ear tit in each hand and was nibbling away at Gwen�s neck now... "God this is unbelievable" he thought. Joan carefully lined up the head of Max's prick and he slowly pushed into her. The "Oh my god..." chant got louder and higher in pitch. Joan cupped Maxed balls as he slowly pushed into Gwen up to the hilt, almost cumming as he did . It was an incredible feeling having his girlfriend feeling his balls as he entered a new, surprisingly tight, fanny for the first time. He gasped for breath, trying to hold his cock in there steady to recover a little. It was to no effect, Gwen was thrashing and wailing as she came and her fanny pulsing around his hard cock. He managed just a stroke or two of slow pumping. Max was ready to explode. Gwen was cumming again and with Joan massaging his balls he couldn�t take it anymore. He stopped pumping but he still couldn�t hold off the moment. He felt his dick spasming as Gwen�s cunt seemed to be trying to suck the juices from him. Joan felt Max cuming as she very lightly squeezed his balls, Gwen was now screeching and trying to force Max to continue pumping. Max cock just exploded filling Gwen�s cunt with his hot juice. He then pumped the rest of his big load into Gwen for a full minute, Joan watching in fascination as the liquid forced itself out from around his dick and down his balls onto her hand and also down Gwen�s cunt and along her ass crack. Max and Gwen were exhausted, both breathing like they were having a heart attack. Finally, their slumped bodies breathing starting to moderate. After another minute Max's cock softened and he crawled off her.
As Max moved away Max and Joan watched the cum oozing out, Max suddenly put his hand on the back of Joan's head and forcibly pushed it towards Gwen�s snatch. Joan's mouth and face slapped into the goo without her really having any choice. Max rubbed her face around Gwen�s soaking, leaking fanny. "Lick it up my love" Max ordered as one of his hands went between Joan�s legs and started playing with her hot fanny. Joan didn't have a choice. She started attentively licking-up the cum still running from Gwen�s snatch. She found it had a slightly different taste and aroma than when she had previously taken it direct from his cock, but quite pleasant. Gwen started to moan slightly again. She felt fantastic but completely exhausted. Without moving his hand from Joan�s fanny, Max managed to shuffle across Gwen�s body and put his limp cock to her mouth for cleaning. He rubbed it across her lips but she had fallen unconscious, exhausted. Max went back to concentrating on Joan's clit as she continued to lick out Gwen�s fanny. She stopped and gasped with pleasure as Max expertly brought her to a deep climax.
Joan and Max removed the tangled clothes from Gwen and laid her flat on the sofa. Joan got an old duvet out and they tucked it around the sleeping Gwen, both kissed her lightly on the lips and went off to bed together happy.
End of part 1
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I hope you liked this first part. The story continues. Bottle of Gin Part 2
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