Note: This story was dynamically reformatted for online reading convenience.
 
 The usual disclaimer: If you are under 18 years of age and you are reading
this you are being naughty children and should immediately stop and delete
this file.  If you live in a community where this type of stuff is illegal,
I suggest you move.

   Any similarities to persons living or dead is purely intentional.  Names
may have been changed to protect the horny.

   Firsts by TheRant (Final Archive Version) ------- Chapter 1 ------------

   Her mouth tightened over the head of my cock, then loosened as she
sucked down its length until I was touching the back of her throat.  As she
started to hum, the vibration sent shivers through my cock then up my
spine. I knew it was going to be soon.  I could feel the familiar tingling
sensation in my balls as they started to tighten.  My teeth clenching, my
hips thrust upward as the first spasm shook my body and I squirted out the
first glob of cum into her hungry mouth.  She quickened her pace making me
tremble and feel light-headed at the second spasm.  At the third she
started rolling her tongue around the head as she continued to suck me into
delirium.  After that I can't remember what happened, I was too wrapped up
in the sensation to actually monitor what her fabulous mouth did to my
cock. Finally, after an eternity I began to soften and slipped out from her
warm lips.  Smiling up at me she licked out to retrieve the small leak of
cum that had slipped out from the corner of her mouth.  She had never
looked more beautiful than she did right then.

   ....  at least that was what I wanted her to look like.

   Lying spread out in the bath tub I released my penis with a reluctant
sigh.  The water was starting to cool around me just starting to reach the
unpleasant temperature that a nice hot bath turns to when you've been
sitting in it too long.  Reaching out for the face cloth I used it to wipe
the sticky cum off my stomach, hands and finally my penis.  As I sat up I
thought again of Michelle and wished that the whole thing had been real and
not just a teenage fantasy.

   Well at least it had been a real good orgasm.  One of the best I could
remember.  Not THE best but definitely one of the top ten to date.

   The best one I could remember was one of, if not my first.

   I'd just come home from school, and like a lot of thirteen year old boys
I'd spent the day looking at the girls, and a few of the teachers, and
wondering what they looked like naked and bent over in interesting
positions.  It had just been a usual day.

   Going to my room I dumped my school bag onto my bed , switched the TV on
then started to dig through my homework deciding what I had to do tonight
and what could be put off to later.  Looking up at the TV I stopped and
froze.  There was a movie on.  One that I could distantly remember seeing
before.  One that struck a chord in me and still affected my body the same
way it did the first time I had seen it.

   Getting up I shut the bedroom door as quietly as I could.  It was only a
little after four and my mother was probably in the living room watching a
soap opera.  I watched them myself occasionally.  The female cast of most
soap opera's could easily match a years supply of Playboy's.  That was one
of the top occupations on my "what I want to be when I grow up" list ' in
charge of casting girls for soap operas.'

   Anyway...  , going back to the bed I casually pushed all the books and
papers onto the floor and lay down on my stomach, my head on my joined
fists to watch the movie.  That quickly became a little bit too
uncomfortable so I rolled over onto my back .

   I couldn't remember the name of the movie at the time, it had been on
for about fifteen minutes and I had missed the credits, but I later checked
the TV guide to make a note to catch it again the next time it was on.  It
was called 'Walkabout'.  An Aussie picture from the early 70's.  It must
have been three or four years since I had first seen it and had been
surprised about it then.  It had been a little later in the day but still
pretty early for a movie like this to be on.  Thank God for Canadian TV.

   What the movie is about wasn't important.  The only thing important to
me about the movie was it's star, 'Jenny Agutter'.  She was beautiful and
innocent, but most importantly NAKED.

   As the movie progressed my pants started to become even more
uncomfortable so I undid the button and fly to give myself a little
breathing room.  As it reached the swimming scene I had to pull down my
underwear to relieve some of the painful tension on my erection.  It wasn't
the first of the day for me.  Like I said, I'd spent the day looking at the
girls and teachers at school, but it felt like it was the biggest I'd ever
had.  It felt like it was going to jump off my body and start to run around
the room by itself.  I suddenly had the urge to reach down and catch it
before it could accomplish this.

   Like I said before I can't remember if that was my first orgasm but to
this day locked in my mind it still the one I can remember best.

   I held it tightly in my fist to keep it from flopping away, teenagers do
have wonderful imaginations.  Staring up at Ms.  Agutter I felt my hand
start to move almost by itself.  I had heard about masturbation at school
form both sex-ed and jokes among the other boys, but had never actually
done it myself.  Sure I had had touched my penis before when it had gotten
hard and marveled at the sensation but had never gone through the whole
process of jerking off.

   As I stared up at her swimming in the water, her firm young breasts
shivering with each stroke, her tight ass sticking out as she rolled over,
her dark pubic hair flashing occasionally, my hand moved up and down my
cock.  It felt fantastic and seemed to go on forever.  I felt like I was
going to explode, and then I did.

   I wasn't sure at the time what was going on, it was just wonderful.  I
didn't actually see the first two shots of cum, I was still looking at Ms.
Agutter's luscious form but eventually looked down to see the last few
spurts of white liquid shoot out and land on my shirt.  I didn't understand
what had just happened.  I gave my shrinking penis another stroke but
quickly let go as my hand touched its now ultra sensitive crown.

   I stared at the sticky mess that covered my shirt, hands and penis
before looking up at the TV to find that the scene was over and she was
dressed again.  In a panic I quickly took off my shirt, used it to wipe
myself off and tossed it under my bed way at the back.  Pulling on a clean
shirt I sat down with a sigh of relief that I hadn't been caught as I
watched the rest of the movie.  As happens VERY quickly at that age it
didn't take long for Ms.  Agutter to inspire another raging hard-on, but
this time I was too nervous about being caught to do anything about it.

   To this day whenever I hear a woman with an Aussie accent I immediately
get hard as a flag-pole.

   Chapter 2 ------------

   'Ah, Michelle!' , the inspiration for today's self indulgence had been
on my mind more and more of late but the morning's little meeting had
really inflamed me.

   It had been a little accident.  We both share the same homeroom and a
number of the same classes so our lockers are fairly close to each other. I
was just walking back to it to switch books for the next class, my bag in
my hand swing gently as I walked when I saw her crouched down on the balls
of her feet going through the bottom of her locker.  I was in a little bit
of a hurry and I guess I got a little close.  When I passed her my bag
swung out and gave her a nice hard slap on the cheeks of her round ass as
it stuck out.  Trying to pretend it didn't happen I rushed to my locker and
undid the combination lock.

   Digging through the books I gave her a quick glance and discovered that
she was now standing up and staring at me with a strange look on her face.
Then flashing me a smile she winked at me before turning to go to her next
class.

   I froze.  Well most of me froze.  My brain had locked up at the sudden
blood loss to a lower region.

   'She thinks I did it on purpose.' , I thought.  'She thinks I had done
it with my hand and not my bag.  God...., I wish I had done it with my hand
and not my bag.  And she didn't seem to mind.  In fact ....  what does that
wink mean?"

   The bell rang and I quickly slammed my locker shut and ran for English
class.  I really can't say what happened the rest of the day in my classes.
My mind was on automatic, walking me from class to class, occasionally
taking notes when it decided they needed to be taken, but other than that
all I can remember was Michelle and that smile and wink.

   Let me tell you about Michelle.  I've known her for a few years.  The
high school we both go to starts at grade eight and we both started there
at the same time.  One of the nice things about this school is the homeroom
is consistent.  When you start, you're assigned a homeroom where you start
the day, hear any messages that the school thinks you need to hear and
listen to your assigned homeroom teacher ask any questions he or she has to
ask.  It's a mixed group of students from grades 8 to 12 so it's a little
bit intimidating at first but you get used to it quickly.  The nice thing
is that next year when you come back you get the same room, the same
students --- except for those who have moved or graduated, and the same
teacher.  This really can be a good thing.  Especially if a girl like
Michelle starts out with you in the same group.

   That had been two years ago, we had both been thirteen, and were now
fifteen and in grade ten.  The first time I saw her I had decided that she
was very pretty but was more interested in staring at the older female
students.  That hadn't lasted long as puberty had started to hit Michele
hard and fast.

   At fifteen, I had made a note of her birthday--- it was a month before
mine, she was a goddess.  She stood two inches taller than me--- a
temporary problem I half hoped, and was built better than any Playboy
playmate I had ever seen in my meager collection of the magazines.  Her
breasts were large and high and jiggled nicely in her bra when she moved
quickly or had to run.  Luckily we both had PE at the same time so I got to
see her run quite a bit.  Her legs were long and shapely leading up to a
fine tight, round set of ass cheeks that I knew as well as the back of my
hand.  I watched them moving away from me at ever chance I had.

   'God I wish it had been my hand and not my bag.'

   She had long red hair that reached almost down to that perfect ass.  I
was glad it wasn't any longer.  I wouldn't want anything to hide that
perfect set of cheeks.  Her skin, what I had managed to see of it anyway,
was a pale pink without any blemish except for an occasional cute freckle.
In the two years + that I had known her I had never seen a pimple on her.
Whatever she used seem to work perfectly.  I, myself wasn't always so
lucky. Her eyes, when I managed to look at them long enough were a pale
green, and her mouth and lips were almost always smiling.

   The best thing about her was her personality.  I know, what you're
thinking.  With a body like that she doesn't need a personality,...but
you're wrong.  Out of all the girls I had met so far in high school there
were three types.  The stuck up snobs who only talked with their select
group of in-crowd friends, the shy or afraid who only talked to you when
they had to and never looked at you in the eyes, and the easy girls, the
sluts who always seemed to be trying to jump the football team. 
Unfortunately for me football was never my game, so I missed out on them.

   Then there was Michelle.

   Everybody liked Michelle and she seemed to like everybody back.  It
wasn't just the guys trying to get into her tight pants either, but from
the locker room talk every male I knew...  including the teachers, would
have loved to.  She talked to the grades 8's to 12's and she never talked
down ...  or up to anybody.  I liked her because she wasn't afraid to joke
around in class.  We had a long standing frog guts throwing contest in
biology class when our 60's reject teacher was zoned out.  So far the score
there was about even.

   She asked me to help her if she had a problem she couldn't figure out,
or if she had missed class and didn't follow what was currently going on. I
would classify her as a friend and hoped that she would see me the same ...
at least for now.  I was determined, that after today, we were going to be
more than friends.

   This Friday I hoped it was going to be my hand and not my bag that gets
a good feel of that ass.



   Still sitting in the cooling bathwater I noticed that all my thoughts of
Michelle had brought the usual reaction out of me, and hurriedly got to
work to get rid of it.

   Chapter 3 ------------

   Friday there was going to be a dance after school.  It wasn't a holiday
dance like Halloween or Christmas, and it was still two weeks until the
spring break, so there wasn't any particular reason for the dance, but the
timing was just right for me.  I wasn't a particularly good dancer, but had
been to a few of them before.  Never on a real date with a girl, just by
myself asking free girls to dance.  I'd even danced with Michelle a few
times.

   I thought of asking Michelle to go with me but quickly chickened out on
the idea.  Luckily it was a time when most people weren't couples.  I know
Michelle wasn't dating anyone seriously.  She had for a few months last
year but it had ended rather abruptly and the guy was now one of the few
people in the school she wasn't friendly with anymore.  Only a few of my
friends had regular girlfriends and even they were planning on going to the
dance stag.  I decided that was the way to go.  Michelle would for certain
be there.  She hadn't missed one of the school dances since I'd known her.

   It was a long and frustrating two days waiting for Friday to come along,
and when it finally did, the l day was even worse.  I fidgeted painfully in
my desks for most of the day imaging possible scenarios for that night,
both good and bad.  The good ones ended like something out of a Penthouse
forum, and the bad ones ended with me being humiliated and having to leave
the country from embarrassment.  I didn't really expect either extreme to
really happen, but hoped for the more positive outcome.

   There was a two hour break after school ended before the dance was to
officially begin, allowing time for students to go home and change clothes
and clean themselves up if they wished to.  After sweating nervously into
my T-shirt all day I certainly was one of them who wished to.

   I got home with lots of time to spare, sorted through what I should wear
that night, and finally decided on a pair of pressed jeans and fairly
decent shirt.  It was nothing fancy, but I didn't think anybody else would
be dressing up too much for the dance.  Stripping off my clothes I jumped
into the shower and quickly washed myself all over.  Ending up with an
erection again.  Quickly I jerked off, hoping that it my ease my tension
and stop me from making a fool of myself that night.  Not much luck at
that. As soon as I got dried off and dressed another one popped up right in
my jeans.

   'Oh, the joys of being fifteen and horny.'

   I was early for the dance when I arrived at the school, but so were most
of the rest of the people.  The dance was supposed to be open to all grades
in the school, but rarely did any grades 8 and 9 show up, those that did
usually just stood nervously in the shadows and watched the rest, and the
grade 12's thought themselves too old to mix with us youngsters.

   It was just the school gym that was to be the dance floor and taped
music to be dance to, but most of us still were enthusiastic about it. 
Five teachers were going to be the chaperones tonight, a dubious job
keeping track of so many hormone crazed teenagers, while another acted as
DJ, playing the tapes and asking for requests from the dancers.

   I had quickly found Michelle in the crowd, chatting and laughing with a
few other girls and giggling when a boy went over to occasionally talk with
them.  I wanted to ask her to dance when the first song started but decided
to wait my turn.  I guess I wasn't the only one who wanted to dance with
her tonight.  So I sat out the first dance and discreetly watched her dance
with another guy.  She seemed to be enjoying herself, but she seemed to
enjoy herself wherever she was and with whoever she was with.

   After the first song ended I decided to make a move but Michelle had
already been pulled away by another guy, so I asked Kathy, Michelle's best
friend to dance instead.  Usually lately she had been dating a guy named
Steve who was in grade 11 but I hadn't seen him tonight.  While dancing we
made some small talk and I found out that he was working at his father's
car dealership that night.  Making an over-dramatic leer at her I said
good, that way I had her all to myself that night.  She just laughed and
said to be careful, Steve had a bad temper.

   As the music started to end I steered us toward where Michelle was
dancing.  I don't know if Kathy knew what I was doing but she seemed to be
allowing me to lead her around and smiled at me.

   I thanked Kathy most formally for allowing the pleasure of the dance,
and she said 'Thank you kind sir.' ,back to me before giggling and going
off to join another group of her friends chatting together.

   When I turned there was Michelle alone.  I quickly reached her before
any of the shark pack circling her could get to her and asked her to dance.
She smirked knowingly back at me, and quickly agreed.  It was one of the
most awkward moments of my life.  For the whole five minutes we just stared
at each other neither saying anything as we danced.  It was almost a relief
when the dance was over, I thanked her and almost ran off to the
side-lines.

   Gulping down a too sweet soda I watched one of the sharks attack her and
pull away for the next dance.

   And on it went like that.  I danced twice more with her, my brain and
mouth freezing, just managing to make my arms and legs move to the music.
Occasionally she said something to me and I answered something
incomprehensible back to her.

   Then it turned 9:45.  The dance was going to be over at 10:00.

   Grinding up my nerves I decided for one more try.  When I reached her I
just managed to gently pull her away from another admirer and asked her to
dance again.  She looked at me with a little bit of both surprise and
curiosity but agreed.  Then when the music started it was a slow dance.  It
wasn't the first of the night, and I had danced a few times with other
girls and sat out a few but none of my other dances with Michelle had been
slow dances.

   We loosely put out arms around each other and rocked slowly to the music
as we both looked at each other nervously.  Staring at her facing I saw a
small drop of sweat start to run down her forehead then down the side of
her face,--- it had been an active night for her, I don't think she sat out
a single dance.

   Reaching my hand up I carefully wiped the bead of sweat away.  "It's
pretty hot in here isn't it?"

   Michelle smiled in agreement.  "It's all these bodies jumping around all
night.  It's almost as bad as PE."

   The teachers in charge had hours ago opened the outside doors to let
some fresh air in and the heat out, but it was a warm spring and it didn't
seem to be helping much..

   I hadn't noticed at first, but Michelle was getting awfully close to me.
It wasn't something I didn't want or enjoy,---or fantasize about, but it
was causing some problems with some of my bodily processes.  Getting bumped
slightly by another couple dancing behind her she knocked herself against
me and almost froze as she felt the lump in my jeans dig into her.  We both
flushed red at the same time and moved slightly away from each other a bit
more, but continued the dance.

   "Is that for me?" she asked in a whisper that I barely managed to hear.
When she realized what she'd said, and that I'd heard her, her face became
even redder.

   "I can't be the first guy tonight that this has happened to dancing with
you."

   She let out a muffled snort of laughter and shook her head, her long red
hair dancing around her in waves.  "No not the first." she agreed.  "One of
the grade 9 boys asked me and he could barely move let alone dance the
whole time."

   With a weak sigh of relief, that she hadn't screamed or done something
else to humiliate me, I laughed along with her.  When the music finally
stopped we were still laughing nervously.

   We stayed together as we left the dance floor, but I had to stare down a
few guys who began to approach us.  I couldn't tell if she noticed or not
which was a bit of a relief.  Only about a quarter of the people who had
been here were still here, and the clock said there was only ten more
minutes before the dance was officially over.

   "Will you walk me home Simon?"

   I froze, not certain that I'd heard what I'd just heard.

   "Of course.  I'd love to." I managed to stutter out hoping it hadn't
been my imagination.

   She took my hand and guided me toward one of the open doors to the
outside.  Mr.  Gere , our homeroom teacher was beside it.  He smiled at
both of us, said he'd se us Monday morning then warned us to be careful in
the dark.  At least I think that's what he said as all I could really
notice was Michelle's hand in mine.

   Michelle lived only two blocks away from the school, so it wasn't a long
walk to her home, but neither us seemed to be in much of a hurry.  It
probably took us three times as long as it usually took her to walk from
the school to her house.

   We talked about little things on the way.  Schoolwork and movies, books
and sports.  By the time we finally reached the hedges around her house I
didn't know what else to say.

   As we approached the gate between the hedges leading up to her house,
she suddenly changed direction and pulled me into a little nook surrounded
by tall leafy bushes.

   Then she kissed me.

   If you ever watch TV or read a book it's always the guy who starts the
kiss, but I didn't mind much and went along with her.  Her strong tongue
pushed through my lips and into my mouth as it gracefully searched for my
own.  I gave it a little nibble with my teeth and felt her giggle under her
breath.  Sucking in my tongue into her mouth she returned the nibble.

   I'd read about and seen French kissing before but actually experiencing
it was something else.  It inspired a kind of hunger as we slowly tried to
eat each other's lips and tongues.  I'd always wondered what it would taste
like to taste somebody else's tongue.  It was indescribable, but powerful
and pleasurable.

   We both finally had to stop and could hear each other panting for breath
in the near darkness of the nook.  Neither of us said anything, but as soon
as I could breath normally again I reached out for her and felt her eagerly
respond.  This time I used more than just my lips and tongue as I slowly
ran my hands down her back and ended up gently cupping her ass in my hands.
Giving it a gentle squeeze I felt her giggle again.  Then jumped as I felt
her own hands start to run down my back in reciprocation.

   After giving my ass a squeeze, our lips still locked together her right
hand slipped around and cupped the front of my jeans.  Gently massaging the
lump there we both let out weak groans as we sucked on each other's faces.

   Then giving me a sudden single peck on the lips.  She said 'See you
Monday.', and rushed around the corner and up the walk to her house.

   I stood there trembling, catching my breath, and hoping I hadn't done
anything to drive her away.  I thought about it but couldn't find anything
really wrong and she had seemed happy enough, if a bit rushed.

   Stepping out of the nook I started to head home when I noticed that the
front of my jeans were wet.  I had had an orgasm when she had been
squeezing me through my jeans and hadn't even noticed it.  Maybe she'd felt
that and ran off.  I hope that hadn't been it.

   As I started the long, uncomfortably sticky walk home it finally dawned
on me.  For the first time it had been somebody else's hand that had made
me cum.  Even if it had been through thick denim, it had been Michelle's
hand that had done it.

   I was extremely cheerful all the way home and couldn't wait until
Monday.

   Chapter 4 ------------

   By Monday I was both excited and a nervous wreck.  All weekend all I
thought about was Michelle and what had happened after the dance.  It took
all my willpower to not phone her the two days, but she had said 'See you
Monday' , and I wasn't going to push my luck by interpreting that the wrong
way and somehow losing any other chance at her.  I'd wait until Monday,
even if it killed me.

   That kiss and those hands kept me going the weekend.  I had only kissed
two girls before, one way back in grade one and the other last year after a
party, and that had been quick and hadn't led anywhere afterward.  What
Michele and I had done was definitely not quick and seemed to indicate
there was more to come.  Much more I hoped.



   I left for school early Monday and hung around my locker and waited.  It
needed a good cleaning out anyway and I could use that as an excuse if
anybody I knew asked what I was doing, six months of school did seem to end
up filling up a locker with a lot of garbage and junk.

   "Hi Simon."

   I jumped, and ended up scattering a pile of old papers and wrappers onto
the floor.  I hadn't been paying attention to anything but my locker for a
minute and had missed Michelle's approach.  She was a few locker's down
from me leaning on the open door of her own locker.  Hurriedly gathering
the dropped garbage I just stuffed it into my locker and slammed the door
quickly before anything more could fall out.

   As I took the few steps over toward her I again went through in my mind
what I was going to do.  I wanted to spend some time with her.  We did have
two classes together that day, but what I wanted was a little bit more
private.  I had finally decided on asking her to a movie.  It was a bit
corny but it was all I could come up at the time.

   "Hi Michelle."

   She smiled at me with that smile that always seemed to make my insides
feel like Jello.  "I had fun at the dance."

   "Me too." , was all I could think of answering back.  'FUN' was a little
bit of an understatement, at least in my case.

   "Uh, Michelle ..."

   "Yes?"

   "I was wondering ,...  if maybe you'd like to go out sometime.  Maybe to
a movie or something."

   God, did I feel like a weenie.  That had felt so lame.

   Michelle didn't seem to mind it though, and just kept that smile on me.
"Sure, sounds like fun.  When do you want to go.?"

   I froze for a second.  She'd said yes , which I'd wanted her to, but had
not planned anything in detail except asking her to go.  "I've checked my
schedule and it seems I'm free tonight.  How about you.?"

   She laughed a sweet little sound that made my stomach tremble even more.
So far so good though.

   "Sure.  What do you want to go see?"

   I had to freeze again.  This was getting more complicated every second.
I searched through my mind for movies knew to be playing right now but
wasn't sure which one to choose.  A sloppy romance might get her in the
mood, but she might take that the wrong way.  A comedy just seemed like
something to go see with a friend, and I was trying to hopefully show her
that that wasn't exactly what I was looking for anymore.  There was a new
sci-fi flick I wanted to go see but...

   "I know." Michelle said.  "We can go to the new Bond movie.  It's been
out for a month so it shouldn't be too crowded.  Especially on a Monday
night."

   I let out a little sigh of relief that I no longer had to worry about
which movie to choose, and that comment about it not being too crowded
seemed good.  Agreeing on that we both headed toward biology class
together.

   It was a strange day for me.  In class Michelle seemed normal, just like
her usual self.  While I kept hoping for some sign that something had
really changed between us, that what had happened Friday wasn't just a
fluke or a one time only thing.

   We had settled on meeting at the theater fifteen minutes before the nine
o'clock movie started.  Neither of us had our driver's license yet,
Michelle sixteenth birthday wasn't until next month and mine the month
after that, and taking a bus together or worse getting our parents to drive
us didn't feel like a good start for a first date to me.

   I of course got there a half-hour early just so I didn't accidentally
end up at late and nervously paced in front of the theater while I waited.
I was running through my naturally pessimistic mind horrible scenarios that
might happen that night, from Michelle not even showing up, to her dumping
me for the guying taking the tickets at the entrance to the theater, when I
felt a pair of arms circle me from behind.

   I looked down at two small feminine hands and arms joined together just
below my chest.  Gulping nervously and taking a deep breath I felt two
large soft objects squeezing into my back, and immediately felt an
answering lump begin in my front.

   "Michelle?"

   "Did you invite someone else tonight too?" she whispered into my right
ear.

   I was very much enjoying the sensation of her arms around me and her
breasts cushioning my back, but had a better idea.  "I like this Michelle,
but it'd be even better if I turned around."

   She released me with a laugh and slowly spun me around.  " I think so
too, but it's getting a bit crowded for that right now."

   I hadn't noticed but the early show had ended and the small crowd had
begun to leave the theater.  Grabbing Michelle's hand I pulled her with me
against the wall to get out of their way as we waited for a chance to go
inside.

   At the door she headed toward the ticket counter, but I told her I'd
already bought us tickets.

   "I don't know about that.  I'd prefer to pay my own way."

   "When I ask you out I pay.", I informed her.  "When you ask me out you
can pay."

   She thought about that for a second before smiling back in agreement."
Okay, but I'll keep you to that promise."

   That felt pretty good to me.  It almost sounded like a guarantee that
she was going to ask me out sometime.

   "Where do you want to sit?" I asked her as we entered the hallway to the
theater.  It wasn't very crowded and it didn't look like there was going to
be many people showing up.

   "Come on." She said pulling me with her into the back row of seats.  It
was pretty dark, even with the house lights still on, and I barely managed
not to trip over the empty drink container's and popcorn boxes on the floor
before she stopped and we sat down in the middle two seats.

   "You want anything to eat or drink." I asked.  "I could go get us
something."

   I could still see that smile, even in the dim light as she shook her
head.  "No I'm fine.  Why don't we just sit and enjoy the quiet before the
movie starts."

   I was all for that.  Here we were in a near empty theater sitting in the
middle of the back row in the semi-darkness.  I couldn't have arranged it
better myself if I'd tried.  Then it dawned in my thick head that I hadn't
arranged anything.  I'd asked Michelle to the movies but the choice and
everything else had been her decision.

   This looked like it was going to be a good night.

   A few other people had entered the theater since we had sat down and had
looked to be moving toward our area but veered off when they noticed we
were already there.  I noticed that they had all been in pairs too.  When
the lights finely turned out and the coming attractions trailer started I
found that we had the entire back two rows to ourselves.

   Feeling confident I slowly inched my hand down the arm of the chair
until I was almost touching her then, slipped down an inch further until I
felt warm, soft bare skin.  I hadn't really paid attention to what Michelle
had been wearing when she showed up.  I just remembered that she was
beautiful and I was scared to death, but it came to me that she'd had a
sweater and a knee length skirt on.

   As I gently rubbed the soft skin with my hand I felt her hand slide down
and begin to kneed my own knee through my pants.

   The coming attractions had finally ended and the first scene of the
movie before the opening credits started, not that I was paying much
attention to the movie.

   "Look." I heard Michelle's mouth close to my ear whisper to me and she
pointed cautiously toward a couple three seats in front of us.  Watching
with her I watched a couple only a few years older than us, their faces
glued together and gently moving over each other.

   "Wow!" I whispered back to Michelle, turning my head to find her face
still so close to me I could feel her breath as she exhaled.  Moving
forward I inched myself closer until I could just feel her lips touching my
own.

   "I guess we're not the only ones here tonight." I more felt than heard
her say.

   Slowly reaching out with my tongue I followed the contour of her lips,
from the left corner , around the top lip to the right corner then back
along her bottom lip to where I had started.  All the while I gently rubbed
circles with left hand on her bare right knee.

   "Hmmmmm, " I felt and heard her hum softly, then felt her own tongue
searching out for my own.

   Then she suddenly pulled back to sit upright and looked at the screen.
"I always like this part."

   Disappointed I looked to the screen just as the picture of Bond firing
down the gun barrel faded away and the opening titles began.  The opening
song began, it had been played so many times on the radio the last month to
become familiar, and then the slightly obscured but obviously nude bodies
of women dancing and running flitted tantalizingly across the screen.

   "When I was little I always wanted to be one of those women." Michelle
whispered to me.  "I'd play James Bond themes in my room and try to dance
and weave to the music."

   "I'd like to see that some time." I whispered back to her.

   She laughed quietly and answered ,"I don't know.  It seems kind of
embarrassing now."

   "If it you really want to do it in a few years, I can't see them turning
you down.  They make one of these every couple of years.  All you have to
do is show up at the studio and if they don't beg you to do it they'd have
to be a bunch of blind idiots."

   Michelle was still laughing slightly as I felt her mouth come back to
mind.

   Coming back up for a breath, she whispered, "I don't know about that,
but ask me some time and I might just dance for you."



   As the movie continued we alternated between trying to swallow each
other and taking short breaks to watch bits of the movie.  Each time we
started again, my hand inched further and further up her skirt, her skin
getting warmer and softer with every little bit.

   "Oh my god." Michelle said pulling up after one session.  I thought I
must be better than I thought until she gently shook her head toward the
aisle.

   Two latecomers had joined the crowd.  They had sat in the row in front
of us but only a few seats in from the aisle.  Like the couple in front of
us they had their faces glued together.  It was interesting watching them
make out but it took me a moment in the almost darkness of the theater to
discover what had excited Michelle so much.

   "There both girls." I whispered to Michelle, then froze hoping they
hadn't overheard the comment.  If they had, they ignored it and just kept
doing what they were doing.

   "God." Michelle repeated as I felt her own grasping hand raise up on my
leg almost to my crotch.

   I was a bit surprised at her reaction, but pleasantly so.

   As we continued to watch the new entertainment, our wandering hands
finally reached there goals.  I felt her grab and start to squeeze my
hardened cock through my pants while I felt a warm, velvety softness
surrounded by tight little curls of hair.

   Again I froze.  'Shit' I thought.  Michelle isn't wearing any panties.

   Our faces were glued together when I finally noticed and as I froze I
felt her laugh against me." I thought I'd give you your own surprise
tonight."

   As I explored the new environment I had discovered I felt her tremble
slightly and heard a sharp little gasp as I found a little lump of hardness
among the wet softness.  I'd read enough Penthouse forums and seen enough
pictures to mentally follow my hand as it made its search.  The little knob
was her clitoris, but just to make sure I lightly circled my finger on it
and felt her gasp again and her hand clutch harder on my cock.  Not wanting
to waste any of that unusual feeling I reached to my pants with my free
hand and undid the button and fly, first gently pulling Michelle hand away
then pushing it back down the front of my underwear until I could feel her
own skin on my cock and all balls.

   I wasn't sure how far to take this and was a bit worried about the usher
seeing us.  I had left my cock in my underwear and had slipped her hand
inside but that had been too much for the already stretched fabric and
everything ended out popping out over the elastic waistband.

   Our mouths clutched together, our tongues diving back and forth between
them, I felt her start to stroke my cock, and teasing my balls as my own
hand slid up and down her slit, my damp thumb circling around her clit,
every few circles gently brushing up against it.

   Her slight trembling started to slowly increase in speed, while at the
same time her movements on my cock became harder and faster.  Feeling my
own orgasm start to build up I felt brave and slipped a finger deep inside
her and heard her stifle a groan in response.  Suddenly I felt her stiffen
and clutch even tighter at my penis.  That was just too much for me and I
shot out all over her hand and the back of the seat in front of me as I bit
my own lip to stop myself from yelling.

   "Hmmmm." Michelle hummed a contented sigh to me as I felt her hand
release my shrinking penis.  My own was still gently stroking up and down
in the wet pool under her skirt.

   "Was it as good for you as it was for me." she asked with a quiet laugh
as she moved her hand in front of her and stared at the sticky mess that
covered it.  "I guess it must have been."

   For a minute she just seemed to stare at the gooey cum covering her
fingers and hand.  I somewhat hoped that she would just stick her tongue
out and lick it clean, and was a bit disappoint when she pulled a tissue
out of her purse with her clean hand and start to wipe it away.

   I've had been reading way to many of these type of stories lately.

   She leaned her head over onto my shoulder contentedly before handing me
another clean tissue to wipe myself, and the back of the chair in front of
me, off.  Afterward, my hand still gently clutching her under the skirt, we
just leaned peacefully against each other and watched the movie for a bit.

   A little while later I felt her head turn toward the two girls again. 
They had started going at it again.  I couldn't see what their hands were
doing to each other but could well imagine interesting possibilities.  For
a minute I watched Michelle watching the two girls and noticed that she was
getting excited by them.

   I had discovered that to easily gauge a girls mood you just have to have
you hand plastered to her pussy and a finger deep inside it.  It works as a
kind of mood thermometer.

   "Have you ever kissed another girl?" I just had to ask.

   She pulled slightly back before she sighed, and slumped back against me.
" Well, ...  just Kathy, and that more just to practice than anything
else."

   I felt muscles tighten interestingly around my finger and the dampness
begin to increase.  In my own case I also felt my cock begin to harden
again.  It had never really gone soft, try and see if you can get any
teenage boy's cock to go soft when he has his hand buried in a beautiful
girl's cunt, but now it was working its way back to full hardness.

   "Who do you think taught me how to French kiss?"

   I turned my head and pressed my open mouth to her for a minute as our
tongues waggled back and forth together.  Finally pulling out I said,
"Please thank her for me.  She must have been a very good teacher."

   I felt more than saw Michelle blush as her face heated up even further
than it already was.  Then I also felt her hand snake back down to my
underwear, I had tucked myself back in afterward but hadn't done my pants
or fly back up, and pull out my hard cock again.

   Taking this as encouragement I started to really dig in into her wet
pussy, slipping another finger inside and jerking them in and out as I
rubbed whatever the rest of my hand could touch.

   Chapter 5 ------------

   It had been a long night for me.  After the movie we'd taken the bus
back to the high school, that was the closest the city routes came to
Michelle's house, and I walked her home.  We paused again in the nook of
bushes near the gate for a long wet kiss before we said good night.

   That night I slept more peacefully than I could ever remember, with only
a few wet dreams of Michelle, her long red hair wrapped around us to keep
me company.



   In the morning, I took my time showering, dressing and eating my
breakfast.  My mother commented that I sure looked happy today and my older
brother asked how the movie last was.  'Great' I answered him.  What I
could remember seeing of it anyway.

   It was a twenty minute walk from my house to the high school and I took
my time that morning.  My insecurities about my relationship with Michelle
had completely dissolved.  It's amazing what having your hand buried in a
girl's wet pussy for two hours can do to your confidence.

   This morning, it was Michelle who was waiting for me outside her locker.
She smiled that Jello smile that melted my insides as she saw me heading
toward her.

   "I had fun last night."

   "Me too."

   "Are you busy Friday night?" she asked me.

   "No , no." I answered quickly back.  "For you I'm free anytime." That
hadn't taken long.  I knew from what she had said last night that she was
going to ask me out this time, but I just wasn't sure I could wait until
Friday before seeing her again.

   "Great.  We can go to the festival downtown together."

   Our city is a bit of a tourist trap and all year round there were events
going on to bring in the suckers..., I mean tourists.  It sounded great to
me.  Going anywhere together with Michelle sounded great, but I was hoping
for something a little more private.

   "I'd love to go with you."

   The bell for first class rang.  We didn't have Math together, Tuesday's
first class for me, so had to go different ways.

   "We can discuss the details later." she said giving me a quick peck on
the cheek before she ran off.

   God it was going to be a long, hard four days.

   It hadn't been that bad.  We never got time alone together for those
days but I saw quite a bit of Michelle, and she teased and hinted subtly
about what she had planned for Friday.  It was sort of fun in a frustrating
and agonizing way.



   It was agreed this time that I'd pick her up at her place and we could
walk the few kilometers together.  Even with all the hints I wasn't sure
exactly what Michelle had in mind but had decided to be prepared in any
case.

   On my way home Friday I stopped off at a drugstore, for privacy's sake
not the one I usually use, and bought a box of condoms.  It had been a
troublesome and embarrassing experience.  First I had to surreptitiously
find the aisle where they were sold then try to find the best ones.  I'd
never known there were so many brands and different types, so closed my
eyes and grabbed the first ones my hand touched.  Paying for them was even
harder.  Friday's at four PM is not exactly a quiet time in most drugstores
and I had to wait in a fairly long line-up before getting to the cash
register.  Then when I got there the cashier, a girl who looked only a few
years older then me gave a knowing smile before ringing up the purchase and
accepting my money.  'Do you want a bag for your condoms.' she finally
asked loudly enough for everybody else in line behind me to hear.  I didn't
answer her, just stuffed the little box in my pocket and ran out the door.

   I must have covered a full kilometer before I finally slowed down enough
to start to catch my breath.  If I'd timed the run I wouldn't have been in
the least surprised if I'd broken some world record.

   'Michelle, ' I thought to myself.  'Please be worth all this trouble.'

   When I got to Michelle's at 6:00 to pick her up she pulled me inside to
meet her parents.  I had seen them before at a few school outings, but had
never talked to them before.  It was a thankfully short, but excruciating
moment.

   'Sorry about that.' Michelle apologized as we started the long walk
together.  'But they wanted to see who it was I was going with.'

   'No problem.' I told her wrapping an arm around her and pulling her
closer to me.  'They were just being parental.  It's their job.'

   It hadn't taken that long to walk downtown, at least I hadn't really
noticed the time as Michelle and I talked, my arm around her the whole
time. As I'd been afraid of, it was pretty crowded.  There were bands
playing every couple of blocks and crowds of locals and tourists gawking at
the shows and performers that the fair had brought out.  The streets in the
center had been blocked off to cars and the streets were full of noisy
dancing people.

   Michelle pulled me in among them and began to move to the music.  As I'd
said earlier I wasn't really much of a dancer but I ate up the site of
Michelle swaying and gyrating to the music.

   "Michelle!" a high voice managed to break through the racket to get our
attention.  It was Kathy..., and her boyfriend Steve.  I haven't really
described Kathy but she is really a fox.  She's a lot shorter than me with
a thin willowy body that she hasn't completely grown into yet.  I had
stared at Kathy a few times but no where near as often as I watched
Michelle.  She had long blond, almost yellow hair, that she'd done up in a
ponytail that hung over the front of her right shoulder and down the side
of her small breasts.  Where Michelle was stacked Kathy's chest seemed more
delicate and budding.  All in all she was damn cute.

   Kathy shared most of the same classes that Michelle and I did and we had
talked a few times and shared a few jokes.  She was a very nice girl, and
Michelle best friend at school.

   "Hi Simon." She said to me giving a shy knowing smile to me before she
turned back to Michelle.

   'God, had Michelle told her about what had happened to us in the last
week.' I thought.  I would have been a bit shocked but not very surprised
if she had.  They'd always been close at school.  I could almost always
find them together, sometimes with a few of their other friends talking and
giggling about some secrets that us boys were never privy to.

   Michelle and Kathy hugged each other that way girls do and started
asking each other what they'd seen and if they'd been to this or that yet.
Steve just hovered in the back ground over Kathy's shoulder watching
Michelle in a way that was starting to get on my nerves.  I know every guy
that saw Michelle stared at her but to do it while Kathy was there a bit
much.  He was a year older than me and it really showed He was a good ten
centimeters taller than me and a few kilo heavier.  I wasn't really
intimidated by that, but at the time I wasn't about to tell him off in
front of the girls.

   Michelle made a date to meet Kathy later in front the McDonalds then
said good-bye as she pulled me after her.  "'OOOOwww." she said with a
shiver of disgust.  "I can't stand that guy."

   "Steve?" I asked.  I hadn't been sure she had noticed the way he looked
at her but I guess she had.  "He is a creep isn't he.  The way he looked at
you I just wanted to shove his face into the asphalt."

   Michelle laughed in agreement.  "Yeah.  I just wish Kathy would dump
him. I've told her enough times what I think of him but she just doesn't
want to listen.  He doesn't treat her very good at all."

   We both watched over our shoulders until Kathy's shining ponytail and
the creep had been lost in the thick crowd.

   "Come on.  Let's go get something to eat.  I'm starving." Michelle
finally said pulling me toward an outdoor food cart surrounded by people.
It was a bit embarrassing but she forced me to keep my promise and let her
pay for everything that night.  I got a few curious stares when she pulled
her wallet out of her purse and paid for the drinks and hot-dogs we got
from the cart, but I did my best to ignore them.

   It was a pleasant, if noisy, evening.  We listened and watched and
danced until we were too tired to do any more.  Just before 9:00 Michelle
dragged me to the McDonalds to wait for Kathy and Steve but after fifteen
minutes of waiting we gave up on them.  Michelle was sure it was Steve's
fault, Kathy never was late for anything, I agreed that she was probably
right.

   By 10:00 the crowd had reached its peak.  If there was anybody else in
the city who wasn't already there it would have came as a surprise to me.
Michelle pulled me along with her as we skirted the largest sections until
we reached the streets surrounding the festival..  The streets were
completely empty of traffic and people, but not of cars.  Every legal spot
had a car in it and quite a few illegal ones were filled up too.  The
towing companies would have had a field day if the city hadn't warned them
to only tow cars that were a real hazard to public safety.  Nobody wanted
to scare away the tourists.

   "Let's go for a walk in the park." Michelle said as she led me down the
dark streets.  Another thing our city was famous for was its picturesque
and green landscapes.  Trees grew on almost ever street and parks, both
little and large, were scattered between the residential and commercial
districts.  The one she was willingly dragging me to was one of the biggest
and most tree covered It was one of the few that could still be called
natural, as most of the trees were older than the city itself and the rough
pathway's running it made it seem more of a nature hike than a park.

   "It's pretty dark in here." I commented as I tripped over an exposed
root for the fifth time.  "We'd better be careful."

   "Oh I'm sure you can protect me from all those fierce wild animals
hunting the woods." Michelle said giving me a hand up again.  "And its not
like we have to worry about muggers.  This isn't New York."

   As I just got to my feet she gave a sudden extra jerk and I plowed into
her, almost knocking us both over this time.

   "Anyway you can do lots of things in the dark that you can't do in the
daytime."

   Taking the hint, my body tight against her I pulled her even closer
until her soft bulges met my hard one.  "What do you have in mind?"

   With that she plastered her face to mine and started her hands roaming
my body.  In return, I sucked her tongue into my mouth and started to do
the same.  She was dressed very similarly as she had been on Monday, except
her skirt was a bit longer, going all the way almost to the ground this
time.  Cupping an ass cheek with my left hand, it felt to me like she
hadn't worn panties this time either.  That was probably why the skirt was
longer.  With all that racing around and dancing we did at the festival she
would have been another attraction if she'd worn that sexy short thing she
had to the movies.

   Lifting my right hand I cupped a breast through her sweater.  No bra
either.  This looked like it was going to be a very interesting night. 
Rubbing the sweater gently I could feel the nipple harden through the
material.  Monday, with my hand buried in her pussy for the entire movie I
hadn't had much of a chance to touch those beautiful soft pillows under her
sweater.  Enjoying the feel through the sweater I thought it would be even
better if I could actually touch skin so I slipped up the side of the
sweater and cupped her right breast in my hand.

   God she was stacked.  I could feel her hard nipple digging into the
center of my hand as it cupped the entire breast Giving it a gentle squeeze
I felt her hum with pleasure as the palm of my hand rubbed her nipple Our
faces still glued together I used the vibration of her groans and hums to
try find what she enjoyed best as I gently tugged and rubbed her breast.

   At the same time I felt her hands move to my waist and start to undo my
pants.  The button was a bit of a problem for her in the near total
darkness but the fly flew open easily as she touched the zipper at the top,
it was already under a great deal of strain from the inside.  Together her
hands pulled down both the pants and my underwear until they reached my
knees.  I would have completely stepped out of them if she had wanted me to
but felt a bit safer having the ability to quickly pull them up if anybody
discovered us.  We were in a public park in the middle of a big city after
all.

   Her hands now free, she found a good use for them as one gently cupped
and squeezed my balls and the other jerked at my erection.  I didn't know
quite what she had in mind for that night but I wanted to really be inside
of her when I came.  Unfortunately, it was not to be as the wonderful job
she was doing on my cock quickly drove me over the edge.  As she felt my
balls begin to tighten she aimed my penis to the side and continued to
quickly jerk me.  I let a loud groan, I really didn't care if there was
anybody else around to hear me, and shot out jets of sperms onto the grass
and flowers by the trail we were standing on.

   "That should make good fertilizer." Michelle said as she pulled our
mouths apart.  I could sense that Jello smile now and felt my stomach
quiver back at her in agreement.  "Now I think you should last a little bit
longer next time."

   "Next time?" I asked, still feeling weak from the orgasm.

   Hobbling along as best I could with my pants around knees I followed her
off the path to small, neatly trimmed plot of grass.  Letting go of me, my
hand slipped from out of her sweater as she lowered herself down to the
ground.

   "Yes.  I wanted our first time to last more than a couple of seconds."

   I liked the sound of that and hoped she meant what it sounded like.

   The little plot was lighter than the dark around it, the moon
illuminating everything enough so I could actually see as Michelle reached
down and slowly pulled her skirt up until it was bunched at her waist.  I
guess she wanted to have the ability for a quick retreat if we were caught
too.

   I just stared down at the beautiful sight as I felt my slightly softened
penis rush to get hard again.

   Then she used the hand that wasn't holding the skirt at her waist to
slip her sweater up and over the top of her breasts.  "Do you like me
Simon?"

   "Michelle.  You are absolutely the most beautiful thing I've ever seen."
I truthfully told her as I looked down at her as she stretched out on the
grass.

   "Then I want you to fuck me."

   I was a little surprised to hear her use the 'f word' but enthusiastic
about the idea.  I almost just let myself jump onto her before I remembered
the condoms in my jacket pocket.  "Uh, Michelle...  yes, but I was
wondering about..., I bought some condoms, ...  and I wondered..."

   Michelle let out a little laugh and reached over for her purse.  It was
a marvelous site to watch her breasts distort and wiggle as she reached for
it.  She pulled a small foil package from her purse and handed it up to me.
"Save them for another time.  I get to pay for everything on this date."

   Looking at the little package I tore it open and emptied the plastic
piece inside it into my hand.  Stretching it lightly between my fingers, I
looked down at my cock and then uncertainly at the condom.

   Michelle let out a little laugh again and took it from my fumbling
hands. "Here, let me do that for you."

   It felt almost magical as Michelle small hands grabbed my cock and
unrolled the plastic quickly over top of it.  I could tell that this wasn't
the first time she had done that, but didn't care right now if she been
boinking the entire school band on a regular basis.  I lowered myself until
I was on my hands and knees over her then let myself drop lightly onto to
her.  I felt her hand reach down and grab my cock and aim it in the right
direction.

   "God I'm so wet." Michelle murmured.  "I really need you in my right
now."

   The giving guy that I was I let her have her way as I slowly pushed my
body and felt myself go inside of her.  As our groins hit each other I
realized I was entirely in Michelle.  Looking down between those incredible
breasts all I could see was one mass of short curls as our pubic hair
entangled itself.

   "Yes." Michelle whispered at me, and I whole-heartedly agreed with her.

   Lifting my head up I looked right into her face then briefly touched my
lips to hers.  I felt her hips gently move and let out a groan of pleasure
myself.  I'd read a lot about how this moment was supposed to be but
reading is never quite the same as experiencing.  I felt my own hips then
respond reflexively with its own thrusting motion and heard Michelle return
her own pleasurable groan.

   "You like that?" I asked and felt her grip me tighter as she repeated
the 'yes ' she had just said.

   Her soft breasts cushioning my own chest I supported myself as best as I
could on my arms and knees as I continued to slowly pull out and ram back
into that velvety cunt.

   I could here both of our breathing start to speed up and naturally
responded by increasing the speed of my thrusts.  Michelle was panting in
labored gasps by the time I felt my balls tighten and I emptied myself
inside her.  For another minute I continued to pump my hips until my penis
had shrunk almost back to normal size and slipped out of her hole.  I would
have liked to just keep going, but even at fifteen I couldn't orgasm more
than twice in a five minute period.

   Leaning forward I kissed her gently again then shifted my weight so I
could lie on my side next to her.

   "That was the most wonderful experience I've ever had." I told her as my
hand reached up to slowly touch the nipple of the breast I hadn't gotten to
the first time.

   "Hmmmmm." she hummed to me, her head thrown back and her eyes closed.

   "That was just ..., hmmmmm." she said repeating the sound.  It almost
sounded like a cat purring.

   I felt the nipple respond and engorge to my touch so gently started to
tweak it.

   "That feels nice to." Michelle said to me as she turned her head to look
at me.  "But we should do something about that."

   I followed her down to my condom covered penis as it rubbed against her
thigh.  I reached down to slip it off but stopped just before touching it.

   "What do I do with it?" I asked.  I know that if I was strolling through
the park and found a used condom by the path I'd feel pretty nauseated.

   Pulling her purse to her again Michelle pulled out a small plastic bag.
" We can get rid of them on the way home later."

   Gently stripping off the cum filled condom I quickly dumped it into the
plastic bag.  Then I jumped as I felt Michelle touch my cock and looked to
see her wiping it off with a tissue from her purse.  "Are you sure you're
not part boy scout?" I asked her as held the bag open for her to add the
used tissue.

   She laughed again at me." No I just like preparing for everything."

   At that I leaned forward and kissed her again while my hand pinched and
kneaded her breast.

   "That wasn't the first time for me." she told me.  "But I really wish it
was."

   "I kind of figured that out when you knew how to fit the condom on me so
easily."

   She snorted lightly at me.  "That I can do, but I haven't done that many
times either.  Just with Jay a couple of times when we were dating last
year.  But that didn't turn out to well."

   Leaning my head on my elbow I listened as she told me about her and Jay.
They hadn't gone out that long, but she had been extremely horny at the
time.  When Jay had made a move on her she almost jumped at the chance.  It
had a been more than a bit of a disappointment.  Jay's idea of sex was to
shove into her, move once or twice, and then shoot off.  The only thing she
got out of it was the knowledge of how to put a condom onto a penis.

   I kissed her gently after that, internally cursing Jay.  The guy was
obviously an asshole for having treated Michele like that.

   Pulling away from her I looked at her and asked her if it was all right
if I did something I've always wanted to do.  She seemed a bit curious, but
quickly said could do what I wanted.

   Inching down slightly I lowered my head and began to kiss her breast
then sucked in a nipple and used my lips and teeth to gently tug it.

   "Ohhhh ,....  that you can do as much of as you like." Michelle added
her agreement again.

   As I gently sucked one nipple than the other something she had said
earlier came back to me.  'Them' she had said when she had given me the
plastic bag to put the used condom in.

   Chapter 6 ------------

   I had been right about the 'Them'.  It hadn't been long before Michelle
slipped another condom on me, I now knew how to do it myself but it felt
better when she did it.  For the second time, I took the bottom and
Michelle took the top.  The first time we had fucked I wasn't sure how far
she had really gotten to, but there was no doubt to me that she reached her
peak that second time.  The third time she got on her hands and knees and I
entered her from behind taking it slow and easy until we both went off
together.  By that time it was after 11:00 and we decided we had better
head back.  Michelle's curfew had been set at 11, but her mom wouldn't mind
so much as long as she got back before midnight.

   We didn't realize how much of a mess we had become until we got out of
the park and back under the streetlights.  Both of us were covered with
grass stains and I spent a few minutes picking little blades of grass out
of Michelle's long hair as we walked.  I was worried that it might get
Michelle into trouble but she assured me that her mother would be cool
about it and probably not even mention her disheveled appearance.  Her dad
would probably explode if he saw her but she was sure her mom could sneak
her inside and by him before he got a good look.

   I dumped the little plastic bag and its gooey contents into the first
trash can I could find.

   I was starting to really like that little nook outside Michelle's house
as we said our good-byes.  I told her I'd phone her tomorrow afternoon and
she said to make it tomorrow night because she had too much to do tomorrow.
Then with a final delicious kiss she ran off to try and sneak into her
house.

   I phoned her at nine the next night and we talked for about an hour. 
She said she'd had no problem getting inside, and had just got a little
lecture from her mom to be careful what she did.  I agreed with her that
she definitely had the coolest mother there was.

   The entire phone call she seemed excited about something but when I
asked her about it she just told me to wait until Monday morning at school.
She was planning something but didn't want to tell me about it until she
was sure she could do it.  It sounded a bit ominous to me and I hated a
mystery but thought I could hold out for the day and a half.

   "Simon, how would you like to spend spring break with me?" she asked me
Monday morning in front of my locker.

   I was thrilled.  Spending a week with Michelle would be a dream come
true.  I had been planning to go to a friend of mine's cabin for the break
but that I could get out of.  His parents had a nice place by a lake out in
the boonies and I'd gone with them a couple of times but that versus
Michelle wasn't even a contest.

   "My parents were taking me and my little brother down to Florida.  He
wants to go to Disneyworld."

   That didn't sound to bad to me.

   "But with all these reports and homework due right after the break I
don't think I could I could make it."

   I wasn't sure what she was talking about.  Sure most teacher's assigned
something to due during the break but there wasn't anything that time
consuming that I knew of coming up.

   "So I asked my parents if it was all right if I stayed here when they
left.  I didn't want my school to suffer because I was going away, and
Mikey was so looking forward to going to Disneyworld.  It took a while but
I convinced them.  My mom was a big help.  She'd said since my 16th
birthday is less than a month away I was old enough to look after myself.
My dad put up a little bit of a fight but she won him over."

   I stood frozen and stared at her.  She had really been surprising me
lately.

   "So do you want to come and stay with me for the break?"

   Five days with Michele.  Nine if I counted the weekend before and after.
I was in heaven.

   "My mom just said no parties and I was only allowed people over to study
with."

   Michelle for nine days.

   "So?  You want to come study some sex Ed.  with me?"

   It didn't take much coaxing from her.

   I told Ryan, my friend with the cabin by the lake, that I couldn't make
the trip this time but thanks for the offer.  He was curious what was going
to make me miss it but I ducked around it.  I wasn't about to tell him
about Michelle and have it being blabbed all over the school.  Ryan was my
friend but his brain was a sieve when it came to secrets.

   My mom, my parents were divorced and my dad lived on the other side of
the country, I told nothing.  She was already thinking I was going with
Ryan Saturday to his families cabin, so I let her continue to think that.
It wasn't really a lie.  I just never informed her about my new plans. 
Instead I just packed a backpack with clothes and the school books I'd
need. I figured that I couldn't have sex with Michelle for nine straight
days and we'd probably have some time to study.  It might make her mom
happier if she ever found out.  I also threw in a few things, like my
collapsible fishing rod, that I'd usually bring with me to the lake just so
my mom wouldn't get suspicious.

   Saturday Day 1 --------------------

   So Saturday morning at 9:00 I said good-bye to my mother and older
brother, the only one of my siblings still living at home, and pretended to
head off to Ryan's place.  Instead I headed to that park that Michelle and
I had been at, it looked quite a bit different in the daytime, found a nice
secluded bench and sat to wait.

   Michelle's family's flight didn't leave until 4:00, but they'd planned
on leaving about 2:00 to go to the airport.  Michelle would have gone with
them but since she didn't have her driver's license yet, and the bus trip
to the airport was such a long one she was going to say her good-byes from
home.

   I waited until 2:30, just to be on the safe side, before going to her
house.  I knocked on the door and heard her quickly unlock it.

   "Honey I'm home." I said hoping to sound cool, then froze with my mouth
wide open as I saw her standing in the open doorway.  I felt my mouth
starting to really water and quickly closed it before I started to drool on
the welcome mat.

   "Do you like it?" Michelle asked me already knowing the answer.  "I
borrowed it from my mother's closet but I don't think she'll mind."

   My first thought was that Michelle's dad was certainly a lucky guy.  My
second was to rush inside and then close the door before somebody on the
street saw her and she got arrested for indecent exposure.

   It was that kind of outfit.

   I didn't know the name for it, but it was some sort of lingerie.  Lacy
and mostly transparent it hugged Michelle's curves tightly, accentuating
her natural assets to their fullest.  Michelle's large breasts were almost
falling out, it was so tight, and her large chunky nipples could be seen
poking through the thin material toward me.  The crotch of the one piece
outfit was so tight I could see both of the lips of her vagina and the
little button of her clit poking through the already dampening material.

   "If you don't like it I could always take it off." Michelle said coyly
watching my reaction.

   That was too much for me and I dropped my backpack with a loud thump
behind me and pulled her to me.  After coming up for air I told her that
she was the most beautiful girl in the world, but taking it off was her
choice.  Personally I could be happy just sitting for the rest of the day
and looking at her.

   "But that wouldn't be any fun," she told me after another wet kiss. 
"And we're supposed to be studying remember."

   "Right.  Sexual Education.  And I always trying to get an 'A' in every
class."

   "'Come on then." She said as she pulled me away from the door and into
the living room.  "Let's start today's lesson."

   I watched as she sensually removed the outfit, first gently pulling one
breast out the top, then the other and then slowly lowering it to the floor
and kicking it away.

   "My god you're beautiful." I looked at her over and over until my eyes
stopped on the small mound of pubic hair between her legs.  It had been
mostly shaved away except for a little heart-shaped clump of fine red
curls.

   "Do you like it.?" Michelle asked me.  "Kathy shaved hers like this and
I asked her how she did it."

   "Kathy shave your pussy?" I asked as I gazed worshipfully at it.

   "No!" she said flushing a lovely shade of pink.  "She just told me what
to do.  I did it myself.."

   "You did a lovely job ," I said as I reached over and ran my hand
through the soft little curls.

   "Your turn now." she insisted as she started to unbutton my shirt.

   I started to help but she told me she wanted to do it herself.  My cock
had been hard already, just seeing her , but by the time all my clothes had
been neatly folded on a chair I was afraid that it would explode as soon as
she touched it.

   "It really looks like you're happy to see me." she said as she stared
down at my penis thrusting up toward her.  "It looks so big."

   My cock isn't huge by any standards, but I liked the complement.  I've
measured it a number of times and it's average size when erect is about 16
centimeters, give or take a centimeter depending on how excited I am.  16
centimeters or about six inches is small if I can believe all the stories
I've read but it gives me enough problems as it is so I really didn't want
it any bigger.  I can't understand how anybody with a foot long cock could
survive high school.  I know when I get an erection in my pants it feels so
uncomfortable and sometimes painful that I can't move and certainly can't
walk around.  I'm sure a foot long one would have snapped in two long ago.

   Michelle reached down and touched me and I felt my cock jump but I was
glad to find that I hadn't shot all over her yet.

   "I've never really seen one in the light before."

   As I looked at her looking at me in the full light of the living room I
realized that I never seen her in the light like this before either.  The
theater had been too dark to really see anything and in the park I could
just see general shapes and shadows.  I wanted to get a good look at her
too.

   "My god you're beautiful." I repeated and saw her flush pink again.  She
was so busy looking me over she certainly didn't take any offense as I
devoured her body with my eyes.  For such a tall girl, she had such tiny
delicate feet.  She was in excellent shape and I followed her legs muscles
up to her knees and then up her thighs where her hips started to expand and
round themselves.  Her stomach was flat but not overly muscled and her cute
little belly button stuck out slightly.  She was an outie.  Reaching out
with my hand I lightly touched it and felt her gasp and shiver in response.

   Her shoulders were her only overly muscled area, her arms were fairly
thin and delicate looking, but probably needed to be to support those huge
mounds on her front that seemed to defy gravity as if they were floating on
air.  As I've said before, Michelle was stacked.  I could cup one of her
breasts in my hand, which I did, but to really get a good hold of one I
needed both hands and even then there was a lot of flesh overflowing them.

   "You enjoying yourself?" Michelle asked with a giggle.

   I Just nodded back to her as I touched and prodded the flesh before me.

   "Then I guess you don't want to fuck me."

   I looked up at her, straight into those lovely green eyes and said ,
"Anytime." I moved away to head toward the pack I'd left by the front door
but she caught my arm and stopped me.

   "Where are you going?"

   "Well,...I brought those condoms I never used.  I thought they might be
needed."

   She shook her head and I smiled as her long hair danced around her. 
"Uh-uh.  Not this time."

   That was when she told me what she'd done.  It seems that the day after
we'd gone to the movies she'd made an appointment with her family doctor,
but couldn't get into to see him until Saturday, the day after our date at
the festival.  He'd been her doctor her whole life and was getting pretty
old, he was nearly fifty, but he'd always been understanding about any
problem she had.  She'd been nervous about asking him, but he'd just talked
to her for a few minutes, then wrote out a prescription for birth control
pills.

   "I'm supposed to tell you that he thinks you're a very lucky young man."
she added still more than a little pink ."I was hoping to be on them before
the festival but couldn't get an appointment any earlier, and I was too
horny to wait any longer."

   "You mean...?"

   "Yup, no more condoms."

   I pulled her to me and kissed her and felt all that bare skin as our
bodies came together.  When our groins touched we both let out simultaneous
groans of pleasure but didn't let each other's mouths go.  "How do you want
to do it?"

   "I don't know." she said uncertainly.  "I just want to do it."

   Smiling at her I dropped to the plush carpet and lay down on my back. 
"You get on top.  You seemed to like it that way the last time."

   "Yeah, that was great." she admitted flushed now with more than just
embarrassment.  Stepping over me, with one foot on each side, she squatted
down , then slipped onto her knees.

   "Hmmmm." she let out that same purring sound as the first little bit of
my cock entered that slippery hole between her legs.  Then she collapsed
letting me push all the way inside her and started wiggling and gyrating
her whole body.

   I almost shot when her wet vagina first touch me, the sensation was so
much better this time without that layer of plastic between us, but managed
to hold out for twenty or thirty seconds before I gasped and my hips
started to jerk up and down uncontrollably.  Gasping for breath I kept
pumping as I squirted inside her.  Neither of us slowed down , and my cock
didn't soften any.  If anything it felt harder than it had ever been, as we
continued to thrash around.

   Looking up at her I could see her breasts bobbing up and down and left
and right, her head thrown back.  Her eyes were closed but her mouth was
wide open as she sucked in gasps of air.  I doubt it was more than a few
more minutes before I felt her cunt muscles start to spasm and clutch my
cock even tighter.  She let out a long scream that set me off for a second
time and I felt my balls tighten and the cum pour out of me into her.

   After a moment she collapsed forward onto me , her nipples pleasantly
digging into me as she lay sweaty and gasping for air.  "That was a good
one." she finally managed to say when she caught her breath.

   Kissing her back in agreement I just hugged our wet bodies together
until we felt strong enough to move again.  Both of us wobbly getting to
our feet we laughed at each other until our legs felt they could support
us.

   Then, completely naked, a mixture of our juices running down the inside
of Michelle's legs and my cock she gave me the grand tour of the house. 
Her family was definitely a bit better off than mine but she didn't rub it
in or show off.  She just wanted me to know where I'd be living for the
next week and a bit.

   She'd shut all the blinds and curtains in the house before I'd arrived.
"I can't see us wearing much the whole week, and I don't like the neighbors
THAT much." she explained.  There was the kitchen and dining room, which
except for the size and quality of the furnishings didn't look that
different than mine.  There was her father's study and her mother's art
room, she liked to dabble at pottery and painting form time to time, and
the downstairs bathroom and the laundry room..  I'd already seen the
hallway and the living room, but couldn't even remember what color the
carpet was in there--- just that it was soft on the back.

   She pulled me up the stairs into her parents bedroom.  The bed was
enormous, more than big enough for two people, and right over top of it was
a skylight almost the same size.  That was the only window Michelle hadn't
covered up, you'd have to be flying to be able to see inside.

   "Your house probably gets buzzed by helicopters a lot.." I said and got
the sweet sounding laugh back I'd been trying for.

   Her parents had their own bathroom.  Their own HUGE bathroom.  It was
almost the same size as the bedroom itself.  One side had a wall of closed
cupboards with a double sink next to it and what looked like two toilets
next to each other.

   "That's a bidet." Michelle informed me pressing on a lever.  I watched
as water sprayed up from the center and then splashed back down inside the
bowl.

   Staring somewhat fascinated by the device I finally said, "Your mother
must spend a lot of time in here."

   Michelle let out a series of little giggles in return then pulled me to
the other side of the room.  One corner had blind covered windows and a
huge bathtub underneath it.  It was big enough for quite a few people.

   "It's a Jacuzzi bath." Michelle send bending over to show me the vents
that swirled the water around when the bath was full.  I didn't get a very
good look at them since my eyes were glued to her round ass as she bent
over.  "My parents sometimes like to have baths together." That comment
gained a look from me and I saw that it had made her flush that pretty pink
again.

   The other corner was a wood paneled walk in shower.  Looking up I could
see a number of shower heads pointing down and another group of them
running down one of the walls.  A small bench sat across from the wall
heads right at the point where they all aimed.

   "You must have very clean parents."

   Michelle flushed pink again, I was coming to love that color, before
pulling me back outside then through the bedroom back into the hall
outside.

   "That's my brother's bedroom." she said pointing toward a closed door.
"I wouldn't even go in there at the best of times."

   Then she showed me another bathroom, this one much more normal looking.
It had a normal sized tub/shower combination and the usual other bathroom
attachments.

   "What no bidet?" I had to ask her.

   She just laughed again and pointed out the spare bedroom at the end of
the hall.  Then came the ultimate.

   "And this is my bedroom." she said pulling me into the last room
upstairs.

   "So this is what heaven looks like." I whispered.

   She must have heard me and I got that pink color back but this time it
was added to that Jello smile that so made me weak.  It felt a bit like how
I felt when I had tried to get up from the carpet downstairs.

   "Wow,." I said and really meant it.  The room was something else.  The
ceiling was a sky blue and the carpet was the green color of grass.  The
exterior wall was one big photograph taken from somewhere in the mountains
with lots of trees, up-thrusting peaks and a lake in the center with large
water colored curtains covering what I guessed to be the window in the
center of that The other walls were covered in the usual girl pictures and
paraphernalia., stuffed toys and the like.  There was a dressing table and
mirror with a bench slipped underneath it and a large chest of drawers with
an assortment of small porcelain and glass creatures on top of it.

   Walking to the dresser I lifted a delicately crafted unicorn up and
peered at.

   "I used to collect unicorns when I was a little girl." she said taking
the little beast from me and carefully putting it exactly in the place I
had gotten it from.

   "So that's where you must have got that liking for long things pointing
at you from."

   She stared at me and noticed that the unicorn horn was not the only
thing pointing at her anymore.

   Taking her hand I pulled her with me and stopped at the side of her bed.
"So this must be your bed then."

   She was still looking at me.

   "It looks nice and soft.  How are the springs?"

   She broke out in a long string of uncontrollable giggling before I
pulled her to me and added, "Want to try them out."

   Still giggling she lay on her back on the bed and pulled me down toward
her.

   Later that night we lay together in her parents bed, her own had worked
perfectly but if we wanted to have anything but great sex on it we needed
something bigger.  I could see the stars in the clear night sky through the
skylight above us and could feel the gentle breeze of Michelle's breath on
my cheek as she slept peacefully next to me.

   We'd talked for along time after we'd made love and both had gotten a
good laugh at how we had finally gotten together.  I'd told her about the
little accident with my bag and her ass, and she'd told me how she'd spent
two hours the day before the festival searching nearby parks before she had
found the spot she had eventually brought me to afterwards.

   Sexual Education lessons seemed to be going very well.  All together we
must have had sex at least ten times that afternoon and night, and the
soreness in my penis echoed it.  That means we had fucked at least eight
times and made love twice.  That was the first lesson we learned together
that day.  That fucking and making love were two different things.  Fucking
was quick and aggressive and by the time we were through we were both
always exhausted and dripping sweat.  Making love was a slow process where
we joined our bodies together until we both exploded in ecstasy.  Afterward
we just held each other and enjoyed the sweet aftertaste sensations.

   I have to admit I certainly loved to fuck Michelle, and she returned the
sentiment enthusiastically,.  but we both agreed that making love was even
better and the explosion of orgasms felt even more intense and lasted
longer.

   As I felt myself drifting to sleep, Michelle's arm draped over me, her
breasts crushed against my chest I realized that I had learned something
else that night.  There was no other sensation better than falling asleep
with a warm beautiful girl entangled with you.

   Chapter 7 ------------- Sunday Day 2

   I woke up the next morning as I felt Michelle shift from the bed and go
into the bathroom.  When she came back up I was sitting crossed legged on
the bed watching her.  Her hair was a bit of a frazzled mess and she looked
like she could use a shower, after yesterday I'm sure we both needed one,
but she was still achingly beautiful.

   Jumping off the mattress I ran past her to use the facilities myself,
then laughed as I gave the bidet's handle a pull at the same time as I
flushed the toilet.  The things some people dream up.

   Michelle was sitting on the side of the bed waiting for me when I came
back out, stifling a big yawn as she tried to wake herself up.  Looking at
the clock I was surprised to find that it was after 11:00.  That didn't
really matter though, there was no one around but us to care what time we
slept in to, and we had stayed up pretty late last night.

   Dropping next to her I felt the bed shake and watched as her breasts
bobbed up and down and felt a familiar tingle in my loins.  I felt my soar
cock begin to struggle to expand but tried to will it back down.  After
yesterday I doubted that either Michelle or I were quite ready for another
round yet.

   "What's up for today?" I asked her.

   Michelle smiled back at me then looked down at my slightly twitching
cock.  "I hope nothing for a little while.  I'm a bit soar down there."

   "Me too." I admitted with a grin.  "I think we overdid it a bit
yesterday."

   Michelle leaned against me, her head on my shoulder.  "Yes but it was a
good sort of over-doing."

   "How about we start the day with as shower?" I asked.

   She turned to look at me with a sly look on her face.  "Simon you're not
telling me I smell are you.?"

   I laughed and bussed her lips once.  "If we both don't reek it would be
a miracle.  But really I just want to try that gadget in your parents
bathroom.  And see what you look like all dripping wet."

   "I thought you'd already seen me all dripping wet." Michelle teased
spreading her legs wide.

   Laughing, I stood and pulled her after me into the bathroom.  I was
dying to try that big shower room, but was a little intimidated by it. 
With Michelle along for a guide I hoped it would be easier.

   "I've only used it a couple of times myself," Michelle admitted.  ", but
my mom showed me how everything operated when they had it installed.  It's
not really that complicated."

   Michelle turned on the water and it started to gush out of small, normal
shaped faucet near the bottom of the shower floor.  "That's so the
temperature can be judged before you step inside.  It's no fun standing
under a sudden spray of freezing or boiling water."

   Fiddling with the cold and hot water knobs she finally got a
satisfactory temperature.  Next she pointed out a series of buttons near
the door.  "Each shower head has its own on/off switch.  You can turn one
on at a time or all at once if you really want to get drenched.  Get inside
and I'll show you what I mean."

   She gave me a pat and a shove on the ass pushing me into the middle of
the shower room.  Looking up I inspected the multiple heads along the
ceiling then the four along the side of the wall.  Whoever designed this
thing liked making things complicated.  I'd always thought of a shower as
just a place to get clean, but this thing was like some big kid's toy.

   "Here we go." Michelle said standing just outside the door as she
pressed all the buttons at once.

   I jumped and let out a scream as eight jets of chilly water hit me at
once.

   Giggling at the doorway Michele said, "It takes a second for the pipes
to clear."

   The chill quickly disappeared and then the sprays became deliciously
warm, drenching me from head to foot.  Reaching out for Michelle I pulled
her into the downpour with me.  Giggling together we wiggled about until we
had let the jets hit every centimeter of our bodies.

   Stepping to a what looked like a small medicine cabinet on the wall she
took out two bars of soap and threw one to me.  Of course I couldn't catch
the slippery object and it fell to the floor.  I think that had been her
idea since when I bent over to pick it up I felt and head a loud smack as
she slapped me on my bare behind.

   "Oh, I'm going to get you for that." I declared as I stood back up and
rounded on her.  The little room wasn't big enough for a real chase but we
had fun trying to catch each.  When I finally had a good hold of her I
started to scrub her down with that bar of soap she'd tossed me, and still
laughing she returned the favor.

   If we both hadn't still been so soar and drained from last night I'm
sure a lot more would have happened in that shower.  I know my painful
erection had wanted more but neither of us were up for it.  Still, tomorrow
would be another day, and then Michelle had better watch out.

   Out of the shower we dried each other off.  As I stroked her back I
heard her stomach rumble, and felt mine answer back.  " God I'm hungry. 
How about I make us some brunch.?"

   "Brunch?" Michelle asked.

   "Well it's almost 11:30.  It's too late for breakfast , and still too
early for lunch.  What would you call it."

   Michele agreed and I left her upstairs on the bed to brush out that long
red hair off hers while I raided the kitchen to see what there was to eat.

   From there it almost seemed a normal day.  We ate together and then
studied and did homework for most of the afternoon.  At least that was
would something our parents would be pleased about if they ever found out
what we were doing.  The really only unusual thing was that we did it all
buck naked.  Since it was just us two alone Michelle decided the 'au
naturale' look would suit her just fine.  I didn't even pretend to have a
problem with that.

   Like I said Michelle and I had almost all the same classes together, all
except math and physics.  Michelle was extremely smart in most things, but
had some trouble with numbers some times and didn't have the grades there
for the honor courses.  First we started on the work we both had to do
which went extremely fast together.  Then we helped each other in the other
subjects.  It was sort of fun watching Michelle work through a complicated
problem.  She'd nibble on the end of a pen or pencil, her bare breasts
sitting on the table in front, a cute frown of concentration on her face. I
tried to be supportive but only offered any help if she said she needed it.

   I think it was watching her like that that must have triggered our first
sex of the day.

   It was about 4:00 and I had begun to sprout an erection under the table
as I watched her work and saw her breasts jiggle as she wrote things down
or leaned back and forward in her chair.  My cock was still slightly soar
but I thought I could live with it.

   "How are you feeling?" I asked Michelle as she erased something with a
the end of a pencil.

   "Huh." she said looking at me uncertainly before that Jello smile crept
onto her face and she flushed.  It was an amazing site watching her as I
could actually see her nipples start to tighten as she realized what I had
in mind.  " Not to bad right now.  I don't think I'd like to try to run a
marathon, but I'm up for anything else you might have in mind."

   As I stood up she really grinned as she saw my state.  I crossed the
table to her and began to nibble on her ears and neck.  Letting a hand slip
into her lap I, then onto her pussy I felt a dampness start to seep out of
it.  "Yes, you feel pretty good to me."

   That first sex of that day was a mixture of both fucking and making
love. We both took it slow, each knowing the other was still a little rough
from last night, but we were both were too excited to pace ourselves much.

   Trying something different I pulled her into the living room and I sat
down in what I found out was her father's leather recliner.  Pushing the
handles I let the foot rest up and lay out-stretched in the chair.  Getting
the idea Michelle stepped so my feet were between her knees and inched
herself forward until she was just in front of my cock.  Giving me a look
that showed she was uncertain how to proceed now, I helped by reaching out
to catch an ass cheek in each hand and boosted her up and forward onto my
waiting cock.  Grabbing the armrests for support she very slowly lowered
herself down onto me until I was embedded completely inside that tight,
warm cavity.

   We didn't move for a bit, just sat there together enjoying the feeling
of our two bodies connection.  Michele was the first to move, rocking
slightly forward then back again.  It felt so wonderful that I started to
assist the movement until we could hear the boards and the springs of the
chair squeaking underneath us.

   It was just bad timing that sent us both rocking in the same direction
at the same time and sent the chair over backwards with us inside it.  As
we hit the carpet with a loud crack I had my arms tightly wrapped around
Michele's midsection to try and protect her from the impact.  Luckily the
chair absorbed most of it and the worst thing that happened was me getting
slapped in the face by Michelle's giant mammaries.  Amazingly we found
ourselves still in the chair, my feet sticking now straight up in the air
and my cock still in Michelle's vice like grip.

   "Are you okay?" I asked trying to breath around the two soft pillows of
flesh.

   "Yeah," Michelle answered with a nervous tremor.  "...  I just hope we
didn't break my dad's favorite chair."

   We hadn't, we found out a few minutes later after we had finished what
we had begun in the chair.  It was a bit of an awkward and uncomfortable
position but Michelle just moved her legs to help support us better and
started to grind her groin back at me.  'What a girl!' I said to myself as
I joined her.

   We both let out screams seconds later as we both climaxed together.  Now
I understand what I've read when it said that fear and adrenaline can make
sex more exciting.

   "Should I stand up and give the neighbors a thrill?" Michelle asked as
we sat opposite each other in the Jacuzzi bath.

   "Huh!" I answered as I splashed water at her.  "With you living here
they probably all stay by their windows with binoculars just to get a
little flash."

   It was late at night when Michelle suggested a good hot soak.  She'd
filled the tub, told me to get in then turned on the agitators.  It felt a
little weird at first but after a short while I grew to like it.  If I sat
on one of the vents it really became downright pleasurable.  I had been
surprised when Michelle reached up and opened the blinds that covered the
picture window only a foot higher than the top of the tub.  Flipping a
switch next to the one that turned on the Jacuzzi the bathroom lights went
out.  "If we don't stand up nobody can see us." Michelle told me as I saw
her move her seat a little bit.  A sudden smile told me that she'd found
another of the vents that was circulating the water in the tub.

   "Why don't we both stand up and we can really show them something." I
said with a leer before I slipped across the tub to cuddle beside her.

   "Simon, you have a very dirty mind you know."

   "And you have certainly helped the quality of those thoughts lately." I
agreed.

   "Maybe this will inspire another one."

   With that she raised herself up and them plopped down into my lap.  I
didn't have an erection at the time but her squirming behind was certainly
going to change that soon.  Then I had an idea.  It sounded interesting to
me and I'm sure Michelle would enjoy it.  Moving her slightly over and away
from me I wrapped my arms around her, took a breast in each hand and then
told her to stay still.

   Looking over her shoulder at me she asked, "What do you have in mind?"

   "Just wait and see." I asked her as I gently squeezed her breasts,
lightly teasing the nipples between my fingers.  "I just want to see if I
can do something."

   Michelle was curious but obeyed me.

   The squirming had started it but it was the feel of her breasts that
really helping it along.  I felt my cock start to fill with more with blood
and slowly raise itself up.

   "Oh." Michelle let out a little squeak as she felt the head touch and
enter her from below.  It seemed a long time to me but it was probably only
a few seconds but as it grew it pushed its wait up and deeper inside
Michelle's soft tunnel..

   "Oh, my." Michelle said with a weak shuddering sigh after I reached my
full size and was buried in her..  "That was something.  I could actually
feel you getting bigger inside me."

   "It was something I just thought up." I told her as I started to wiggle
and gently thrust my hips." I didn't know if I could do it.  I think the
water helped a bit.  It helps make things lighter."

   "Your not calling me heavy , are you?" Michelle said over her shoulder,
a mischievous glint in her eye.

   I answered back with a hard upward thrust that caused her to gasp in
pleasure.

   "The only thing heavy about you is these, " I said giving her breast
another squeeze.  "...  and I like them just the way they are."

   "Hmmmm." replied with that soft purr of hers.

   Enjoying the warm water and bubbles circulating around me I just held on
from behind her as we continued to move against each other.  All the sex
yesterday and today had given me a real feel for Michelle and a lot more
self control as I waited for her to reach her peak before I let myself go.
With a high pitched squeal Michelle had an orgasm.  Her cunt clutching
madly at me I couldn't hold on anymore myself and shot off a stream of cum
into her.

   After we had calmed down a bit Michelle wiggled herself around, my
softening cock till in her, until she faced me.  Wrapping her arms around
me she leaned forward and kissed me.  Then leaning her head on my shoulder
we just held on to each other and enjoyed the warm comfort of the pool.

   Monday Day 3 -------------------

   That shower had been made for sex.  We'd pulled the wooden bench from
the wall into the center of the room and Michelle lay on her back on it,
her ass just slightly overhanging the edge.  I dropped to my knees between
her bent legs, using a wet towel for protection from the hard tile floor.
Michelle raised her head for a better look as I fisted my cock into the
base of her dripping pussy and shoved it in with a single push.  As I
started humping her for our first fuck of the day her long legs wrapped
around my back and pulled even tighter inside.

   "That's better ," Michelle said with a lustful sigh.  "I want to feel
you.  Come on!.  Deeper!  Go Deeper!"

   That was all the encouragement I needed as I pushed as hard as I could
again and again into her.  The wet wood of the bench squeaked from our
exertion as the hot steaming water pounded down on us from above.

   "Yes!  Yes!" Michelle screamed as I felt her legs pull me even tighter.
I could actually feel the head of my cock hitting something solid as I
reached deeper into her depths than I had ever touched before.  With one
more "Yes!" I felt Michelle start to tremble as her cunt clamped down hard
on me and sucked me tightly into her.  That was just too much for me and I
joined her with a primal animal scream of my own as I shot load after load
of semen inside her spasming womb.

   Grabbing her by the shoulders, I pulled her body up to me and hungrily
pushed my mouth to hers.  As the final spasm slowly settled down we let out
a sigh of contentment into each others joined mouths.

   "God!" Michelle said as she pulled her face away, her breaths coming out
in ragged pants.  "No wonder mom and dad spend so much time in here."

   I hadn't broached the subject with Michelle on my short stay here, but
it was easy to tell that Michelle's parents were just as into sex as she
was starting to become.  Hell, if the bedroom with that huge bed and
skylight hadn't told me that, this bathroom certainly did.

   Her legs still wrapped around my back still holding me to her and my
softening cock still buried inside her I had to say, "Your parents sound
like fun people."

   Michelle giggled and agreed.  "Oh they're certainly into sex.  I'd know
more but they had both their bedroom and this bathroom sound proofed when I
was little.  I imagine my mom can get pretty wild."

   "You must take after her then." I said as I began to nibble on her neck.


   Inside her I felt my cock start to twitch as it started to expand again.

   "Thanks.  I'll take that as a compliment.  My dad though is a bit of a
stick in the mud.  He even turns blushes when he sees two people kiss on
TV. I don't know how mom handles him."

   "Like...  I...  said," I started to nibble and suck on her right nipple
between words.  "If...  she's....  anything...  like...  you...  she... 
wouldn't...  have...  a...  problem."

   "You say the nicest things." Michelle said as she started to grind her
ass into the end of the bench.

   My half erect cock shot up to full size quickly.



   As we sat having breakfast downstairs in the kitchen, Michelle told me
what she wanted to do that day.

   "Shopping!"

   I'd always known girls seemed to have a thing for shopping, I only went
to a store if I was actually looking for a particular item, but the idea
didn't seem like a lot of fun to me.  Of course I didn't tell Michelle
that. I was her guest and she'd certainly entertained me enough in the last
few days.  And anyway we both agreed that we could use the sunshine and the
trip away from the house for a little while.

   The only two people I was worried about seeing me was my brother or
mother and they were both working during the daytime.  I think my brother
would totally understand once he got a look at Michelle, but my mom was
very Victorian about sex and would throw a fit.  To her sex was something
you just had to do and put up with when you were married.

   It didn't really turn out that badly.  Mostly Michelle's idea of
shopping was going out and trying on a endless collection of clothes.  We
went from store to store, Michelle finding something she liked or thought I
would, and trying it on to see what it looked like.  I offered to help her
in the change room at each place, but she laughed and just said she didn't
think the management would allow it.  Also neither of us wanted to get
caught fucking inside, and we both knew that if we were alone for any
length of time that's what would happen.  Anyway I still got a kick from
her showing herself off in one tight outfit after another.

   We did manage to go to a few places other than women's clothing stores.
We stopped off and fed each other lunch.  That was an experience, carefully
placing food into Michelle's mouth as her tongue came out to lick and suck
in items off my fork and spoon.  We got a few stares from the other tables
but we both got a good laugh out of it.  Try it sometime.  It's really a
sexy experience.

   We also stopped at a couple of music stores where I found something in
the sale section that I just had to buy.  While Michelle was digging
through the record, CD and tape racks I managed to pay for it and stuff it
in my jacket pocket before she saw me.  Or at least I thought I had.

   When we got back to her place the first thing she did was ask me what I
had bought at the store so sneakily.  I was a bit disappointed that I'd
been caught, but decided now was as good time as any to ask her.  Together
we went into the living room and I told to wait right there as I went over
to the stereo system to give it a look over.  It didn't look too
complicated so I pulled the little bag out of my pocket, quickly tore the
wrapping off of the cassette and slipped it into the machine.  Pressing
play on the machine I joined a curious Michelle on the couch.

   Finally loud music began to play out of the speakers in the corner of
the room.  Michelle's face flushed pink and her hand flew to he mouth as
she recognized the song.  "Oh god, you didn't...."

   As Carly Simon belted "Nobody Does It Better" I turned to Michelle and
said, "Well you did say that you might dance for me if I asked?"

   Not saying anything, Michelle stood up and walked to the machine. 
Hitting the stop button, she rewound it, popped it out of the machine and
looked at the label.  "I don't believe you did that."

   Picking up the bags we'd got while shopping, for the amount she tried on
she really hadn't bought that much, she called a "Stay right there!" over
her shoulder before running upstairs.

   I didn't know what to think as I sat there.  Was she mad at me?  Was she
going to throw me out?

   "Simon?" It was Michelle's voice but she hadn't come back into the room
yet.  "Turn on the stereo and then go sit back down."

   Now it was my turn to be the curious one.  Complying with her I hit the
play button and hurried back to the sofa to sit.

   As the same song began to play I jumped as Michelle flew into the room
in a leap, landed on one foot, did a quick spin and then bounced across the
room to the other.  For a second I thought she was naked but then I made
out that she was wearing a skin tight, peach body stocking.  I watched ,...
no actually I gaped as she danced and gyrated around the room to the music.
It was almost like the opening of a James Bond movie.  The clothing hid
just enough that it tantalized me, making Michelle even more sexy than she
already was.  Something I had thought would be impossible.  How can you
improve on perfection.

   As the song ended Michelle turned off the stereo, stumbled over next to
me on the couch and collapsed.  She was sweating and panting so hard I
thought she was dying.  I only seen her like this a few times before and
that was right after a great fuck.

   Reaching over I gave her knee a good squeeze and asked, "Was it good for
you?  It certainly was for me."

   Michelle laughed hysterically, threw her arms around me and pulled me
hard to her.

   "God that was great." she said into my ear between pants.  "I haven't
danced like that for ages."

   "You were fantastic!." I told her.  "You really looked like you knew
what you were doing."

   Michelle breathing was slowly coming back down to normal.  "I took
ballet lesson when I was a kid but had to give it up when these things
sprouted up." She cupped her two breasts in her hands and gave them a good
squeeze.  "You don't see any ballerina's with a 'D' cup."

   "I don't know." I said reaching over and giving them a good squeeze
myself.  "It would certainly bring in more guys to the ballet."

   Michelle jumped back up to her feet and headed out the room again
yelling, "The next show is in five minutes.  Turn the music on when I tell
you to."

   And that's how we spent the rest of the afternoon.  For each song
Michelle would go upstairs and change into one sexy outfit after another
then dance to each of them.  She was very good.  I still think that if she
ever wanted to really give it a try she could easily get a part as a dancer
in the next movie.

   She really gave it to me on the last song on the tape, "For Your Eyes
Only".  As Sheena Easton belted out the first words of the song Michelle
jumped into the room.  I thought that I had gotten used to her flashy
entrances but this one made me jump again.  She must have gone into her
mother's drawers again for the outfit she was wearing this time.  A long
silk negligee slit up the sides to the top of her hips spun lightly around
her as hopped and danced around the furniture

   At about the middle of the song she gave me sexy smile and in a single
motion it came flying off over her head and landed in my lap.  Now just
dressed in the smallest, tightest bra and panties I had ever seen she
continued to dance.  I thought it was the most erotic thing I witnessed in
my short life until with a flick of an arm her bra shot over to join the
negligee.  As I continued to watch her I picked up the soft undergarment
and gently started to rub one of the cups against my cheek.  As the last
note of the song ended Michelle kicked out toward me and the panties she
had somehow managed to slip off landed on the couch next to me.

   By the time the loud click announced the tape player going off I had
Michelle pinned under me on the sofa as I kissed and licked her face and
bare breasts.  Her hands tore at my pants and shirt until they were on the
floor next to the flimsy clothes she had just discarded then in a single
movement into her.  It was the wildest sex we had had yet.  The thick
cushions of the sofa acted almost like a trampoline as we both pumped up
and down, our asses bouncing into the air as our groins slammed over and
over together.

   I'm not sure how many orgasms Michelle had, I really think she had had
her first while she was still dancing, before I clutched her hips tightly ,
pushed myself as deep as I could into her, and exploded.  The room spun
around me everything turning red as I finally collapsed on Michelle, the
cushions thankfully absorbing most of the shock.

   "Simon!  Simon are you all right?" Michelle worried voice pulled me back
out of my daze.  I don't think I had actually passed out., the moment had
been to good for body to allow that.  I think I had just overloaded.

   I rolled over to free Michelle from under me and told her I was just
fine.  I was just a little blown away.  But, anytime she wanted to try that
again was fine by me.

   We spent the rest of the day just relaxing and recovering.

   Tuesday Day 4 ----------------------

   The next morning, after our romp in the super-shower, Michelle announced
that she had a surprise for me.  After yesterday's workout I wasn't sure
I'd survive a surprise but was willing to at least look.  Still wet from
the shower we cuddled together in the huge bed.

   "Well what's my surprise?" I asked nervously.

   Michelle gave a little giggle and reached over to the nightstand on her
side of the bed.  Picking up a remote control she turned the TV on.  Her
parents had a really good entertainment center on the wall across from the
bed with a good sized TV, video recorder and stereo system.  The TV was
showing an old Barnaby Jones repeat, in French no less.  Then with the
other hand she picked another remote and pushed a button on it.  The VCR, a
beta turned itself on.  I'd noticed that they had two VCR's, a VHS one out
in the living room and a beta one in here.  The war between the two formats
was still going on but VHS looked as if it would soon be declared the
winner.

   The TV picture went to static for a second before a woman driving a car
took it's place.  I watched as the titles began on the screen.  'Deep
Throat' it announced.

   "Shit!" I yelled.  "Where'd you get a copy of this?." I'd never seen a
porno movie in my life before but I had heard of the this legendary movie.

   Michelle giggled again.

   "It was an accident.  My parents must have left it in the machine and
forgot.  My stupid brother was watching some idiotic show and I wanted to
watch gymnastics.  It was the Olympic finals.  Anyway, my mom said I could
watch it in here.  I was just fiddling with the controls when I
accidentally turned on the machine and..., wow did I get a shock."

   "I bet." I agreed my concentration split between Michelle and the TV.

   "I turned it off right away before my parents found out I discovered
there little secret, but the next time they were both out I found there
stash of movies.  They've got about a dozen all together."

   "Shit!" I repeated.  I don't know if that was for Michelle or for the
woman sitting in the kitchen getting her cunt eaten.  "Have you watched
them all?"

   Michelle shook her head.  "I chickened out every time.  It's not often
that I'm that both of my parents aren't home, and I'm certainly not going
to let my little brother catch me watching one.  I've seen the beginning of
a couple but never got very far in them."



   For the rest of the morning Michelle and I sat back against the
headboard of the bed together and watched dirty movies.  My hand was buried
in the folds of her dripping pussy while she squeezed and jerked my cock.
It was almost like at the James Bond movie, except we were both completely
nude and we were paying more attention to the screen.

   'Deep Throat' was enlightening, even if neither of us thought the actors
and actresses were very attractive.  It was almost all one oral sex scene
right after another.  Something we had never gotten into.  I had been
curious though, at that James Bond movie I had licked one of my fingers
after I'd had it buried in Michelle for awhile.  It hadn't tasted that bad,
but was a bit oily.  It was a lubrication of sorts after all.  I was dying
to get between Michelle's thighs for a better taste and really, really
wanted her to suck on me back, but was too nervous to start something like
that first.  It had only been two weeks really since we had started
together and I didn't want to do anything that might drive Michelle off.

   The second movie, 'Behind the Green Door' we both agreed was better but
was a bit on the extreme side.  The young Marilyn Chambers was really hot
in it and the guys were certainly better looking than Harry Reems.  We
couldn't believe some of the things they were doing but it turned us on so
much that we had to join in.

   On her hands and knees, facing the TV so she wouldn't miss anything, I
drilled into Michelle from behind.  For a little while I half dreamed it
was Marilyn I was fucking, but realized that Michelle was even sexier and
it turned back to the girl in front of me.

   With all that was going on on the screen in front of us it didn't take
either of us very long to finish.  Afterward we went back to cuddling at
the head of the bed and finished watching the movie.

   After it ended Michelle set the machine to rewind the tape.  We
certainly didn't want her parents to come back and notice that somebody had
been watching their private collection.  We both decided we were starving
at the same time.  We'd skipped breakfast, or more correctly completely
forgot about it in the excitement of the movies and had burned up a lot of
energy already this morning.

   We chased each other down the stairs to the kitchen and threw some left
over pizza from last night to heat up in the microwave.  It was a pretty
fast lunch but we both wanted to get back upstairs to the next movie.

   It was really nice having a girlfriend just as horny as I was.

   We'd just slipped the next tape in the machine and settled down to watch
it when the phone rang.

   That in itself was not an unusual situation.  Every night around 8:00
o'clock Michelle got a call from her parents asking how she was and was
everything all right.  Michelle told me she was tempted to tell them that
she was having a great time getting her 'brains fucked out'--- a direct
quote, but just told them everything was fine and she was getting a lot of
studying accomplished.  Which was true enough.  If Michelle didn't get an
A+ in sex Ed.  this year nobody would.

   I would usually just sit on the floor trying not to make a noise the
whole time.

   This time though when the phone rang it wasn't even 1:00 yet.  We both
scrambled to turn the TV and VCR off.  The screams of two...no better make
that three people screwing themselves silly wasn't something we wanted as
the background noise during a phone conversation.

   I took my usual place on the floor and shut up while Michelle went to
pick up the upstairs phone.

   Chapter 8 -----------

   "Hello?" Michelle said into the receiver.  Then with a sigh of relief
she whispered , "It's Kathy."

   "Uh huh....  Okay..., Take it easy.  That'll be fine.  I know, I know.
See you soon.  Bye"

   I always got a bit of a headache when I could only hear one side of a
phone conversation and this time was no different.

   After hanging up the phone Michelle shook her head then jumped up and
pulled me to my feet.  "We've got to get dressed.  Kathy'll be over in a
couple of minutes."

   "Do you want me to leave?" I asked as I searched for the pants and
underwear I knew I'd left around there somewhere.

   As I found them and slipped them on Michelle answered, "No.  Kathy knows
you've been staying here."

   That came as a bit of a surprise to me.  "Kathy knows what we've been
doing?"

   "Well I haven't been giving her daily reports if that what's you mean."
Michelle informed me as she reached around to fasten her bra.  "But yes. 
She knows we've fucking our brains out."

   "Okay." I said weakly as I found my lost T-shirt and slipped it over my
head.

   "She just said it was about time.  She thought at the dance we were
going to tear each other's clothes off and go at it in the gymnasium."

   "I didn't think she noticed me staring at you." I replied softly.

   Michelle came to me dressed in a pair of sweat pants and a bra and
wrapped her arms around me.  It was a new sensation feeling those bra clad
breasts push into my chest.

   "Don't worry about Kathy." Michele said reassuringly.  "Let's go down
and prepare for our first guest together."

   Kathy didn't look to good when we greeted her at the door.  I had been
admittedly uncomfortable about someone finding out about me and Michelle
but as soon as I saw her that vanished.  Her eyes were a red and puffy and
her usual pale complexion seemed a bit mottled.  She tried to put on a
brave front and forced a smile but it was apparent that she'd been crying
quite a bit.

   "Wow!" Kathy said waving her hand in front of her face like a fan. 
"You'd better make sure you air out the place before your parents get home
or they'll know what you've been up to for sure."

   I had to admit that would probably be a good idea.  I didn't know if
Michelle noticed the smell yesterday after we got back from the shopping
trip but I certainly did.

   Michelle grabbed Kathy by the arm and pulled her into the living room
while I closed and locked the door behind her.  By the time I got in their
with them they were sitting together on the couch, Michelle's arm wrapped
around Kathy's as she bawled into Michelle's shoulder.  Very uncomfortably
I took a seat in Michelle's father's chair.

   Michelle looked over to me, then patted the cushion next to her on the
couch and beckoned me over.

   Reluctantly I came and sat on the edge of the cushion.  I didn't know
what Michelle wanted.  Maybe she just wanted some moral support with Kathy.
I didn't really know what I could do but if she needed me I'd be there for
her.

   Reaching out to a box of tissues on the coffee table in front of the
couch Michelle pulled a couple out and held them up for Kathy to see. 
"Come on.  Tell me what happened."

   Looking up through wet eyes, Kathy saw the tissues and took them form
Michelle and wiped her eyes and runny nose.  When she saw me looking over
from Michelle's left she looked uncomfortable herself and lowered her eyes.
"It's Steve."

   "What's the bastard done this time?" Michelle demanded.

   For a second Kathy looked like she was going to take offense at the
'bastard' remark but just shook it off.  "We had another fight again.  I
can't even remember what it was about.  We were just yelling back at each
other.  He's got such a temper sometimes."

   "What did he do to you?  He didn't hit you?" Michelle asked.

   I had been trying to put on a sympathetic face in case Kathy looked over
here again but the thought that anybody would hit little Kathy hardened my
expression.

   "It wasn't really his fault." Kathy said defensively.  "He's never hit
me.  Well not really anyway.  I guess I just got him too mad.  I said
something about leaving and never talking to him again and he got mad."

   "What happened?" Michelle asked tightening her grip on Kathy's shoulder,
then loosening it as her friend winced.

   My own hands balled into fists as I saw Kathy's hurt expression.

   "It was my own fault.  I shouldn't have provoked him.  He ...., he
picked me up and threw me at the door.  " Kathy answered back in a whisper.
"He immediately said he was sorry,...  and ...and I really wasn't hurt..."

   As Kathy started to sob again Michelle wrapped her other arm around her
and hugged her loosely, afraid to hold to tightly.

   I was starting to feel more than a little emotion myself.  How could
anybody do that to little Kathy?  She was such a delicate little thing? 
Before I knew what I was doing I had stood up and asked where Steve lived.
I had every intention of going over there and beating the crap out of him.

   Kathy looked up at me a sad smile on her face before she started to
giggle.  " Oh, Simon.  He'd tear you to pieces.  But thanks for the offer."

   Reluctantly, with more than a little embarrassment, I sat back down next
to Michelle and felt her arm come over and give my knee a reassuring
squeeze.

   "Now are you going to do as I told you to and dump that asshole?"
Michelle asked her gently tone differing from her words.

   "It really wasn't his fault.  I shouldn't have ...." Kathy weakly argued
back.

   "Come on Kathy." Michelle demanded harshly.  "You don't have to take
that kind of crap."

   "Yeah." I added in.  "Steve's an asshole.  You can do much better than
that."

   Slowly, Kathy started agreeing with us and reluctantly agreed that she
was going to break up with Steve.  Before Kathy could back out Michelle ran
for the phone, gave it to Kathy and told her to phone Steve right now and
tell him she was through with him.

   With Michelle and I on either side of her for support she phoned him and
told him, with some quiet coaching from Michelle, that she was through with
him and never wanted to see him again.  We could hear Steve start with some
sweet talk, then turn to pleading before his voice turned harsh and he
began to yell at her.

   I was really amazed when Kathy's face suddenly turned from the anxiety
and confusion she had worn since she got here to anger.

   "GET OVER IT YOU ASSHOLE!" she screamed down the phone before she
slammed it hard back on the receiver.  For almost five seconds she looked
strong and confident before she started to sob again into Michelle's
shoulder.

   When she finally managed to get a hold of herself, Michelle let her go.
For a minute there was total silence before Michelle stood up, grabbed my
hand and said, "I'll go get us something to drink."

   I wasn't sure what was going on, but since she had a death grip on my
hand I went along with her.  In the kitchen Michelle got some glasses from
a cupboard while I got a 2 liter bottle of coke out of the fridge.  While I
started to fill glasses Michelle just stared at me, an unusual look in her
eyes.

   "I want you to make love to Kathy." she finally blurted out.

   My hands opened up by themselves dropping the open bottle onto the
counter.  We both reached for it knocking it onto the floor and spilling
even more of it.

   While Michelle wiped it up I stood frozen and confused.  The girl I was
in love with, there was no doubt about that to me now, wanted me to have
sex with her best friend.  At least that's what I think she had said.  Just
to make sure I asked, "What did you say.?"

   Michelle looked up at me from the floor, her face flushed that pink I
knew was from embarrassment.  Reaching down I gave her hand up then watched
as she washed out the cloth she had been using, and then rinsed off her
hands in the kitchen sink.

   "I said...., I said I want you to make love with Kathy."

   "That's what I thought you'd said." I sputtered in confusion.  "You want
me to have sex with Kathy."

   She took my shaking hands in hers before she continued, "Not just have
sex with Kathy.  I want you to make love with her."

   "But..., I...  you.....  but I thought we..."

   Michelle pulled me to her and planted her lips to mine.  I just stood
there lifelessly for a few seconds but eventually joined in.

   "Kathy needs that right now." Michelle told me as she pulled her face
slightly from mine.  "She's in pretty fragile shape right now,...  and from
what she told me Steve didn't treat her to well.  He just fucked her.  I
want her to know theirs more to sex than being used like that."

   "I..., I..." I started to answer but Michelle just picked up two glasses
and headed back to the living room leaving me little choice but to pick up
my own and follow her.

   Kathy was standing up, a weak smile on her lips when we got back.  "I'm
sorry to be bothering you guys with all this.  I'd better go."

   "Sit." Michelle said putting the two glasses on the coffee table. 
"You're not interrupting us.  Simon and I needed to take a break anyway. 
Right Simon?"

   Sipping slowly from my glass I managed a , "Right."

   Kathy blushed pink as she thought about that, but picked up the drink
and sat down,, wincing as she hit the couch to hard.

   "God Kath, have you been to a doctor?" Michelle demanded taking the
glass from Kathy's trembling hand.

   "No.  I'm fine.  Really!" Kathy told her back.

   "Come on.  Take that shirt off." Michelle told her reaching for the
bottom button of Kathy's blouse "I want to see what that bastard did to
you."

   "Michelle!" Kathy screamed as she clutched desperately at Michelle's
hands stopping her from going any further.  "I can't..., not with..."

   "I can leave." I said hopefully.

   "Don't be silly." Michelle said talking to us both.  "It's not like
Simon hasn't seen a girl without a shirt before.  In fact neither of us
have been wearing anything at all for the last three days."

   Kathy's face really turned red this time.

   "I know.  Would it help if Simon and I took ours off too?" Michelle
asked.  Before Kathy could get a word in Michelle was already undoing hers.

   "C'mon Simon." Michelle ordered me as she tossed her shirt over the back
of the couch.  "Take your shirt off."

   My brain just went on automatic as I felt my arms pull my shirt off over
my head and toss it on top of Michelle's.

   While Kathy gawked in shock at us Michelle quickly reached over and
undid the buttons on her blouse.  The poor girl put up no struggle at all
as Michelle gently pulled her arms out of the sleeves and the placed it
with the others.

   "God!" I swore as I got a look at Kathy.  She was a very pretty girl but
that wasn't what I was staring at.  From elbow to shoulder on both arms was
patches of yellow, blue and black and under her bra on her ribcage was a
large red mark that was just beginning to darken.  "I'm going to kill the
bastard."

   Kathy crossed her arms over her bra defensively before shaking her head.
"No.  I think it's just the one on my ribs.  The rest..., well Steve could
get a bit rough when we..."

   Michelle looked over at me sadly then shook her head at Kathy.

   Taking a deep breath I kneeled in front of her "We'd better take a look
at you're ribs anyway.  Something might be broke."

   Ever so gently I touched the new red spot and saw Kathy grimace in pain.
I wasn't quite sure what I was doing but could feel nothing wrong with what
I touched.  "Does it hurt anywhere else?"

   Kathy shook her head as she stared wide eyed at me.  "I think I hit the
doorknob on the door.  I can move okay, it just hurts a bit when I move
certain ways."

   "You really should go see a doctor." I told her and felt her flinch
under my hand.

   "No, no." Kathy said in a panic.  "He'd want to know what happened and
tell my parents and then they'd want to know what happened...."

   Grabbing her gently by the shoulders I said, "Okay.  Okay, but if it
gets any worse you got to promise me you'll go to a doctor."

   Kathy calmed down slowly then nodded her head as she stared at me. 
"Okay, yes.  But it doesn't hurt much right now."

   Unsure what else to do I went back to sit next to Michelle, with Kathy
on the opposite side.  Michelle leaned over to me, gave me a kiss on the
cheek and whispered, "You're doing fine.", in my ear.

   Then we all sat there quietly and sipped at our cokes.  It was strange
sitting next to two girls wearing only bra's on their tops.  Taking quick
glances between the two I realized the whole time I'd been looking at
Kathy's bruises I hadn't once looked at her bra or breasts.  They weren't
very big.  Compared to Michelle's mountainous breasts they were barely more
than a handful.

   "You know this isn't really fair on Simon." Michelle said.

   I wasn't sure if she'd seen me staring at Kathy's chest and forced
myself to stare down at my drink.

   "Here he is with nothing on at all up top, and here we are with these
covered up." with that she slipped her bra off and added it to the growing
pile of clothes.  I almost dropped my glass as my hands shook.  I guess she
had seen me.

   Kathy looked nervously back and forth between Michelle and I, she gave a
little shrug and slipped her own bra off and lay it carefully next to
Michelle's.

   Okay.  This time I couldn't stop myself from staring.  Champagne glass
tits, I think they would have been called.  Little cones of flesh with two
cherries on top.  In fact, a double scoop of vanilla ice-cream is what they
reminded me of.  I had to stop myself from licking my lips.

   Michelle reached out and gave my knee another squeeze of encouragement.

   For a second I didn't know what to do.  Then a light bulb lit in my
head.

   "Michelle?" I asked.  "Did you ever thank Kathy for me."

   Michelle was sipping again at her cold glass of coke as she looked at me
with uncertainty.

   "You know," I had to remind her.  "What we talked about at the movie."

   Michelle's eyes opened wide as she let out a loud cough as the coke went
down the wrong hole in her throat.  I took the glass from her hand so she
wouldn't spill it on the carpet as she coughed to clear her windpipe.

   I figured that a bit of turnabout was fair play, and allowed myself to
enjoyed her discomfort a bit.  "I'll take that as a no then."

   Looking over Michelle's mountains at Kathy, who stared back at me
nervously I said, "Thank you very much.  You do very good work."

   "For what?" Kathy asked back.

   "Well, Michelle told me that you were the one who taught her how to
French kiss."

   Kathy glared angrily at Michelle who just started to giggle back at her
outraged expression.

   "Like I said you do very good work."

   Kathy quickly stood up, still glaring at Michelle.  I thought she was
going to leave or yell at her but instead she walked by her and stood in
front of me.

   The next thing happened so fast it really took me by surprise.  Kathy
jumped me.

   One second she was just looking at Michelle and the next she was in my
lap, her face glued to mine.  As I usually do in that kind of situation, I
froze, but Kathy's wiggling ass in my groin and her passionate attack on my
mouth quickly thawed me out.  I could still hear Michelle giggling as I
opened my mouth and felt Kathy's tongue push past my lips in search of
mine.

   Then just as suddenly she pulled away, jumped off me and went back to
sit next to Kathy.

   "Is that what you mean?" she asked sweetly.

   "Yes...." I answered as I started to breath again.  'Yes...  very good."

   Michelle's giggles finally broke into a full fit of laughter as she
shook, her magnificent breasts bobbing and shaking with each outburst. 
Looking over at Kathy I saw her start to break up and join in.  It was
pretty contagious and after a moment I had to join them.

   After we calmed down Michelle jumped me herself, her tongue and mine
wrestling back and forth between us.

   "So who's better?" she asked as she pulled back.

   I was becoming quite good at impersonating a statue of late.  Gulping I
looked at Michelle and then at Kathy who smiled back at me.  "Well...I...,
You're really both great."

   "Well?!" Michelle asked again with a glare.

   "I'd really need more practice before I could tell you that." I finally
answered hoping to save face.

   "Great idea!" Michelle agreed.  "Kathy!  Your turn again."

   "Michelle...I..." Kathy said uncertainly.

   "Go ahead." Michelle coaxed her.  "And remember this is for the world
championship."

   Kathy gave a nervous giggle as she came over to me again.  Instead of
plopping herself in my lap and turning her head to mine , this time she
straddled me, my legs between her thighs.  "Well here goes." She whispered
to me as she wrapped her arms around me and lowered her face to me.

   If I thought she was good last time, this time she was an animal. 
Sucking my lips into her mouth she nibbled at them before her tongue forced
my mouth wide and started her attack.  For a second it felt as if she was
going to swallow my face whole,...  it was that good.  Then rest of her
joined in.  One hand started to gently rub my back, slipping down to
occasionally give my ass a pat or squeeze while the other slowly worked its
way up the side of my chest until she reached my head.  Then lightly she
grabbed my ear and started making little circles on my earlobe.  I'd seen
girls and guys both nibble on ears in movies and even blow into them a bit
but had never known what affect that could really have on a person.

   As we busily exchanged saliva I felt her hard nipples poke me in the
chest and reached my hands up to cup her little breasts in my hands.  As I
pinched her nipples she started to purr back to me in response.  So that's
where Michelle got that from.  Kathy's legs squeezed together and then
relaxed as she humped my groin with hers.

   "Ah guys." we heard Michelle whisper to us.  "You're going to make a
mess of two perfectly pair of jeans if you keep doing that."

   Kathy jumped and pulled away from me.  Throwing herself off me she,
stepped back and looked embarrassingly at us both.  "Oh , Michelle I'm
sorry.  I don't' know what came over me.  I'd better go."

   "Don't be silly." Michelle told her.  "I just meant that you'd both
probably be much more comfortable if you removed your pants."

   "Michelle I..." Kathy sputtered in confusion.  It was really that sort
of afternoon for her.

   "Simon why don't you take Kathy upstairs and show her where she can hang
her pants." Michelle told me.  "I've got a few things to do down here. 
I'll join you guys in say...., about an hour."

   Strangely enough neither Kathy or I said anything as we both went up the
stairs.  Kathy started toward Michelle's room, but I grabbed her hand and
let her to her parents room instead.

   Standing at the foot of the huge bed we just stared shyly back at each
other.  It was strange feeling shy after the way we had been at each other
in the livingroom, but alone, up here it seemed natural.

   "What do we do now?" Kathy asked in a quiet whisper.

   "Well..., if Michelle comes up here and we still have our jeans on
she'll be really mad."

   Kathy just looked at me uncertainly then reached for the button on her
jeans.  My eyes followed her closely as she pushed them down to her feet,
hopped out of them then kicked them out of the way.  Her pink panties were
so tiny they almost looked like the bottom part of a string bikini.  The
thin line of cloth barely concealed her pussy lips and I bet if she turned
around I wouldn't have seen anything but the crack of her ass.

   "Well?" she asked.

   At first I thought she wanted a comment on how she looked, she looked
yummy, but then realized that she was talking about my own still panted
condition.  It was a relief to undo the button and fly on my pants, I'd had
a hard lump in my trousers since Kathy had first plopped herself in my lap
downstairs.  I repeated her performance by pushing them to my feet and
kicking them to the side of the room.  If there was any doubt in mind that
Kathy hadn't known my condition, there was absolutely none now.  My cock
strained against the cotton of my underwear as it tried and forced its way
through.

   I could feel Kathy's eyes on my groin and felt myself flush in response.

   I looked up at Kathy and found that she had shut her eyes, her head
tilted up slightly.  Then in a single motion she hooked her thumbs in the
side of her panties and crouched down...taking them with her.  As she stood
straight again, her panties sitting on her socks, she opened her eyes and
stared right at me.

   Standing there totally,...well except for the socks, naked she looked
like something out a fairytale.  Petite, I doubt she was even five foot
tall, her long blond braid had hooked over her shoulder as it tended to do
and hung down past her right breast.  Her small, heart shaped face looked
at me with wide hopeful eyes.

   'No, not a fairytale,' I decided.  Kathy looked just like a Wendy Pini
wet dream come to life.  Make her eyes longer and taper her ears to a point
and she would make one hell of a sexy elf.  Then my eyes spotted the large
purpling mark under her breast and the old colored marks all over her
shoulders and I couldn't help but feel a combination of anger and sadness.

   I guess my expression must have echoed my reaction because she suddenly
dropped her eyes and looked disappointed.

   "How could anybody hurt anybody as pretty as you are?" I hurriedly said
as I took a few steps toward her.  "That Steve has a lot to answer for."

   Looking up and smiling again she shyly asked, "You really think I'm
pretty?"

   I wanted to tell her she was adorable, but that isn't the kind of thing
you say to a girl you're soon going to make love to.  I was almost certain
of that now.

   "You are the prettiest girl I've ever seen." I finally told her.  It
really was the truth.  Both Michelle and Kathy were pretty, but Michelle
was the most beautiful girl I'd ever seen.  With Michelle I think I could
be happy if I just sat down and got to stare at her with the rest of my
life.  But Kathy was prettier.

   She smiled a bit more confidently at me as she finished closing the
space between us.  I had to look down at her head, I'm sure I could have
comfortably rested my chin on top of it, as she hugged me.  I felt her
hands then come down and grab the sides of my own pair of underwear and
slowly work them off of me.

   "That's better, isn't it?' she asked me as she freed my prick from its
confines, its head now resting comfortably on Kathy's warm stomach. 
Reaching down she wrapped a little fist around it and gave it a stroke. 
"Hmmmm, that's nice."

   Then she really surprised me as she dropped to her knees and began to
place wet kisses all over it.  I stared amazed as her lips worked her way
down one side to my balls, kissed them just as thoroughly, and up the other
side until she reached my crown.

   I let out a loud groan as her tongue snaked out of her mouth and began
to lick me like an ice-cream cone.

   "Hmmmm.," she purred again before smiling wetly up at me and licking her
lips.  "I see Michelle and you were busy not long ago."

   I had forgot Michelle and my earlier fucking and I imagined my dick
would probably be not very clean.  I was going to ask me if she wanted me
to wash it when she just opened her mouth and sucked me inside.  I groaned
again as she pulled me deeper and I felt my cock head touch flesh at the
back of her throat.  Her magical tongue seemed to wrap itself around me as
she moved her head slowly up and down.

   Knowing that in my current state I wouldn't last much longer I
reluctantly pulled her from me and lifted her to her feet.

   "You don't want me to suck it anymore?" she asked surprised.

   "God yes." I answered quickly.  "But later.  I want to last a bit
longer."

   Leaning forward I crushed her mouth to mine then wrapped my hands around
her ass and lifted her so I wouldn't have to bend forward.  Wrapping her
arms around my neck she helped support herself as our bodies pushed
together.

   Coming up for a breath she moved head to nibble at my earlobe then
whispered, "Would you do me then?"

   I wasn't absolutely sure what she meant so I asked ,"You want me to eat
your pussy?"

   "Yes!" she replied tightening her grip on me.  "Would you?"

   Letting her go, I sat her on the foot of the bed and knelt down in front
of her.  As I placed a hand on the inside of her thighs her legs relaxed
and spread wide for me.

   "Just like Michelle's." I said as my fingers ran through the soft blond
curls of the heart right above the wet slit in front of me.

   "Michelle really did it then?" Kathy asked with a giggle.

   "Oh yeah,." I answered back not looking at anything but that pink gash
in front of me.  "You seem to give Michelle a lot of ideas."

   With that I reached out with my tongue and just touched the wet folds of
flesh.  It tasted a bit like Michelle's but was slightly different.  'Not
bad,' I thought as bent down and tried to push my tongue deep inside.

   "Hmmmm, that's nice, " Kathy told me.  "But slow down.  There's no need
to rush."

   I pulled my tongue out of her and licked around the edges.  "Uh,
Kathy..., well...is this better?"

   Kathy looked down at me before she started to giggle again.  "You've
never done this before have you?"

   I gave an embarrassed head shake that she really seemed to enjoy...I had
my tongue deep in her at the time.

   "Ooooo, Michelle doesn't know what she's missing.  This is the only way
Steve ever got me off."

   "Hmmmm?" I hummed inquiringly, my mouth still too full to talk. 
Pinching her clit lightly with my lips I began to lick it with my tongue.

   "Eeeeee,." Kathy let out a little squeal of delight.  "Yes, keep doing
that.  You're doing great."

   "I liked to fuck Steve, and we both liked it when I took him in my mouth
but I never got off unless he was eating me."

   'Well we're going to have to change that.' I thought to myself as I dug
in further and felt Kathy respond back.  Little drops of liquid leaked out
and down her thighs which I quickly scooped up with my tongue before
plunging it in and around again.  Kathy began to jerk occasionally as I
licked a particularly sensitive spot.  Deciding I was going to try to send
her over the edge I pushed my face tightly in to her, my nose burying
itself into her soft heart and started making an airplane noise with my
lips.

   Kathy let out a loud scream as the vibration seemed to trigger something
primal in her.  Grabbing my head she pushed it harder into her groin as it
started to grind back against my mouth.  My face started to get et as I
slurped and licked at the fluid coming out of her.  Jabbing my tongue out I
felt her vagina tightly grip it and pull it deeper inside.

   'I think that was it.' I decided .  I just hoped it wouldn't last too
long.  I was having some trouble breathing and my tongue felt like it was
going to be pulled out by the roots.

   Slowly Kathy dropped, her grip on my head releasing and the spasms of
her cunt becoming weak trembles.  As I pulled my face from her and licked
my lips she let out a sigh of utter contentment.

   "You want to fuck me now?"

   "Uh-uh." I said surprising her.  I leaned forward and gave a slow gentle
kiss, then reached under to scoop her in my arms and carry her around the
giant bed to its side.  "I'm going to make love to you."

   I laid Kathy in the bed and then hopped over her.

   "What's the difference?" she asked me.

   I decided to show her the difference.

   I showered her face and neck with slow, wet kisses as I made my way to
those small, firm breasts of hers Nibbling lightly on one nipple and then
the other I started to get her worked up.

   "Stop teasing." Kathy pleaded.

   "I'm not teasing.  This is the way it goes," I told before I began to
loosely pull on the hard tips or her nipples with her teeth.  That large
bruise below her breasts drew my attention and I gave it a soft kiss also
before saying, "If this starts to hurt at all let me know.  There should be
absolutely no pain in this."

   "No pain....right." she agreed in a soft whisper as she started to go
along with me.

   Reaching for my cock I rubbed the head over her pussy, paying special
attention to her engorged clit, then began to ever so slowly push it
inside. I wanted it to get nice and slippery before I got completely inside
her, and by the way her vagina gushed out its juices that wouldn't be a
problem.  With me on top in the missionary position I held myself up like I
was doing push ups.  Her sweetly smiling face looked up at me as I finally
reached bottom in that vise-like chamber between her legs.

   Holding myself there I lowered my face to hers and began to nibble her
lips and then her tongue as it came out to greet me.  Imperceptibly slowly
I began to pull my hips back until the head of my cock was the only thing
nestled inside her, then just as slowly I pushed back inside until our
groins pressed completely together.

   For fifteen minutes I repeated that, over and over, only speeding up
slightly when Kathy begged me to go faster and harder.  When her orgasm
came, it built up just as slowly.  Starting with a single tremble her
vagina grabbed me tighter with each thrust, clasping onto my cock and
trying to pull me even deeper.  Kathy's moans started out as just loud
purrs, then got louder and louder until with a scream that I'm sure even
Michelle could hear through the soundproofing of the bedroom her body
exploded below me.

   I tried to hold on longer myself but having this sexy little body below
me, thrashing and panting as the orgasm hit, was too much for me.  Pushing
myself as deep as I could inside her I exploded, shooting out the stored
cum that had been building up inside my balls since Michelle had asked me
to do this .

   "I never...." Kathy said between pants as her body slipped into that
relaxed afterglow that followed a real good orgasm.  "That was so good."

   Gently I pulled out my still rock hard cock from inside her.

   "No please..." she pleaded.  "Don't stop."

   "I wasn't even considering it." I told her as I moved to lie next to her
and rolled her onto her side so she faced away from me.  Her ass just above
my cock I reached down and slipped it back into her pussy from behind. 
Cupping her little breasts in my hands I kneaded them and felt her nipples
grind softly in my palms.

   Again I began to move slowly back and forth into her.

   I don't know how long we continued making love, or how many orgasms
Kathy went through.  After each successfully more powerful orgasm I changed
our position until finally I was flat on my back and she was kneeling on
top of me, my cock buried deep inside her.  I held on to her hips to keep
her from rushing the pace as she bounced up and down

   For the last few minutes I had felt her body rock with mini orgasms as I
felt the biggest yet start to build up.  I had only cum that once inside
her so far but could feel the sensation that I was going to go off again,
and very soon.

   Then Kathy let out another loud, long scream as her body started to
shake like she was having a seizure.  From the expression on her face it
was one hell of a pleasant seizure.

   Letting myself go I thrust my hips upwards as she shakily plunged down
on me.  Just as her orgasm reached it's peak I felt my balls start to
squeeze and my cock spasm.  Then ,again and again, in what felt like an
endless chain of orgasms I filled her up with my semen.

   Then too drained for anything more she let herself flop forward onto my
chest and just lay there gasping.  I wrapped my arms around her and just
held her as we both basked in the moment.

   Raising her chin on my chest so she could look into my face she smiled a
smile that only a completely content and blissfully happy woman could give.
"Did Michelle teach you how to do that?"

   I bent forward and kissed her on the forehead, the only place I on her
face I could reach in the position we were in.

   "We sort of stumbled onto it" I admitted.  "We were both so drained from
fucking we didn't have the strength for any more, but neither of us wanted
to stop.  The first time was amazing, then we worked out how to keep doing
it.  It gets pretty hard sometimes though.  At times I just want to plunge
in and go like a jackhammer but have to hold off."

   "A jackhammer sounds like fun." Kathy said weakly to me.  My shrunken
cock gave a twitch in her gooey cunt at that.  "But later.  I don't think
I've got the strength for that right now."

   "Me either."

   "But I could do this." She said as she pulled me completely out then
slid down my body until her face hovered over my cock.  Sticking her tongue
out she started to lick the combined mess we had made off of it.  "Hmmm,
nice and sticky."

   After that it didn't take me long before I started to respond and grow
again.

   Kathy's face was bobbing up and down as she swallowed my cock when I
looked up and found Michelle standing in the open doorway.

   Chapter 9 ------------

   "Uh..., hi Michelle," I called out nervously..  I knew that this what
she had asked me to, but it still was an uncomfortable position having your
girlfriend walk in while her best friend was giving you a blowjob.

   "Michelle!" Kathy yelled, spitting my cock out with a wet plop.  Turning
she jumped off the bed and ran to her friend, throwing her arms around her
and hugging her tightly.  "Thank you.  Thank you.  It was great."

   It made quite an erotic site.  Like I said, Michelle was a bit taller
than I was, and Kathy was really tiny, so her face fit snugly right between
Michelle's breast.  Michelle was a little bit stunned by her friends
overjoyed reaction.  'Don't thank me." Michelle finally said.  "I think
Simon was the one who did everything."

   Kathy did turn her head to give me a grateful smile before burying her
face back in Michelle's bosom.  "Yeah, but he wouldn't have done anything
if you hadn't let him."

   Then Kathy surprised us both by reaching up and pulling Michelle's face
down for a long wet kiss.  Afterward she let go of everything but
Michelle's hand as she dragged her over to the bed and sat her next to me.
Then hopping onto the bed she dived back at my cock and started her
mouth-work back on it.

   Michelle's eyes were glued to her friends face as Kathy pulled me into
her mouth and started a vacuum suction.  "Simon, how are you doing?"

   "I...I'm doing great." I answered shakily as Kathy wrapped her hands
around the base of my cock and started to pump up and down with her bobbing
head.  "But I think we've created a monster..., or at least a
nymphomaniac."

   Kathy giggle before she spat me out for a second.  "Don't be silly, I've
always been one of those."

   Michelle's head lowered down further as she watched Kathy start to get
really worked up as her head bobbed hard and faster.

   "K....Kathy...., I'm....I'm...goi...going to cum." I told her through
gritted teeth.

   If anything that only sped her up.

   "Kathy!" I let out a scream as my hips involuntarily bucked up as I
started to shoot.

   Wrapping her lips tightly around my cock I saw her cheeks draw in as she
sucked my cum out of me like a straw.

   "Aaaaahhhhh." I screamed again as she reached one delicate hand down to
my balls and gently milked them pumping even more out of me and into her
mouth.

   "Hmmmm." Kathy announced as she slowly let me out of her mouth and stuck
her tongue out to lick up anything she had missed.

   The whole time Michelle's face hovered nearby, her eyes and mouth open
with surprise.  Seeing this, Kathy reached out and planted her cum covered
lips on Michelle's then she started to French her.  I watched Michelle's
eyes open even wider as her friend pushed my cum into her mouth with her
tongue.  Then, as if she had given up, she relaxed and joined Kathy in the
kiss.

   Releasing Michelle and grinning maniacally Kathy asked, "So how do you
like the taste of cum?"

   Michelle blushed, but stuck her tongue out to lick a small white droplet
that had leaked out of the side of her mouth.  "How do you know if I've
tasted cum?"

   "Well, since Simon had never eaten pussy before, I figured you hadn't
done him either."

   Michelle turned to me her eyebrows high.  "You ate Kathy's pussy?"

   I smiled weakly at her before nodding, "It was pretty tasty."

   Michelle had to pause a minute to take that in so I winked at Kathy and
added, "You know Kathy.  This isn't really fair."

   "Fair?"

   "Yeah fair." I told her.  "Here we are both buck naked on this bed and
there is Michelle still wearing a pair of pants."

   "Yeah Michelle!" Kathy said indignantly.  "You practically tore me
blouse and bra off downstairs, I think it's only fair if you get just as
naked as us."

   Michelle looked back and forth between us, then stood up and slipped off
both her sweatpants and panties in one motion.  "Is that better?"

   "You did shave it." Kathy said as she stared at the little red heart
shaped patch of hair on Michelle's groin.  "Here let me take a look?"

   Michelle, having given up any control of the situation got on the bed
next to me so that Kathy could get a better look at her

   "Oh look, Simon." Kathy said as she carefully examined it.  "Michelle's
got all wet."

   Joining in the game I crawled down the bed to get a better look myself.
Indeed Michelle was definitely showing signs of dampness.  Reaching out a
finger I rubbed it up and down her slit and felt even more moisture slip
out.

   Winking at me Kathy said, "Don't you think you'd better clean that mess
up."

   I looked at Kathy's mischievous grin and then at Michelle's shocked
expression as I dropped my face to her pussy and began to lick up the moist
leakage.  Pulling my face up I looked at Kathy and declared, "It's no good.
Every time I lick one lot up , more just leaks out to replace it."

   "Well don't give up." Kathy ordered me on.  "I'm sure if you do it long
enough she'll dry up."

   So I dug back into Michelle with a vengeance, my tongue licking up and
down, then pushing inside as I searched for more of the moisture.  Sure
enough Michelle didn't disappoint me.

   All the while Kathy sat near me giving me helpful instruction and
absent-mindedly playing with Michelle's nipples.

   As I felt Michelle reaching orgasm I stopped and looked up.  Michelle
looked down at me, pleading with me to continue, but I just looked at Kathy
and told her to watch closely.  Moving upward, above the heart shaped patch
I found Michelle's belly-button.  Remember I had said earlier that she was
an outy, and I also had found that that little knob sticking out was pretty
sensitive.  Reaching out with my lips, I kissed and sucked on it just as I
had moments earlier on her clit.

   Sure enough, that set Michelle off.

   As I continued on her button I reached a hand and pushed two fingers
inside her while my thumb found her clit.  She gushed as she came.  Her
clenching vagina squirting out its lubrication all over my hand and down
the crack of her ass onto the bed.

   "God!  God!  God!." Michelle kept screaming as her body tightened and
jerked.

   "Wow!" Kathy added as she stared in awe.  "I've never seen another girl
orgasm before.  Did I look like that?"

   Letting go of Michelle's belly-button I began to lick up the mess
Michelle had just made.  She trembled as I touched her ultra sensitive clit
but didn't tell me to stop.

   "Pretty much." I informed Kathy after I got most of Michelle clean, but
I knew that as long as I kept licking her she'd never quite be totally
clean.

   ."Hmmm." Michelle purred as I crept up her body to lie next to her. 
"That was ..."

   "Yeah it was wasn't it." I said with a grin.  "I was thinking of doing
that earlier this morning to you...,when we were watching the movies, but I
didn't have the nerve.  I wasn't sure what you thought about oral sex."

   "Good." Kathy said from Michelle's other side.  "I'm glad I could teach
you two something too."

   "Too?" Michelle asked.  "What did you learn?"

   "Well,...other than making love.  I learned that I should listen to you
more often when it comes to guys.  You have great taste."

   With that she leaned over Michelle and pulled my face to hers.  Just
below us Michelle watched us as we kissed each other.  Then we pulled her
into a three way kiss with us.  We also learned that it's difficult, but
not impossible, for three people to French each other at the same time.

   Coming up for breath Michelle laughed when she got a good look at us. 
"We're a mess."

   That was true enough My face was covered with the dried and drying
remains form both Michelle and Kathy's pussy while they both had flakes of
dried jism on theirs.  Not to Mention the swampy mixture that covered our
groins and upper legs.

   "We could introduce Kathy to the super shower." I said with in a jolt of
inspiration.

   "Super shower?" Kathy asked.

   "Oh, your going to love this."

   An hour later we were all very, very clean and starting to get a bit
wrinkled.  Kathy had a blast with the shower and had found a new use for
the side jets of water that Michelle hadn't discovered.  If she stood right
in front of them, spread her legs and bent over to touch the floor she
found that the second jet up was right in line with her cunt.  Michelle and
I took turns pushing the button turning it on and off as we watched Kathy
reach orgasm from the spurting jets of warm water.



   Lying on the clean bed, we'd decided to change the sheets, we hugged
each other, our wet bodies slipping deliciously over each other.

   "Can you stay over tonight?" Michelle asked Kathy.

   " It shouldn't be a problem.," Kathy liked the idea immediately.  "It's
been a while since I came over for a sleepover and my mom knows you're here
all by yourself."

   "At least that's what she thinks," Michelle said with a laugh as she
reached down for my shrunken penis only to find Kathy's hand already there.



   We all sat up while Kathy phoned her mother for permission to stay over.

   "Hi, mom...  Yeah I'm fine...  No, no...  If he phones again tell him
not to anymore...  Yeah I broke up with him...  Oh, we just had a fight and
I decided to dump him...  Yeah , I'm sure I'm fine...  I'm over at
Michelle's and I was wondering if it's all right if I stay here tonight...
Uh-huh...  Oh I'm sure I can find something to eat for supper."

   With that remark she gave my cock a squeeze and a jerk.  'Anytime.' I
mouthed to her making her stifle a giggle.

   "Okay...  Thanks...  See ya tomorrow...  Bye."

   Hanging up the phone she announced that she was all ours for the
evening.

   "Did I hear right that Steve was calling you at home?" I asked her. 
"Just let me know if he bothers you.  I don't care if he can pound me into
mush.  If he even looks at you the wrong way again I'll kill him."

   Kathy's face looked like she was about to begin crying again, but she
didn't look sad or depressed like she had last time.  Reaching out for me
she wrapped her arms around me and said, "Thanks for the offer, but I can
take care of him."

   "Well in that case why don't we go get supper ready." Michelle added.

   Kathy looked down at my growing cock and licked her lips.

   Michelle laughed.  "I think something more substantial would be in
order. No insult to Simon, but I think we're going to need all the energy
we can get for later."

   "I could go for that." I added in agreement.



   We found out that Michelle had been busy while I was upstairs with
Kathy. She'd thrown a load of dirty sheets in the washing machine, then the
dryer, filled the dishwasher with dirty dishes and had begun to prepare a
huge meal for all of us The main dishes only had to be put in the oven to
bake.

   It was true that for the last few days we'd basically lived on junk food
and stuff that could be quickly heated in the microwave.  With a guest over
she decided to go all out and make us a real meal for a change.

   Being a good house guest I helped fold the still warm sheets.  I knew
that the way we were going we'd need more sheets pretty soon.  Then I
emptied the dishwasher while the girls got the diningroom table ready.

   Michelle acted like a good hostess.  I think she was trying to copy her
mother and I think she would have been very proud of her if she' d been
watching.  The only thing unusual was the three naked teenagers politely
talking and eating.  Before we began I saw Michelle lay out a thick cloth
napkin in her lap and followed her example.  I certainly didn't want to
accidentally spill anything hot down there and ruin what I hoped to be a
really good evening.

   After the meal we all went into the livingroom and sat together on the
couch to let everything digest.  I could tell by the manic look in Kathy's
eyes that she was in a bit of a rush for the night's entertainment to begin
but I thought we should just relax for awhile.  I've heard that you're
supposed to wait for an hour after eating before going swimming.  I wasn't
sure if the same rule applied to sex but it was better playing it safe.

   "How 'bout we finish that movie we were watching before Kathy called?" I
asked Michelle.

   "Why not?" Michelle agreed.  "Maybe it'll give us some good ideas for
later."

   Kathy looked a bit disappointed but didn't say anything.  I didn't think
she'd stay disappointed for long though.  She was a bit surprised when we
headed upstairs to watch it but we explained that it was on a beta tape and
the machine in the livingroom was VHS.

   After we got comfortable on the bed Michelle reached for the two
remotes, turned the TV on and then the VCR.  The tape was still right where
we had left it and I watched Kathy as the picture came on the screen
accompanied the loud groans of three people having more than a good time.

   "What the fuck?" Kathy said, her eyes glued to the picture.

   "Exactly." I agreed.

   "Where'd you get these?"

   "It's from my parents private collection." Michelle said smiling as her
friend began to get turned on by images before her.  "I found them a few
months ago but didn't have a chance of watching them."

   "Few months ago!" Kathy spared Michelle a quick angry glance before
turning back.  "And you didn't tell me about it!"

   "I knew you'd want to see them,." Michelle answered back.  "But I didn't
want my parents to catch me watching them."

   "Wow, I want to try that!" Kathy said enthusiastically pointing to the
screen and hopping up and down on the bed.

   Only half watching the TV, the other half on the excited girls, I
realized that it was going to be a long, long night.

   After the tape ended Michelle hit rewind and turned the TV off.  As one
both girls turned to look over at me.  For a moment I thought I was about
to be raped , but instead they just crawled toward me and asked what we
should do first.  That they were going to let me be the one deciding was a
bit of a comfort.

   "Well,...  Kathy did say at she wanted to try something."

   "Yay!" Kathy screamed like a kid opening Christmas presents.  "You lie
down."

   Stretching out in the center of the bed I watched as they had a little
discussion to themselves.

   "Okay." Kathy finally told Michelle.  "You can go first."

   Hopping over to me Michelle leaned close and gave me a wet kiss before
climbing on top of me.

   "Let me get that." Kathy said helpfully as she held my cock for Michelle
as she slowly lowered herself onto it.  Michelle began to slowly rock back
and forth on me, my dick grinding around inside her as she moved.

   "My turn now." Kathy declared as she crawled up to my head.  As Michelle
had done first., Kathy leaned over and planted a long wet kiss on my mouth.
Then with unsurprising agility she flipped one knee over my head and
lowered herself down on my waiting mouth.

   As my tongue shot up and in and my lips pulled and nibbled on the ones
between her legs Kathy purred her delight.  The rocking of Michelle on the
bottom gave more than enough movement of the mattress to keep my face
shaking into Kathy's little dripping cunt

   From my vantage point I couldn't see much except the curve of Kathy's
ass and her back above me.  Occasionally I saw the long braid of blond hair
go flying as she threw her head back and let out a howl.

   Michelle's tight vagina gripped and pulsed away on my hard member at the
same time as Kathy's juices poured over my chin and into my working mouth.
It was all like some wet dream come true.  Deciding to get join further
into the action I reached my hands around to grip some hard nippled breasts
that I knew had to be there but instead found Kathy's face and mouth glued
tightly on Michelle's right nippled as she sucked madly at it.  That left
one still free so with my left hand I hooked onto Michelle's other breast
and began kneading it and ribbing my palm over the hard nipple.

   Michelle let a groan of pleasure from both our ministrations.

   Not wanting to leave Kathy out I grabbed onto one of her breasts with
the other and repeated the processes there.  Where Michelle filled my hand
to overflowing , Kathy's soft little breast with the diamond hard nipple in
the center fit right into my hand.

   "I'm cumming!" Kathy let out a scream that echoed in the sound-proofed
room over and over as she ground her ass into my face.

   I thought I was going to either suffocate or drown as her ass and groin
pushed down and a wash liquid splashed onto my face.

   "Cumming!  Cumming!  Cumming!" Kathy chanted loudly until it was over
and she slumped over to lean on Michelle.

   From Michelle's own movements I could tell she was almost there, and I
had been suppressing my own orgasm so I wouldn't go off before her.

   "Switch positions." Kathy said raggedly as she pulled off of my face and
I felt a cool breeze of life-giving air.

   Michelle was a bit reluctant to get off my cock.  Both of us could tell
she was almost there but she finally got off with a little coaxing from me.
I did want to taste her and I knew that if she went off while still on my
cock I wouldn't be able to help but shoot off into her.  Eating her cunt
full of my own cream wasn't something I was quite ready for yet.

   Kathy quickly hopped on my wet penis and began to happily bob up and
down on it.  Michelle first looked down at me, gave me a kiss then tried to
do what Kathy had done.  It wasn't too successful.

   Like I've said Kathy is a little thing.  Willowy thin but sexy. 
Michelle on the other hand had a couple of inches on me.  She wasn't fat,
the only fat I could really find on her was those two gorgeous lumps in her
front and a bit on her hips and ass that gave them a nice roundness.

   Still I had a problem when she first sat down on me.  Those lovely ass
cheeks are a beautiful site to see but can be a bit scary when they're
covering your face.  Eventually I found I had to reach under her to support
her so that she didn't kill me to fast.  All the while I was trying to
breath and get comfortable under her my tongue and mouth were sucking and
licking at the dripping mass between her legs.  Just as I finally thought I
had gotten the position right Michelle exploded .

   I had forgotten how primed she'd been.  She was only moments away from
going off when she pulled off my cock so just a few moments of my tongue
was enough to trigger a massive orgasm.

   Michelle let out a scream of her own that rivaled Kathy's earlier one as
she began to convulse.  I slurped hurriedly at the wetness to keep it from
going up my nose and stop me from breathing completely.

   Then the worst happened.  Michelle passed out, her knees giving out and
her entire weight collapsing on my face..

   As the room blurred and darkened around me I decided that if this was
how I was going to die then so be it.  There were certainly worst ways than
being suffocated by the cunt and ass of a beautiful girl while another
hopped up and down on my spewing cock.

   And it was spewing like crazy.  The panic and fear, along with the
intense pleasure of Kathy's tight little cunt gripping me was too much and
I shot load after sticky wet loud deep inside her.

   My last thought was how bad I knew the girls would feel at finding my
dead body underneath them.

   Then Michelle toppled off of me with a loud sucking sound as the vacuum
pump between her legs pulled off my face.  I gasped and gasped at the cool
air as it pumped in and out of my lungs.

   As Michelle leg finally cleared my chest, Kathy dropped down on me and
rubbed her face into my face and neck.  "That was good Simon."

   I couldn't help but laugh and agree with her.  It certainly was the most
memorable sex I'd ever had.

   The three of us just lay there, cuddled together for about fifteen
minutes enjoying the warmth and contentment of the sex afterglow.  I was
enjoying the whole experience that day but was a bit confused and worried.
My assumptions about Michelle and my relationship were having to go through
a bit of a rewrite.  Before Kathy had come over I had decided that I was in
love with Michelle and was beginning to even have thoughts about what our
children would look like after we got married, but now I wasn't sure what
was going on between us.  I had always thought of us as friends, and after
the last week , we were definitely lovers.  But was that it.

   Kathy jumped up off the bed like a spring.  I don't know where that girl
gets her energy from.  I was still a bit worn out from our last fuck and
beginning to feel a similar soreness in my penis that I had after that
first night long fuckfest with Michelle.

   "Wow.  You've got it." Kathy said as she excitedly dug through the box
of porn videos and pulled out one of the tapes, Removing the rewound one
from the VCR she shoved the other one inside and pushed the tape down. 
"I've always wanted to see this."

   Snuggling back up to us she got Michelle to pass over the remotes and
she started it running.  The familiar face of Linda Lovelace driving down
some street popped up on the TV.  So Kathy was another one curious about
the legend.  I just hope she wouldn't be as disappointed as I was in the
movie.  Neither Michelle or I had the heart to tell her we'd watched it
just that morning.

   About a quarter of the way into the movie Kathy turned to me her mouth
wide open and asked me if I'd look down her throat for anything unusual.  I
looked but couldn't find anything that didn't look like it should be there.

   "But I'm almost sure I've got a clit in my throat." Kathy said only half
seriously.  "I sure get a kick when a guy stuffs his cock in my mouth."

   I reached down and gave the little knob protruding between her legs a
little pinch and made her jump.  "At least you're not missing one between
your legs."

   That led the three of us into a long conversation on the merits of oral
sex.  Since Michelle and I had just been introduced into the acts that day,
that made Kathy the expert.  She told us in great detail about what she and
Steve had done to each other.  He had been somewhat accomplished when they
had first done it but everything she had done was a first for her.  Except
for me today, Steve had been the only person she had had any sort of sex
with.

   I had a few questions about the bastard myself that I had been wanting
to ask her but never thought the time was right.  First I asked her about
all the fading bruises on her shoulder and upper arms.  She winced slightly
at the memory but said that Steve had had this habit of holding her tightly
there whenever he fucked her and he sometimes lost control and squeezed a
little to hard when he came.  Then I had to ask her about that comment
she'd made earlier about the only time she got off with Steve was when he
was eating her pussy.  I thought she must have been joking since she seemed
to cum almost continuously when I fucked her.

   "After having you I'd have to say that Steve wasn't very good, and
definitely wasn't very long."

   "Steve had a little cock?" I asked in amazement.  I'd always thought of
him as the macho jock type.

   Kathy giggled.  "No it's not that.  Size ways you're both about the
same. It's just that once he got in me he didn't last long.  Even if we did
it a second time he always shot off long before I felt anything.  It wasn't
bad it just wasn't any good.  That's why I liked him to eat me.  His tongue
could last long than his cock."

   It was Michelle turn to giggle.  "Well I've only felt Simon's tongue
there twice now and he seems to have a strong tongue too.  But even he shot
off pretty fast the first couple of times we did it."

   "Really!" Kathy asked looking back and forth between us.

   I reluctantly nodded my red face.  "Hell, I'd been waiting to get in
Michelle for years.  She was just too much for me."

   "But the way you did me this afternoon....Wow!" Kathy said in doubt.  "I
didn't think you were ever going to go off."

   I took that as a compliment, so reached over for her and gave her a long
wet kiss of thanks.

   "I could have gone off as soon you touched me." I told her.  "You had me
so worked up and were so sexy."

   It was Kathy's time to blush red.

   "But that wouldn't have been fun for either of us.  I wanted you to
cum."

   I turned to Michelle not wanting to leave her out and gave her a kiss
too.  "It's no fun unless the girl enjoys it too.  The feeling when one of
you goes off on me is just...., well it's almost better than when I do it
myself.  And when we both do it....wow!"



   That was enough of that for both girls.

   Kathy wanted me to make sure she didn't have a clit in her throat so
sucked my cock into her mouth just to make sure.  I went along with her and
tried to see if the head of my cock could feel anything in there but the
sensation were to overwhelming for me to be certain.  I pulled out before I
could cum in her mouth.

   "I want to make love." I declared.

   Kathy graciously said that Michelle could have me first, since I 'was
hers'.  I kind of liked the thought of being Michelle's but I really
thought Kathy just wanted to go second because she thought I'd last longer
that way.

   Kathy sat down in crossed legged just off the center of the bed and
began playing with her wet pussy, while Michelle and I got into the
missionary position, the way we always started.  It was strange having an
audience as I slowly made love to Michelle but Kathy didn't want to miss a
moment.  She'd been too much of a participant the first time to really
understand the slow process Michelle had dubbed 'making love'.

   The girls seemed really in time with each other and as Michelle reached
her first orgasm I looked and saw Kathy's hand plunge herself into a
matching ecstasy.

   It really took an effort for me not to shoot off with them and I had to
take a minute time out to let myself calm down.  Pulling out of Michelle we
switched positions.  Unconsciously I mimicked the same pattern I'd done
with Kathy in the afternoon as Michelle lay on her side facing Kathy while
I slipped behind her and pushed my cock into that dripping mouth between
her legs.

   After a minute of slow deliberate pumps I slipped a hand under Michelle
so I could grab a breast in my hand.  My other hand reached over top of her
so I could find her clit.  Rubbing my finger in the sticky goo that was
leaking out of our joined groins I made it nice and slippery before I
started to tickle her clit with it.

   Still sitting in front of us Kathy let out a giggle of pleasure as
Michelle let out a groan of one.  Then drooping onto her stomach she leaned
forward and began to kiss Michelle.  I had a very good vantage point as I
watched Michelle's cheek distend as Kathy's hot tongue pushed inside and
dug around in her mouth.  The two of them before me were making it harder
and harder for me to hold on.  Kathy made it even harder when she moved her
mouth from Michelle's down to the breast in my hand and began to alternate
licking my fingers and Michelle hard nipple.

   I knew I wasn't going to be able to take much more of this.

   Then Kathy slowly licked her way downward.  For a moment I thought she
was going to start on Michelle cunt with my cock slowly going in and out,
but instead she pursed her lips and sucked on her extra clit, that little
knob of a bellybutton that seemed directly connected to her pussy.

   Michelle let out a loud scream as she started to hump back on my cock.
That was it, there was no holding back this time as Michelle's vagina
clasped and pulled on my cock.  I let out my own scream as I shot into her
hot womb.

   "Yay!" Kathy added happily, getting a good view of our combined orgasm
"My turn now.  My turn."

   "God Kathy!" I begged.  "Give me a minute to recuperate."

   As my cock pulled out of Michelle's full cunt with a loud wet pop Kathy
dived on me and started licking the combined juices off of it as she
hurriedly tried to get me hard again.  I just lay and enjoyed it.

   Now the strange thing about both Kathy and Michelle is that neither of
them could ever be called a lesbian, or even bi.  But both did enjoy
kissing each other and Kathy had a real fascination with Michelle's
breasts..., a fascination that I shared.  Kathy even enjoyed licking
Michelle's sticky juices off my cock and face and Michelle eventually
learned to like it too, but to the best of my knowledge they never went any
further than that.  The furthest south either mouth ever touched was
Michelle's extra clit, that belly button, and the only time I ever saw them
touch the other other's pussy was when they were helping each other shave.

   It would have been a kick to watch the two girls go down on each other
but I was more than satisfied to live with the way they were behaving now.

   As Kathy sucked me, she paused to show Michelle exactly what she was
doing, giving Michelle a lesson in cock teasing.  Then deciding enough was
enough she spat me out and lay down for her turn.



   By the time I was through with Kathy I was both soar and exhausted.  The
girls could have gone on, that Kathy was completely insatiable, but I had
to back out.  I felt a bit like I was letting my gender down but there was
no way I could go again tonight.  Instead we put another movie on the Beta
and snuggled together on the bed to watch.

   It was great being sandwiched between the warm soft bodies of two
beautiful girls.  I fell asleep to the gentle voices of Michelle and Kathy
discussing the sexual positions of the couples and triples and in some case
quadruples on the screen.

   Chapter 10 -------------

   Wednesday Day 5 -------------------------

   I awoke to a slight hissing sound to find Kathy snuggled up to me, her
cheek on my shoulder.  Again she looked adorable, her features completely
relaxed her, lips trembling ever so slightly as she breathed in and out. 
That had been the hissing sound that had woken me.

   Trying not to move and wake her I reached a hand to other side for
Michelle but she wasn't there.  Turning my head to look I could see her
wrapped head to toe in a blanket just on the edge of the bed.  Moving my
pillow to support Kathy's head I shifted myself over until I could reach
out and touch Michelle.  As my hand touched the roundness that I supposed
must be her blanket covered shoulder she flinched away from me and rolled
off the bed.  Before I could ask her what was wrong she fled into the
bathroom and slammed the door.

   I was going to go after her when I felt Kathy grip my own shoulder from
behind.  Bleary eyed and only half awake she shook her head to get rid of
last nights cobwebs.

   "When a girl runs into a bathroom and closes the door, you never ever
follow her inside." She told me.

   "But Michelle..."

   "No buts.  The bathroom is like Superman's Fortress of Solitude.  Once
the door is closed it becomes off-limits to everyone else." She explained
as she climbed up off the bed.

   As she walked over to the bathroom door and knocked I couldn't help but
admire the movement of those two small ass cheeks, even though I was more
than a little worried about Michelle.

   "But its all right for you to go in?" I asked.

   "Yes.  She's my best friend and we're both girls."

   The bathroom door opened timidly and Kathy quickly entered before it
could shut behind her.

   Sitting on the edge of the bed I watched and waited for some answer.  It
was a very nerve wracking fifteen minutes before Kathy came back out.

   Kathy looked at me with an embarrassed, sheepish grin.

   "Michelle's all right." She told me, relieving some of my tension. 
"It's just..., a woman problem.  She'll be back to normal in a couple of
days, but she might be a bit different until then."

   It came to me what the problem was but my knowledge of that part of
female biology was a bit lacking.

   Michelle came back out of the bathroom, a robe tied tightly around her.
She looked like she'd been crying and she was still sniffling a bit.  I
jumped off the bed and ran to her.  Grabbing her in a hug I felt her flinch
again and pull back from me.  The rebuke made me feel like she had slapped
me.

   Seeing my hurt expression Michelle began to sob lightly again and hugged
me, this time not pulling away as my arms went around her.

   "I'm sorry Simon." She said between sniffles.  "I wanted this weak to be
so perfect so us.  And now...  this.  I knew I was due..., I just hoped
that it would wait a few days longer."

   "Michelle, it's all right." I finally said to her.  "Nothing you do is
ever wrong."

   That brought an even louder sob from her.

   I lightly kissed her on the lips and had her push back from me and run
back into the bathroom.

   "Come on back to bed." Kathy said from behind me.  "She'll be all right.
It's just that Michelle gets kind of sensitive at this time of month and
she doesn't like to be touched.  Me..., it just makes me more horny."

   That I had my doubts about.  A hornier Kathy wouldn't be humanly
possible.

   Eventually I shuffled back to the bed and lay down next to her, but I
couldn't get back to sleep.  Kathy had a few ideas about curing that, but
with Michelle like this I just didn't feel right doing anything.  And
anyway, after last night my penis felt a little bit too raw and sore for
anything more right now.

   I heard the super shower running for about fifteen minutes before
Michelle came back out, the robe tied tight around her again and a towel
wrapped around her hair.  She just gave me a sad look before leaving the
bedroom and going down the hall to her own room.

   I lay there with Kathy cuddle up with me for a long time before Michelle
peered around the door and said she was going downstairs to make everybody
breakfast.  She was completely dressed this time.

   I nudged Kathy and felt her moan slightly as she began to wake for a
second time.

   "Come on." I told her.  "Michelle's gone down to make breakfast, so we'd
better hurry up and shower."

   She was still a bit groggy until the first jets of hot water hit her,
then she livened up.  We washed each other down with soap, my soar cock
only jumping a little as I rubbed my hands over her body.

   Then she had a surprise for me.  Undoing that long braid of blond hair
she asked me to help her wash it.  It was the first time I'd seen her with
it undone since I'd known her.  Standing there with long strands of wet
hair surrounding her and covering most of her face and upper body I told
her she looked like a sexy 'Cousin It'.  After she was done chasing me
around and mock beating me up about that comment she had me rub in the
shampoo then rinse it out., then repeated the process with a hair
conditioner.

   I was a bit surprised how long the entire hair washing took but I came
to understand that old joke about a girl staying home a night to wash her
hair.  Rubbing the mass of twisted and knotty hair with a towel to dry it,
she then asked me to brush it out.

   The whole thing took about a half hour but she did look very pretty when
it was done.  Just tying it back with a barrette she told me she'd wait for
it to be completely dry before she braided it back up again.



   We both were fully dressed when we headed down.  Michelle looked a bit
uncomfortable when she saw us.  She had reverted to hostess mode and had
set the table for a meal.  She said to just sit down and she'd bring in the
waffles, eggs and bacon.  I obeyed her, but Kathy went in the kitchen to
help out.

   A couple of minutes later they came out with two trays covered in food.
Michelle looked much better.  She was smiling , and it didn't even look
forced this time.

   We didn't do much talking as we dug in but the atmosphere between us
seemed to have lifted a bit.

   "I'd better get back home before lunch time or my mom'll be phoning up
worrying about me." Kathy said stuffing the last piece of her maple syrup
covered waffle in her mouth.

   That was a frightening thought.  Michelle and I were going to be alone
again.

   "I could go home early if you want." I told Michelle.  "I could just say
that Ryan's family came home early for some reason."

   "Don't be silly Simon." Michelle said as she piled the dirty dishes back
on the trays.  "I want you to stay."

   "But..." I began to ask but Kathy's gave my knee a squeeze and shook her
head at me before I could finish the question.

   "Even if guys can't,...well..., fuck." Kathy whispered to me after
Michelle took the dirty dishes into the kitchen.  "She still needs you
here."

   "Okay." I nodded.  If Kathy said Michelle needed me of course I'd stay.
It would just be uncomfortably difficult to have her around and not be able
to touch her.

   We sat in the livingroom watching game shows on TV for most of the
morning.  After Kathy's hair was dry enough Michelle helped her weave it
back into a long braid.  Other than that it was a quiet morning.

   About 11:00 Kathy said she'd better get home.  Giving Michelle a hug ,
she then gave me a kiss good-bye, her hand give me a good grope, before
leaving.

   Now it was just Michelle and me.  Me and Michelle.  Michelle and me.  I
felt a bit lost without out all the sexual possibilities that had joined us
together the last five days.

   "How about we do some more homework?" I finally asked, not coming up
with anything better.

   "We got everything done on Sunday,." Michelle told me.

   I thought about that for a moment then added, "Well then how about we do
some more math together.  Next year I want you to be in the same class with
me."

   Michelle smiled almost her Jello smile back at me.

   "You mean tutor me."

   "Yeah." I said getting enthusiastic about the idea.  "If we can just get
your grade up a bit you can move into the honors class with me."

   Michelle was a bit doubtful about that possibility but agreed to give it
a try.

   For the next two hours everything seemed almost normal between us as we
sat next to each other at the kitchen table and went through the math
textbook.  She wasn't really bad at math she just found it hard to
visualize the numbers as anything except squiggles on a piece of paper.  I
helped her to learn how to try and actually see the numbers as more than
that.  To make them more real.  Just memorizing times tables and formula is
good for the first few grades but once you get into geometry and algebra
you have to learn the ability to let the numbers be fluid.  Eventually she
seemed to grasp part of the idea and she went through the trial problems I
gave her much easier.

   We'd gotten a bit carried away when the doorbell rang.  Looking up we
were surprised to find it was after 2:00.  Michelle's smile melted me as
she got up to go see who was at the door.

   It really came as a surprise for me when Michelle came back followed by
Kathy carrying an overnight bag.

   "Hi." She said giving me a long kiss.  "I hope you two don't mind
another guest for awhile."

   I looked at Michelle and she seemed genuinely happy that Kathy was back.

   "I asked Kathy in the kitchen this morning if she could come and stay
for a few days." Michelle informed me.

   "My mom didn't put up much of a fight ," Kathy added.  "Once she found
out Michelle wasn't feeling to well she practically pushed me out the door.
She has a hard time each month too."

   Michelle looked a bit embarrassed by that.

   "So what are you two up to?"

   Kathy joined us in the little study group.  She was in the same math
class Michelle was in and getting even worse marks so any help there was
much appreciated.  We spent the rest of the afternoon grasping at the
language of the universe.



   After having supper we all sat on the sofa together in the livingroom
and watched movies for the rest of the night.  Regular ones this time.  It
was nice being between the two girls and not having to worry or think about
sex.

   Michelle went to bed early at 10:00.  This time she went to her own
bedroom by herself while Kathy and I shared her parents bed.  I felt more
than a bit uncomfortable being alone with Kathy like this while Michelle
was by herself just down the hall.  Still it didn't take much coaxing by
Kathy for us to go at it.

   Neither of us had had any sex today and I was no longer that soar.  The
first time we went at each other like animals, pounding away at each other
until we both climaxed together.  I was more than a little glad that this
room was sound-proofed, both of us got a little bit noisy.  The second time
I gently made love to her until Kathy was having just one long orgasm after
another.  She almost had to beg for me to finally cum inside her that
second time.

   Afterward we just held each other and drifted off to sleep.

   Thursday Day 6 --------------------

   I woke in the morning right in the middle of a wet dream to a slurping
sound and the feeling I was going to explode.  Kathy was lying stretched
out perpendicular to me, busily sucking away at my morning erection.  I
didn't even let her know I was wake as I watched her and enjoyed the
effects that talented little mouth had on my cock.

   It didn't take long before she was getting a mouth full of my seed, all
of which she hungrily sucked down, not missing a drop.  As I began to
soften she just gently licked me making sure that she hadn't missed any.

   "That was a nice way to wake up." I finally said to her.

   She flushed slightly as she looked up at me with a smile.  "I just saw
it there and well...  you know the rest."

   I pulled her up to me and kissed her before letting her know that
anytime she wanted to wake me up like that was fine with me.

   After our usual wash we got dressed and headed downstairs.  Neither of
us wanted to run around naked while Michelle was in her current state. She
was already setting the table when we got there.

   "You two have fun last night?" she asked.

   Suddenly I felt extremely guilty, as if some how I was cheating on her.

   She must have noticed my reaction so gave me a hug and small peck on the
cheek.

   "Don't be a silly." She ordered me.  "I asked Kathy to stay over hoping
you two would continue the way we were.  I'm just disappointed I can't join
in the fun yet."

   I felt a bit better after that but still felt a bit guilty.  As we had
breakfast we talked about what we were going to do that day.  To my utter
non-surprise the girls wanted to go shopping.  After the last time I didn't
mind the idea as much.  I had had a pretty good time with Michelle and with
the both of them I thought it would be even better.

   It definitely was better.

   We left just before lunch and stopped off at McD's first.  Then we hit
the malls.  The girls mostly giggled to themselves while I followed behind
but once we hit a clothing store I became their center of attention.  It
became a contest between them to see who could find the sexiest outfit.  I
just sat and watched them put a show on for me as they tried on outfit
after outfit gauging my reaction to each.  Michelle might not be into sex
at the time but still had fun teasing me.  Kathy just enjoyed flashing me
bare skin and trying to get a rise out of me.

   The male salesmen all gave me awed looks as they watched the two pretty
teenagers competing for my attention.  The female ones just either looked
shocked or gave me questioning looks as if they were wondering what I had
that could interest the girls so much.  Truthfully so did I.

   Store after store we jumped.  I even used that same joke about going in
the changing room with Kathy but got a much different reaction.  She was
really all for that and even asked if I wanted to fuck her inside it.  She
seemed honestly disappointed when I backed down and just sat and waited for
them to come out.

   It was a bit embarrassing for me when we ran into some people we knew.
It was spring break after all and any teenager who hadn't managed to go
somewhere on vacation wandered the malls.  Michelle and Kathy put on quite
a show for them, fawning all over me.  I imagined by Monday when we got
back to school I'd have quite a reputation.

   At about supper time I splurged and blew the rest of my cash on taking
the girls to a better restaurant.  It wasn't anyplace really fancy.  I
didn't have the money or the reservation to take them to someplace like
that but I wanted to show them that I was grateful for everything that they
had both shown me,...and done with me.

   When we finally got back to Michelle's house it was already after 8:00.
A red light was flashing on the answering machine near the telephone.

   Turning the machine on Michelle's mother's voice spoke out, "Michelle
honey, where are you.  Give me a call when you get home.  You've got the
number.  Bye honey."

   "Oops." Michelle said.  "I forgot about the nightly security check."

   Giving Kathy a hug and surprising me with a kiss on the cheek she waved
us away.  "You two go upstairs and have fun.  I've got to phone my parents
so I'll see you in the morning."

   Kathy grabbed me by the hand and pulled me upstairs after her.  It
wasn't like I was fighting going up with her.  It was just a surprise that
Michelle had sent us away like that.  Our relationship was getting more and
more confusing every day.

   Kathy shut the bedroom door behind us.

   "Just give me a minute in the bathroom.  Get ready and I'll be out
soon."

   I stood there for a minute before I started to take off my clothes. 
Instead of just tossing them in a pile near the bed I actually folded them
up and put them on a chair.

   As I had expected Kathy was completely naked when she came back out. 
She jumped on me, pushing me back on the bed and began to lick my neck and
chin until she came up to my mouth.  We just lay together our mouths glued
together, our hands stroking each other as we enjoyed the physical contact.

   "Would you eat me?" she asked giving me a smile fool of mischief.

   "I've already had one desert tonight, but I'm always ready for seconds."
I told her as I wiggled down and off the bottom of the bed.  Grabbing her
by the hips I pushed her a bit up the bed so that I could comfortably
reaching her pussy while I kneeled on the floor and leaned over the foot of
the bed.

   Inhaling deeply I smelt something unusual.  Then sticking my tongue out
I slowly licked her slit from the bottom, to the top and around the
hardening button of her clit.

   "Strawberry ?" I asked her smacking my lips and enjoying the lingering
taste.

   "I cleaned myself up for you." Kathy told me still grinning.  "It's been
a long day and I thought you mike like me better like this.  I've got a
couple of different flavors if you don't like strawberry."

   I lowered my head again and really dug into her with my tongue.  Then
giving her clit a little nibble with my lips I looked up at her again.

   "It's really yummy." I admitted.  "But I've kind have grown attached to
your natural taste."

   "Really?  Steve sort of preferred that I flavor myself."

   I quickly slipped up the bed and kissed her, then slipped back down and
buried my face back between her thighs.  By the time I had to come for air
she was loudly panting and moaning in pleasure.

   "I'm not Steve.  And I like you just the way you are."

   After that she quickly came on my tongue, drowning me in a sweet nectar
with just a hint of strawberry.  When I crawled back up to her she through
her arms around me, licked my face clean of her juices and then just hugged
my tightly her head on my shoulder.

   "Thank you." She whispered in my ear softly.

   "My pleasure," I said and meaning it.  I really got a jolt out of
feeling her orgasm under my face.

   "Not for that silly." She said giving a mock punch.  "I mean for what
you said to me.  Nobody's ever said anything like that to me before."

   "Well, as we both know Steve's an asshole..., and every guy other is
just too dazzled by your beauty to even talk to you.  Give it time.  Guys
will be begging to drool all over your pretty little feet soon."

   "I don't want any other guy," she told me then kissed me so hard I
thought we were going to permanently graft together.

   "Want me to do you now?" she asked me.

   "How 'bout a soak first." I asked her, then introduced her the marvels
of Michelle's parents Jacuzzi.

   It was a long wet night for us both, in many way.  We more than caught
up with all the sex we hadn't had in the last two days,...  and then some.

   Friday Day 7 ----------------

   I slowly woke up the next morning the best way possible.  I could feel a
warm wet mouth stroking and sucking on my cock, a hand gently cupping my
balls.  I just lay there for a minute enjoying the familiar blissful
sensation.

   "Hmmm, Kathy.  That 's really good." I said to her.

   "Uh-uh lover." I heard her familiar sweet voice next to my,...  ear
while she sucked hungrily on me pounding erection.

   Opening my eyes I could see her face near mine, a impish smile on her
face.  She quickly glued her face to mine in a sloppy kiss, her tongue
diving into my mouth.

   "She's pretty good, isn't she?" Kathy asked as she came up, a trail of
saliva still joining our mouths.

   I looked down and found a mass of wildly scattered red hair bobbing up
and down on my groin.  Kathy slipped down my body and shoved the hair away
so I could get a good look.  I'd known it had to be Michelle blowing me,
but it still came as a surprise to see her green eyes stare up a t me, her
mouth full of my hot flesh.

   "God yes." I said letting out a groan as her tongue teased the sensitive
crown of my penis while still in her mouth.

   "And to think this is her first ever blowjob." Kathy added
enthusiastically her head synchronistically bobbing up and down next to
Michelle's.  "She's a natural."

   I just lay there enjoying the feeling as Kathy coached Michelle on what
to do.  When she finally told her to wrap one hand around the base of my
cock and pump while the other gently massaged my testicles I couldn't hold
back any longer.

   Not knowing if Michelle wanted me to shoot off in my mouth I gasped out
,'I'm cumming!" a few seconds before I exploded.

   Kathy told her to take me as far as she could in her throat and swallow,
which to my pleasure she did, or at least tried to do.  She managed the
first few squirts before choking and coughing.  She had to quickly spit out
my spurting dick which Kathy pounced on sucking madly on it, her cheeks
distending as she yanked the cum right out of me.

   Michelle watched, her coughing ceasing, a drop of white syrup rolling
down the corner of her mouth as her best friend gobbled up what she missed.

   Finally pulling off of my softening cock Kathy looked up at Michelle. 
"Let me get that for you."

   She reached out with her tongue, wiping up the spilled cum and pushing
it back into Michelle's mouth.  As they Frenched, swirling my semen back
and forth in their two joined mouths my cock began to start to grow again.

   "Wasn't that great." Kathy stated ecstatically.  "I just love a wet cock
in my mouth."

   "I think I got a bit lost there at the end." Michelle said, her voice
still a bit hoarse.

   "Don't worry.  I'm sure Simon will let you practice until you get it
right.  Right Simon?"

   "As much as you want." I agreed quickly.  "I'm just glad you're back."

   The two naked girls slithered up my body and we joined in that three-way
French kiss we had learnt to do.  It was strange, as I could still taste
something that had to have just jetted out of my cock, but coming from
their two purring, passionate mouths I didn't mind at all.

   "You all right now?" I asked Michelle.

   "I'm better." Michelle stated.  "But it still might be a few days before
I'll let you eat my pussy.  Other than that I'm as horny as normal."

   "Glad to hear it."

   After that we all ran screaming and giggling into the super shower for a
good .long soak ...  and fuck.

   I wanted to try something that we'd done before but in what I hoped
would be a safer place.  On the bed I had though I was going to die as the
girls both sat on me at the same time, but without the softness of the
mattress allowing them to drop so far I thought it would be possible now.

   I pulled out the bench again and set it right in the center of the
little room, then lying on it on my back I told them to come over.  Since
Michelle didn't want to be eaten,...  and I didn't really want to eat her
at this time of the month I told her to get on my cock, while Kathy got to
stand over my face.  Michelle stepped over me and Kathy held my penis
straight up for her as she bent her knees and slipped me deep inside.  Then
Kathy mounted my face, her cunt already dripping its natural lubrication.

   The girls leaned on to each other for support while they each ground
themselves into me.  It was much better this way as I didn't have to worry
about suffocating while enjoying them both.

   Kathy was the first to let out a scream as my tongue wrapped around her
hard little clit and pulled it into my mouth.  What juices the hot water
from above didn't quickly wash away I hungrily slurped up.  As she slumped
forward on to Michelle she pulled a hard nipple into her mouth and began to
chew on it.  That was too much for Michelle's sex deprived body to take and
she began to slam up and down on me as her own orgasm rocked her.  Not
wanting to be left out I let a screaming groan out, which Kathy greatly
enjoyed and shot my second load of the day deep into Michelle's tight
warmth.

   Afterward I gently shoved them off of me and we huddled together on the
bench enjoying each other presence and the streaming water raining down
from above.  It was much better this time not having to fear for my life,
though that surge of adrenaline last time did make for a very memorable
climax.



   After breakfast we had to start work.  We still had more than a day
until Michelle's parents and brother came back but it was a big house and
we didn't want Michelle getting into any trouble.  First we opened all the
windows to let the place air out.  After staying out all yesterday we had
all noticed the sweaty overpowering odor of sex permeating the house, and
that would be a dead giveaway if it wasn't gone by tomorrow.

   Next we went upstairs and went room by room making a list of things that
needed cleaning up or washing.  Michelle completely skipped her brother's
room again declaring any mess in there his business.  Michelle's bedroom
had only been used twice by her,...  and once that first day, so there
wasn't much that needed to be done in there but strip the bed and add the
sheets to the pile of washing.  The guest room hadn't even be touched so we
left that.  The main bathroom upstairs needed a bit of cleaning up, so we
added that to the list.  The two rooms that needed the most work were
Michelle's parents bedroom and their bathroom.

   Downstairs the living room just need to be tidied up a bit.  We always
cleaned up the diningroom after each use so there wasn't much there to do.
The kitchen wasn't a mess but there was a bit of cleaning in there.  We
hadn't even used the downstairs bathroom.  That left her father's study and
mother's art room.  We'd only used them a little that first day.  We were
getting a bit silly after the first few fucks and had decided each room
needed to be christened properly,...  and loudly.  We had to straighten her
father's desk a bit, a large flat surface can come in handy, but we hadn't
disturbed anything in her mother's room.

   So we now had a list.  Michelle decided to leave her parents bedroom and
bathroom until tomorrow morning since we'd only mess them up again by then.


   It was late afternoon before we managed to complete everything on the
list,...  with a few breaks for lunch and carnal recreation.  We were all
sweaty and dusty by the that time so decided a nice long soak would help.
It got rid of the dusty part but we managed to work up another sweat by the
time we got out.

   The two girls got real playful when they got naked and wet.  The most
memorable event for me was a little contest between them to see who could
get me to cum first.  We sat in the hot swirling water and they'd take
turns diving under and blowing me, switching when they had to come up for
air.  Michelle had the better lung capacity and could stay down longer but
Kathy had the experience and technique and managed to get me to shoot off
in her mouth.  As usual now, Kathy shared her winnings with a Michelle in a
sticky soulful kiss.

   After that we just ordered a pizza for supper and spent the rest of the
night in bed watching a couple more of the movies we hadn't gotten to yet.
It was a thrill watching them but much better experiencing the real thing
with my two lovely girls.

   Saturday Last Day ------------------------

   I was going to really miss waking up like this every morning.  I just
lay there, still half asleep as a soft, warm wetness engulfed me sending
little bursts of pleasure up my spine.  Opening my still foggy eyes I
looked down and saw both Michelle and Kathy very busily, and noisily
slurping on my erect cock.  One would swallow my cock and the other would
suck on my balls, then they'd switch positions and then from either side of
my cock they would French kiss , their tongues licking around it to meet.

   "Kathy?" I said in a daze.  When she looked up I added, "Come here."

   I reached for her, pulling her first in for a long wet kiss before
pulling her up so she could straddle my face.  This time I had her so she
was facing towards me so when I looked up I could her small firm breasts
jiggle and her pretty elfin face contort with passion as my tongue went to
work on her.

   I could feel Michelle busy down below sucking on me like a vacuum
cleaner, and her new found expertise was having a quick effect on me.  I
let out a scream into Kathy's pussy as I shot stream after stream of jism
into Michelle's mouth.  She hung on, keeping me inside the whole time. 
Only releasing me after my last spasm and then licking me clean.

   She was getting very good at that.  I was going to really miss that
tomorrow morning.

   Kathy still hadn't reached her own peak yet so I concentrated on her
firm little clit, only diving down every ten seconds to lick up the excess
moisture and shove my tongue deep inside her.  Sucking on her hard knob I
felt her shiver in anticipation of what was to cum.  When she began to
grind herself into my face I knew she was there.  Giving her sensitive clit
a long tight lick, I quickly moved down to the slit leading inside and
fucked her with my tongue as she began to convulse in ecstasy.  Looking up
I saw her face tighten, then he eyes fly wide open as the high point of the
orgasm hit her.  She never looked more beautiful than she did right then.

   I continued to lick at her as she dropped and she had to pull away from
me when the I touched her now supremely sensitive clit.

   She collapsed next to me a beatific smile on her face, her breath still
coming in short pants.  "That...that was reeeeeeally good."

   I reached out and kissed her so she could have a taste of herself, then
feeling Michelle cuddle up close behind me I turned to her and let her have
a taste too.

   We just lay there, our wet skin pressed to each other for an eternity.
None of wanted to move.  To lose that moment together.  But we still had
much to do.

   "We'd better get up," Michelle finally had to say.

   The three of us sighed with reluctance, but agreed that we had to get
up.

   Gathered in the shower we all washed each other down.  The sensation of
all that soapy, silky smooth skin quickly excited me.  I pulled over the
bench at lay back on it the same way I had yesterday .  Kathy came over to
my head but instead I picked her little body right off the floor and
lowered her onto my hard throbbing cock.  Then I pulled Michelle over and
told her I wanted to eat her.  She'd done such a good job this morning that
I wanted to reciprocate.  She was a bit reluctant but all three of us had
given her a good washing and she was as clean as she could ever be.

   When she straddled my face, facing a happily bobbing Kathy , I pulled
her down and stabbed my tongue deep up inside her.  I didn't notice any
difference in taste.  She was still my yummy Michelle.  Reaching up with my
hands I found that Kathy had already assumed her usual position, her face
glued to one of Michelle ample breasts as she hungrily sucked in a hard
nipple.  I reached over and caught one of her own and began to tweak the
nipple as I gently stroked the side of her face with the other.

   I don't know if it was that Michelle was primed because it had been days
since I had last ate her or it was just that I was getting better at
gobbling pussy but it only took a minute before she start humping my face
and covering it with her sweet juices as she came.  As she reached the down
point and started to relax she began to pull off me, but I grabbed her by
her hips and held her to me so I could keep mining between her legs with my
tongue.  I didn't stop or let go until she finally reached other one, this
time with both Kathy and I joining in.

   As we shakily separated, our muscles quivering from the work out we
realized that we were going to have to wash ourselves again.

   After getting ourselves clean we kept the shower running and began the
long job of scrubbing the shower.  It became much easier when Michelle
jumped out for a moment to come back with a big sponge mop.  We mopped off
each wall and the floor until no evidence of our presence.

   Out of the shower we dropped the face-cloths we had used in a clothes
hamper and begun to wipe each other dry with large fluffy towels. 
Reasonably dry now Michelle added the towels to the laundry, stripped the
bed in the other room and ran downstairs to throw everything in the washing
machine.  At the same time Kathy and I began the long job of cleaning the
Jacuzzi.  On hands and knees we scrubbed it with sponges until it gleamed
like new.  Michelle had come back up and was washing out the toilet and the
bidet.

   It was 10:30 before Michelle judged that the bathroom was a clean as we
were going to get it.  In the bedroom we made the bed and gathered every
article of clothes or evidence we had been there.  I had to remind Michelle
to make sure she put away her parents tape collection back where she had
got them from.  Then we retired downstairs for a late breakfast.

   By 11:00 we had finished and dropped all the dirty dishes in the
dishwasher.  We only had an hour left together.  Michelle's parents weren't
due back until later this afternoon but we had decided to play it safe and
go our separate way by noon.

   I grabbed a girls hand in each of mine and pulled them behind me as I
went back upstairs.  Instead of her parents room I headed to Michelle's
own. There was no use messing up, and maybe smelling up a room we would
just have to clean again.  Michelle's room would be much safer.

   "I want to make love to each of you once more." I told the two beautiful
naked girls standing before me.

   The bed was big enough for two if they were really friendly, which we
intended to be.

   "Michelle can go first," Kathy said.  "You're hers."

   Michelle reached out for her friend, pulled her into a tight hug and
gave her a long wet kiss that left them both gasping for breath.

   "Not any more, " Michelle finally announced.

   She turned to me her eyes saying please and asked me, "You don't mind if
we share you from now on do you."

   I pulled her to me and kissed her just as passionately as she had kissed
Kathy, then turned to Kathy and asked, "What do you think of that?"

   She just took a running jump, knocking us both back onto the bed and
added another kiss to the lot.

   "I think she agrees," Michelle said with a giggle.  "And it looks like
she's going first."

   My penis had to agree with that as it jumped up and began to dig into
Kathy's thigh.  I reached down and aimed it toward its goal and then pushed
my hips up until it penetrated.

   "Uhhhhhh," Kathy groaned finally releasing my mouth from hers.

   I rolled us over so I was on top and began to slowly thrust deep inside
her.  Bending forward I sucked in one of those hard cherries at the tip of
her breasts and began to chew on it.

   I stopped everything as I began to hear a sobbing sound and looked up at
Kathy's face to see her crying, long streams of tears flowing down the
sides of her face.

   "Don't stop!" she cried out to me.  "Never stop."

   I started thrusting back into her and leaned over to lick the salty
trails off of her, then planted a series of light kisses over her entire
face.

   I felt a hand on my back and turned to find Michelle sitting on the edge
of the bed , a happy smile beaming down at us.  She gently stroked my back
in the same rhythm as I pounded in to Kathy.

   "Yes!" Kathy began to scream as her pelvis pushed against me and her
vagina clamped itself around my cock, holding me tight inside as it milked
me dry of semen.  "Yes!"

   She wrapped her arms around me and held on tightly until our hearts
slowed down back to normal then with a small sad smile she gave me a peck
on the lips and said, "Michelle's turn now."

   My cock made a slurping suction sound as it pulled out of Kathy,
dripping slowly onto the blanket beneath us.

   Michelle looked at Kathy and then my sticky cock.

   "You want to clean it." she asked Kathy.

   Kathy gave me a long look before shaking her head, "I'll do it after
he's filled you up too.  Unless you want to do it."

   "It's all yours." Michelle declared as she lay stretched out on her back
next to us.

   "Good," Kathy said clapping her hands like a little girl.  "I want to
taste all three of us."

   My cock had only began to soften, and the thought of sweet little Kathy
licking it clean after I came in Michelle hardened it right back up fast
enough.  I just moved a foot to my right so I was between Michelle's thighs
and pushed inside her already dripping pussy.

   Kathy just lay next to us a blissful glow about her as I began to pump
and roll my hips into Michelle.

   As I leaned forward to suck in a nipple like I had on Kathy she joined
in and sucked in the other one.  Michelle seemed to really like that and
began to purr passionately back to us.

   "You really like my boobs?" Michelle asked her friend.

   "There so big and beautiful, " Kathy answered back before gobbling it
back into her mouth.

   Michelle reached out with a hand and began to rub her finger tips over
Kathy's nipples in return.

   "Mine are so small," Kathy finally said, saliva running down her chin
and covering Michelle's breast.  "Even Steve wished I'd had bigger ones."

   I had to pull myself off Michelle's breast at that.

   "Kathy remember we all know that Steve's an asshole." I told her
forcefully.  "You have beautiful breasts.  I wouldn't change a thing about
them."

   "Do you like them better then Michelle's?" she asked me a cheeky knowing
smile on her face.

   "I...I..." I stuttered looking back and forth between their faces and
mammaries.  "I,...I like them both.  You're both so different, but both so
beautiful.  It would be like comparing apples and ..."

   "...watermelons?" Michelle jumped in before both girls began to giggle
uncontrollably.

   I reached out and pulled Kathy into a kiss, then did the same to
Michelle.

   "I love you both." I said.  There I said the 'L' word.  I didn't think
I'd have the nerve to do it but it just came out.

   I don't know if it was that or just the mood that we were in but
Michelle took that moment to climax.  She let out a single loud gasp as she
gushed wetly over my cock.  Her whole lower body spasming again and again.
I managed only a few more pumps before I shot deep inside of her.

   As I slowly pulled out and saw the sticky mess that covered my limp cock
I realized that Kathy was in for a real meal.

   She just stared at it, yelled "Yum!", and dived down to feast.  First
she licked the excess that was dripping off my balls and onto the bed, then
worked her way up, careful not to miss a drop, until she reached my penis.
Them, she grabbed my balls in her hand and milked any stray drops left
inside out and quickly licked them off and swallowed them.

   Michelle and I just watched in silent awe.

   After she was finished the three of us just lay huddled, a tangle of
sweaty body parts in the bed.

   I was the first to notice that Michelle's alarm clock said it was 12:10.

   "It's after 12:00,." I said.  "We'd better go."

   "I don't want to go." Kathy said tightening her grip on the two of us.

   "Neither do I." I said giving her a short kiss on the chin.  "But we
don't want Michelle to get in trouble."

   Kathy slowly released us both and we awkwardly rolled off the bed.

   "Want us to help clean this up?" I asked looking at the sweaty, sticky
sheets on the bed.

   "No." Michelle just said giving us both a pat and push on our naked
bottoms.  "You two go get dressed and I'll meet you downstairs."

   Kathy and I made our way to the livingroom where we'd left our bags and
dug through them to find clean clothes to wear.  I watched her every move
as she stepped into her panties and strapped on her bra.  It was just as
erotic to watch a girl dress as it was to watch her undress.

   By the time we were both putting on our socks Michelle had joined us,
still stark naked.

   The three of us, just stood looking at each other for a minute.  Then
Kathy began to sob again.

   Michelle and I both rushed her, swallowing her little body up in a group
hug.  The two of us rained kisses back at her until her sobs changed to
giggles.

   "I love you two." Kathy said joining us in the wet assault.

   That sent Michelle off now, and I had to fight off a bout myself. 
Michelle kissed me and whispered, "I love you" at me, then did the same to
Kathy.

   Being the man, thinking I had to be the strong one I was the first to
pull myself out of the group clinch.

   "I'd better go." I said picking up my bag.  Kathy picked up hers too and
hooked it over a shoulder.

   At the door we stopped again and each gave the other a quick last kiss.

   "I'll call you both tonight." I said before opening the door.

   The girls both agreed to that.

   Kathy quickly ran out before she could start bawling again.  I gave
Michelle a quick peck before racing after her.  I quickly caught up with
her and grabbed her before she could get to far.  Walking her home, I held
her hand all the way there.



   A Brief Comment -----------------------

   The is really the end of this tale.  But for those who may be interested
about what happened to Michelle, Kathy and me I am including a short
history of the period between the end of that special week and the present
day.

   There are more tales to be told.  When I have the time I will write them
down and post them.

   Epilogue (A short history of the 3 fuckateers) ------------

   It's hard to believe that it's been over 15 years since Michelle and I
had that first hurried clinch after the school dance.  Both she and Kathy
taught me a lot about life, sex and the mystery called woman.  I have had
sex with seven different women in my life so far, and except for one
mistake, I can truly say that I considered them all friends both before and
after our sexual experiences happened.

   After that week at Michelle's the 3 of us became inseparable.  The '3
fuckateers' Michelle nicknamed us.  Don't you just love a gorgeous girl
with a dirty sense of humor.  Our regular cramming sessions, both physical
and scholastic saw all our grades improve considerably.  The physical
sessions were more of a challenge to plan with Michelle's parents back but
her mother even helped us out at times.  With the improvement in Michelle's
average she even allowed us to study together in Michelle's bedroom.  The
three of us had more than a bit of a suspicion that she knew what else went
on in there when she would knock loudly on Michelle's door letting us know
when Michelle's father came and went.  I've said it before, but I have to
say it again.  Michelle had the coolest mom.

   In our grade 11 year the strangest thing happened.  Kathy and I became
an official couple.  We still went out with Michelle, stayed in with
Michelle, and even sometimes just Michelle and I would get together for
some extra studying but Kathy was fine with it.  It was different having an
actual girlfriend.  Sure both girls had been my friends before and much
more than that,...but to actually have a girlfriend was different.  It
didn't last though.  By the end of the school year we had officially broken
up, and celebrated it with a nice three-way panting session with Michelle.

   After that we reverted to our old '3 fuckateers' method and we even
dated other people, but nothing more serious than a few kisses came of
that.

   Then we graduated.

   Having to split up was the hardest thing we ever had to do.  I was
staying in town, the university here had a good engineering program and
that was what I was planning to take.  Anyway I had managed to score a
pretty good scholarship that would pay for going to the university but
would not cover living expenses.  I could have chosen to try and work full
time at the same time as going full time to the university but I had
witnessed how that could screw up your life.  I wanted to have the time to
actually go to classes and study.

   Michelle had always wanted to be a doctor or more precisely a
psychiatrist, but decided that she didn't have the stomach for all the
medical aspects of the education.  Frog guts throwing contests aside she
could be pretty squeamish.  So instead she was going to be a psychologist.
Kathy and I both agreed that it would be perfect for her.  She'd always had
a knack and manipulating people into being happy.  She took that as the
compliment we had meant it as.  Unfortunately the school she needed to go
to was half way across the country.

   Kathy wasn't exactly sure what she wanted to finally study but her
parents wanted her to go to the university where they had met..., in
Quebec. That was even farther away than Michelle's.  Thankfully languages
was one of the few things that she really excelled at, beating both my and
Michelle's grades.  She was completely fluent in French, which would be a
bonus where she was going, and Russian.  Her father was originally from
Georgia,...the Soviet one not the American one, and had taught her to speak
it as she grew up.

   We spent as much time together as we could before they had to leave
fucking ourselves silly.

   Then I was alone and had to relearn the acquaintanceship of Mr.Handy.  I
hadn't really needed him much in the last couple of years.

   The three of us wrote and phoned each other constantly and once I talked
them through a brief introduction in the UNIX operating system and
e-mailing we were in touch every day.

   When either of them came back to town for a visit or a holiday they'd
spend the first day with their family and then I'd rent a hotel room and
we'd spend the day getting to know each other again, again and again.  I
was still staying with my mom.  I know that sucks but I didn't have the
money for both the university and an apartment..

   The only time the three of us managed to get together was the summer and
at Christmas.

   Then at the beginning of my second year Kathy surprised us both by
telling us she was getting married at Christmas.  Michelle was Maid of
Honor and I was...invited.  Kathy seemed awkward and nervous when we saw
each other but I was glad to see her and wanted to check out her groom to
be for myself.  I've always been more than a little protective of her. 
Maybe it was the way Steve had treated her or maybe it was just that she
was so small, adorable and sensitive.

   Anyway her soon to be husband turned out to be a nice guy, even if he
was more than twenty years older than her.  It certainly wasn't the first
time a professor had fallen for a student.  He really seemed to worship
Kathy , so I approved.

   The night before the wedding, Michelle and I were noisily pounding away
at each other in our hotel room when a loud thumping on the door made us
jump.  We donned robes and answered it to find Kathy outside.  She was
woozy on her feet and more than a little drunk.  As soon as she saw us she
began to sob loudly.

   Inside both of us held her until she was coherent enough to talk but all
she would do in her present condition was repeat over and over that she was
sorry for leaving us, then start to sob again.  We both told her that
everything was all right and if this guy was making her happy then
everything was great with us.  That just started her crying again.

   That night we slept with a naked Kathy between us, holding her until she
cried herself to sleep.  We were all naked ,and close but there really
wasn't any sexual quality to what we did that night.  I was kind of glad
about that because Michelle had really worn me out.  But I would miss
Kathy.

   Michelle and I went back to school, dated and sometimes got involved
with other people but always got together when we could.  I had just
graduated after five years, the engineering program was a five year course,
and Michelle was still going to the same university she had originally
chosen when she told me that she was going to get married.

   This time it didn't come as much as a surprise to me since she had gone
on and on about another grad student she had meant the last time she had
come to town.  It may sound strange to you, to lie in a bed dripping from
the sweat we had just created during a 2 hour bout of passion and then talk
about your love life with other people, but that was how Michelle and my
relationship went.

   Again I was invited to watch a woman I loved marry another guy, but like
I told Kathy the night before her wedding, if he made her happy I was all
for it.  Kathy was Michelle's Maid of Honor this time.  It was strange
seeing her again.  I knew all about her life.  She and Michelle were still
pretty close and Michelle told me everything.  She hadn't changed since the
last time I'd seen her but she was still more than a bit nervous around me.

   I was alone in my hotel room this time when a knock made me answer the
door.  It was Kathy again but this time but she wasn't drunk.  I invited
her inside and she timidly entered and we just stared at each other
silently before she started to sob again and ran into my arms.

   "I missed you so much." She whimpered between tears.  "I'm so sorry."

   That night we got very reacquainted.  Neither of us really felt that she
was cheating on her husband.  From Michelle I knew that she was still
happily married and even had a little boy.  It was just two old friends
sharing each other.

   After that the '3 fuckateers' were back together.  We still didn't get
together that often but when we did it was always hot and relieving.

   A year after Michelle graduated, the good doctor and her husband moved
back to town and set up practice together.  I was happy just to see
Michelle more often.  We had a standing appointment together every week
last thing Friday afternoon in her office Her receptionist always gave me a
knowing look when I went in but Michelle said he could be trusted.  Our
sessions together could not really be called psycho-therapy but there was a
lot of primal screaming involved and we would always end up in each other
arms and then talk through any problems we had.

   I'm sure Michelle could call the relationship the three of us had some
sort of co-dependent gobbledy-gook but I always thought we were the sanest
people I knew.  I was never sure how much the girls husbands knew about ,
or understood our relationship and sometimes felt a little guilty about it,
but learned to live with it.

   Kathy was here last week, but was a bit too pregnant for anything to
really happen between us, though she does still give the best blow-jobs
I've ever had.  The three of us stayed together her last night here, her
cheering us on while Michelle and I put on a show for her then sleeping
naked together in the bed.  We had to be careful in her condition but she
still looked as beautiful as I had first seen her , even with a stomach
that forced her to waddle.

   Michelle herself has two adorable little girls who just love their uncle
Simon.  Her eldest is a perfect little miniature version of Michelle so I
know she's going to be a heart-mender when she grows up.  I'm ninety-nine
percent sure I'm actually her father but have never felt the need to broach
the subject with Michelle.  I'm sure she knows though that if little Simone
ever needs a kidney or anything I'll be there for her.
   The end