Note: This story was dynamically reformatted for online reading convenience.
 
 Chapter 5 - Donna and Shelley

   The waitress brought our food back and we ate.  Donna ate quickly and it
was obvious she was starving.  I guess fucking will do that to a person! 
We ate and drank our coffee.  The waitress came back and asked if we wanted
dessert.  I looked at Donna and she said no, she was full.  I looked up at
the waitress and said no thanks.  She left the check, smiled and walked
away.  I looked at the check and she had written thanks and her name,
Cheryl.  I took out some single bills and left them for a tip.  Then we got
up and went to the register to pay the bill.  The cashier took my money and
gave me my change.  I opened the door to leave and turned to see the
waitress looking at us.  I smiled at her and she winked at me.  I would
have to file that one away for later!

   It was still only 10:30 and Donna didn't need to be home until midnight.
I asked her what she wanted to do next.  She said she didn't want to go
home early.  She asked me, "If you could do anything you want right now,
what would it be?" Several thoughts went through my mind.  I would love to
have Donna suck my cock.  I would also like to fuck her in the ass.  And
fucking her pussy without a rubber would be great.  I didn't think any of
these ideas would go over real well with her so I thought some more.  To be
safe, I said, "I would really like this evening to start all over again so
I could enjoy doing it with you!  If I could, instead of going to the
movies, I would have tried to rent a motel room so we could relax more and
have more space." Donna responded, "Wow, what a sweet thought." Do you
really want to do it again?" I shook my head yes and said, "Hell yes!" She
said it was too late to go to a hotel but maybe the next time we did it we
could try the motel idea.  I was kind of glad since I didn't have enough
cash with me for a motel room.  Although getting her totally naked was a
hot thought.  I asked her if she wanted to go to the harbor and watch the
water.  She said yeah.  I drove another 10 minutes and got to the makeout
place overlooking the harbor.  There were four other cars there and they
all had fogged up windows.  Donna giggled and said, "Hmmm, I wonder what
they're doing!" We both laughed a little and I found a place to park that
was a little bit away from the other cars.  The nearest car was about 15
feet away and I looked over and it was rocking.  Obviously, whoever was in
that car was fucking hard!

   I switched off the engine and turned to face Donna.  I began kissing her
and running my hand up and down her thigh.  She kissed back and spread her
legs allowing me to reach her pantyhose covered crotch.  I could feel the
heat coming through both her pantyhose and her panties.  She was still
turned on.  I took my hand off her crotch and began massaging her tits.  I
began unbuttoning her blouse and then reached around behind her and undid
her bra.  She stopped kissing me and said, "I don't know why I bother
wearing a bra, you're always taking it off!" I laughed and said, "You don't
have to wear one on my account!" She replied, "Andie would never let me out
of the house without one on!" I told her that I would just have to have a
talk with her mother!  She laughed and said, "Yeah, right!" We went back to
kissing and I kneaded her tits, feeling her hard nipples.  Her kissing got
more intense, almost desperate.  I stopped and asked her if she wanted to
move into the back seat.  She said we didn't have time to get all undressed
and besides, her pussy was a little sore.  I had her lift her skirt and I
tried to get my hand down the front of her pantyhose but they were too
tight.  I told her to pull them down a little so I could help her cum.  She
didn't even argue with me and lifted her hips and lowered her pantyhose and
panties to about mid-thigh.

   I immediately dove in with my fingers and began massaging her clit.  I
could feel the string on her tampon and pushed it aside so I could get at
her clit.  Her crotch was hot but not very damp, probably because of the
tampon.  But as I touched her, Donna gasped a little and then sighed.  It
was obvious to me that she was very turned on!  I was gentle on her clit
since I didn't have a lot of moisture to work with.  Soon I had her moving
quite a bit as she got closer to cumming.  It was hard to keep my finger on
her clit without pressing too hard.  Finally she came and collapsed onto
the seat.  She just sat there with her pussy and tits exposed until her
breathing slowed down and she opened her eyes.  She smiled at me and said,
"Wow!  That was nice!  I didn't realize I was so horny!" I told her I was
glad I could help her.  Meanwhile, my cock was straining against my pants.
She looked at my watch and said, "We don't have much time but I'll use my
hand on you." I thought a blowjob would be nicer but I wasn't going to
complain.  I really wanted her to really get into sucking me the way Ann
and Carrie had.  Soon Donna had my cock out of my pants and was jerking me.
I whispered in her ear to kiss it.  She bent down like she was going to do
it but immediately came back up.  She said it smelled like the rubber did!
I told her to think of it as if she was blowing up a balloon.  She laughed
and said, "But I know where this balloon has been!" She kept jerking me off
and soon I was ready to cum.  I warned her and she grabbed some tissues and
caught it all.  Probably a good thing that it didn't get on her clothing.
That would have been hard to explain!  She rolled down the window and threw
the tissue out.  The she pulled up her pantyhose, re-hooked her bra and
buttoned her blouse.  I tucked my dick away and zipped up my fly.  Looking
halfway presentable, I started the car and headed towards Donna's house.

   As we arrived at her house, I cut the engine and glided to the curb. 
The porch light was on.  I looked at my watch and it was about 10 minutes
to midnight.  I started to get out of the car, but Donna grabbed me and
kissed me full on the lips.  Then she said, "Thanks for the great evening!"
I replied, "I think it's me that should be thanking you!  That was
fantastic!" We kissed again, she double checked that she had everything in
place and we walked to the door.  I kissed her goodnight and she went
inside.  I drove home and went into the bathroom and washed my dick off. 
She said it smelled like a rubber and I didn't want my parents catching on.
I noticed my underwear had some of Donna's blood on it so I rinsed them out
and threw them in the laundry hamper.  I put my pants back on and went to
my bedroom.  I got a fresh pair of underwear out and put them on.  Then I
went to sleep with a big smile on my face.

   The next day, I called Donna to see how she was doing.  She sounded
excited to hear from me.  I asked her if she wanted to go to lunch or
something.  She said, "Something sounds good!" and then laughed.  I told
her I'd be over to pick her up in about a half hour.  I got dressed and
drove to her house.  As usual, Andie greeted me at the door.  She was
dressed in a pair of slacks and a sweater.  She looked pretty good for a
mom!  I was having fantasies of doing her and was having a hard time
keeping up with her conversation.  Then I heard her say, "Roy, you look
distracted.  Are you okay?" I snapped out of my fantasy world and quickly
made up a line about trying to remember an errand my mom wanted me to do
later.  I apologized and she just chuckled.  Then Donna came down and saved
me!  She was dressed in a pair of jeans and a sweater.  Looked pretty good.
I was trying to see if she looked any different since she was no longer a
virgin, but I couldn't see any difference.  Andie asked where we were
going. I told her we were going out for lunch and then we'd come back.  She
said, "Great, have a good time."

   We drove awhile to the mall.  After parking the car, we got out and
walked to the entrance.  Just as we went through the doors, we ran into
Donna's friend Shelley.  Now let me describe Shelley to you.  She is a
fairly large girl, what we call "big boned" when we are trying to be
polite! Hefty is another word that comes to mind.  Shelley is also not what
you would call attractive.  Actually, she's a "two-bagger".  In other
words, pretty ugly.  And she never does anything to help her appearance,
like fix her hair or wear neater clothes.  Shelley seems content with being
Shelley.

   Well, when the girls saw each other, they started screaming and dancing
around and overall acting like they hadn't seen each other in years.  Then
they hugged and Donna whispered something into Shelley's ear.  Shelley
jumped back and said rather loudly, "You didn't!  Really!  I can't believe
it!" Then she looked over at me and then back at Donna and repeated,
"Really?" Donna shook her head yes and then they went back to screaming
again!  Finally Donna told Shelley that she would call her later.  She cam
back to me and took my hand and we walked into the mall and found the food
court.

   After eating, Donna asked if I minded if we went to a couple of stores.
I figured, what the heck, we're already here so I said okay.  We went first
to a Macy's and she looked through the shoes and couldn't find anything she
liked.  Then we went into the lingerie section.  I was starting to get
interested.  She looked at several bras that were standard, "granny bras".
She asked me if I liked them.  I shook my head and said, "They're too
plain!" So she went over and found some that were pretty sheer with lace on
them.  They really looked nice.  I told her, that was more like it!  She
replied, "I don't even know why I'm looking at them with you.  You always
have me out of mine almost as soon as you see me!" We both laughed and then
she said, "It doesn't matter, Andie would never let me wear something like
this!" I told her, "Well, in that case, you'll just have to go braless when
you're around me!" She just rolled her eyes up and laughed!  She put the
bra down and we moved on to the panty section.  She picked out a couple of
pairs of fairly sexy panties and we went over to the cashier to pay for
them.  After that we went back out into the mall and looked from store to
store.  Then we went to the food court and had some pizza for lunch.  After
lunch we walked back out to my car.  I opened Donna's door for her and she
got in.  I then went around and got in my side but didn't start the car
right away.  I reached over and kissed her and copped a feel of her tit.  I
broke the kiss and looked her in the eye and said.  "I thought you weren't
going to wear a bra when we were together." She rolled her eyes up in her
head again and said, "I was only kidding.  I can't go home without a bra
on!" So I asked her, "Who said anything about going home?" She said we had
told Andie that we were just going to lunch and then back to the house.  I
asked her if we had to go back right away.  She said no but then asked me
what I had in mind.  I said, nothing but I just wanted to spend some time
with her.  She thought that was sweet and then reached around behind
herself and undid her bra.  I reached up under her sweater and felt her
naked tits.

   I asked her if there was anyplace else she wanted to go.  She said she
wasn't ready to go home yet and besides, I had her nearly naked so she
couldn't go home yet.  I asked her what she and Shelley had whispered to
each other.  She told me that she had told Shelley that we had done it last
night.  Shelley said she was jealous!  I asked her if she told Shelley
everything?  She said pretty much everything.  I thought, "Wow!  A girl
with no secrets from her friend!" After another kiss and a quick feel, I
started the car and headed out of the parking lot.  Since it was a nice
day, I asked Donna if she wanted to go for a walk along the beach.  She
said that sounded like fun but we weren't really dressed for the beach.  I
told her we could take our shoes off and we would be fine.  It wasn't yet
warm enough to go in the water.

   We got to the beach and we walked hand-in-hand from the parking lot to
the sand.  We took our shoes off and Donna instantly got shorter!  I looked
at her shoes and they must have been five inch platforms!  They had been
hidden under her jeans and I didn't realize she was wearing something so
high!  We walked through the sand and I had my hand around her waist.  It
naturally came to rest on the side of her boob and seemed to naturally
belong there.  She didn't try to move it away so I just left it there and
enjoyed the feel of her tit through her sweater.  We walked along the beach
for about a mile, enjoying the sea air and the sunshine.  Then I turned us
around and started to walk back.  Donna complained that walking in the sand
was making her legs hurt so I steered us to the boardwalk.  As soon as we
got there, I told her I didn't want her to get any splinters in her feet so
I bent down and helped her put her shoes on.  She balanced herself with her
hand on my back and slipped first one and then the other shoe on.  I put
mine on and then we started walking back towards where the car was parked.
She said it was much easier walking on the boardwalk then the sand.  We go
back to the parking lot and I asked her if she wanted an ice cream before
we left.  She said that sounded like fun so we went into the building that
served as the snack bar and the locker room during swimming season.  I got
us both cones and we headed back to the car.  Once in the car, I lifted
Donna's sweater and licked her nipple.  I did it so quickly that she gave a
little scream but then moaned when she felt my lips on her nipple.  I took
my ice cream cone and smeared a little ice cream on her tit and then licked
it off.  She shivered from the cold ice cream but didn't stop me.  With a
moaning voice, she asked me, "What are you doing?" I asked her if she liked
it.  She responded, "YES!" She looked around to see who could see us but we
were near the back of the parking lot and there weren't a lot of cars
around.  I went back to doing the ice cream, lick, ice cream, lick thing
and soon had Donna hunching her hips off the car seat.  I massaged her
pussy through her jeans and kept licking her nipples.  Her crotch felt very
hot.  I undid the snap on her jeans and unzipped them.  I tried to slip my
hand between her panties and her body and it was a tight fit.  I wanted to
pull her jeans down so I could get at her pussy but I only had one hand
available since I was still holding the remains of my ice cream cone.  I
roiled down my window and got rid of it.

   Now, I had two hands available but my pause let Donna come out of her
high.  When I tried to pull her jeans down, she grabbed my hand and said,
"STOP, we can't do anything here in the middle of the day!" I countered
with "Don't you want to cum?  I just want to rub your pussy without having
to go through your jeans and panties!" She looked around and said, "Okay.
But don't take them all the way off." She lifted her butt off the seat and
I slid then jeans and panties down to mid-thigh.  I looked down and I could
see the string of her tampon hanging out of her pussy, reminding me she was
on her period.  She asked me what I was staring at.  I chuckled and said,
"a beautiful pussy that looks like it needs some help." I lowered my hand
down and with my finger, began playing with her clit.  She wasn't wet
because the tampon was absorbing all her juices.  I dipped my head and
started licking her nipples, which were still exposed.  It didn't take long
for Donna to get started again.  Soon she was moaning and saying how good
it felt.  After only a couple of minutes, she started getting louder,
saying, "Don't Stop!  Don't Stop!  Donnnnnnnnnn't
Stoppppppppppppppp..............." and then she came.  She breathed heavily
for a few moments with her eyes closed.  Then she opened them and looked at
me.  She said, "That felt good.  I wasn't expecting it!" Then she said,
"I'd better get dressed before someone comes." I laughed at what she said
and she looked at me for a moment and then realized her little joke.  Then
she said, `Oh, I guess I already did cum!" and laughed with me.

   She pulled her panties and jeans up and snapped them closed.  The she
reached around and fastened her bra before pulling her sweater down.  The
she looked over at me and it dawned on her that I was expecting something
in return.  She looked around and said, "We can't do it here.  Do you want
me to use my hand on you so you can cum?" I thought that I would rather
have her suck me off and figured I`d go for broke.  I said, "Why don't you
lick me?" She gave me a look like she had just sucked a lemon and said, "I
can't do that here, what if somebody drives up?" She was very careful not
to say "cums".  She started unzipping my jeans and undoing my belt.  She
reached into my underwear and not so gently pulled my hard cock out.  I
cringed a little and said a quiet, "Ouch".  She replied, "Sorry!" The she
began stroking my cock up and down.  It felt good so I wasn't about to push
her for the blowjob.  She stroked me for a few minutes and I felt myself
coming close to shooting my load.  I reached down and grabbed some tissues
and handed them to her.  She took them and kept jacking me off.  Finally, I
shot my load onto her hand and she quickly wiped it up and then held the
tissue to the top of my cock to catch the rest of my orgasm.  After I
finished, she rolled the window down and threw the tissue outside.  I
laughed and called her a litterbug.  She looked at me and asked, "What was
I supposed to do with it, stick it in my pocket?" We both laughed at that.
I tucked my cock back into my pants and we got ready to go.  I drove her
home and walked her to the door.  Andie was in the living room and she
said, "Wow!  You guys were gone a long time!" Donna told her that we had
gone to the mall and then to the beach for lunch.  Andie replied, "What
fun!" We talked awhile and my mind kept wandering to the thought of doing
Andie.  Finally, Donna and I kissed good-bye and I drove home.

   The next weekend I went to pick Donna up and she was dressed in jeans
and a sweater.  She looked okay but nothing special.  She asked if we could
go to a "real" movie because there was something on she wanted to see. 
Being the gentleman I was, I said sure and asked her which theater.  She
mentioned one close to home.  We got to the movie with time to spare and I
bought popcorn and some cokes for us.  We found a seat near the back and
got comfortable.  She mentioned that Andie had made a comment that I seemed
distracted last time I was at the house.  I used the same story that I was
trying to remember something my mom had asked me to do.  (I really couldn't
tell her that I was thinking of fucking her mother!) Donna thought it was
because we had messed around in the car at the beach.  She said she thought
her mom was a little suspicious of what we were doing.  I asked why.  She
said that she didn't know, it was just that her mom was paying more
attention to where we were going and stuff like looking her over when she
got home.  I thought it was Donna just being a little paranoid.  I told her
we would just be a little more careful how we looked when we went home. 
Donna said that was why she went to the bathroom when we went to the diner
after we had done it last week.  The movie started so we stopped talking
and watched the movie.  I put my arm around her and cupped her boob through
her sweater and bra.  She really didn't react but kept eating popcorn and
watching the movie.  After it was over, we got up and walked back to the
car.  I asked Donna what she wanted to do next.  I wanted to go parking
someplace and get some more of that boob and pussy!  She said she wanted to
go to the bar and then laughed and said that Andie would definitely know
something was up then!  Instead, she asked if we could go get something to
eat.  I said sure and drove to the diner.  Once there, I looked around to
see if the waitress we had last week was there but there was another, older
waitress instead.  We had some pie and sodas and then left.  It was still
early so I started driving toward the make-out place.  Donna asked where we
were going.  I replied to the harbor.  She said okay.  When we got there,
there were three other cars there and it looked like they had a head start
on us.  All three cars had steamed up windows!  I turned off the engine and
turned towards Donna.  She turned towards me and we kissed.  I ran my hand
up under her sweater and cupped her tit through her bra.  I stopped kissing
her for a moment and jokingly said, "I thought you were going to stop
wearing a bra when we went out." She looked at me and then reached behind
herself and started undoing her bra.  I laughed and said, "That's okay,
I'll get it." She started laughing and I reached behind her and started
undoing the clasps.  She didn't take her hands away but kept laughing and
hindering my attempts.  I wasn't getting anywhere so I lowered my hands and
started tickling her which caused her to laugh even harder.  Finally she
gave up and let me take her bra off.  Then we went back to kissing and I
could finally cop a feel of her bare tits.  I suggested we move into the
back seat.  Donna said that we couldn't do it tonight.  I asked her why
not. She said she was too close to her danger time.  I said that she had
just had her period last week; it would be another week before she was
fertile.  (Besides being a gentleman, I had paid attention in health
class!) She shook her head and said it was too close to take a chance.  She
said she would use her hand on me if I wanted.  I said okay and after she
took my cock out of my pants, she started jerking me off.  I suggested she
lick it but again she screwed her face up and just kept jerking me.  I
didn't want to get into a fight (especially since she had my cock in her
hand!) so I just leaned back and enjoyed.  It didn't take her long to bring
me off.  Again, she wiped me with a tissue (sure glad I had a box in the
car).  As soon as I cooled down, I began to undo the snap on her jeans. 
She half-heartedly lifted her butt and I pulled her jeans down to
mid-thigh. I pulled her panties down.  I noticed they were one of the pair
she bought at the mall last week.  They really looked sexy.  I licked my
finger ad started massaging her clit.  She seemed like she was fighting it
but soon was moving her hips.  She kept saying, "Why, why, why?" I asked
her what she was saying.  She was asking why it felt so good even if she
didn't want to do it.  I was confused.  We were making out and I had my
hand on her pussy and she was saying she didn't want to do it.  I continued
stroking her and she got off with a big "OH!" We kissed a little more and
then I asked her what she meant.  She said she wasn't really in the mood to
do anything but it still felt good.  I asked her if she wanted to stay
awhile longer but she said she wanted to go home early if that was okay.  I
took her home and after we did a check of each other's clothes, we walked
to the door.  Andie was surprised we were home so early ( It wasn't that
early, it was 10:30).  Donna said she was tired and cranky.  I kissed her
goodnight and said bye to Andie and then left.

   The next night, when I picked Donna up, she asked if I could take her to
Shelley's house because she had to give her something.  Since I didn't
really have anything planned, I said sure.  She gave me directions and we
were there in a couple of minutes (Shelley only lived a few blocks from
Donna).  We rang the doorbell and Shelley answered.  She said, "Well, if it
isn't the lovebirds!  Have you done it yet today?" Donna looked around
nervously and said, "Shelley!  Quiet!  You don't have to tell the whole
neighborhood!" Shelley invited us in and then said that nobody was home. 
Her parents had gone to visit her grandmother and wouldn't be home until
tomorrow.  Her sister was out with her boyfriend.  I could tell Shelley was
high or drunk `cause she was slurring her words a little.  Donna said,
"Shell, what are you on?" Shelley replied, "Just a little vodka and rum." I
thought that was a pretty weird combination but whatever.  Shelley repeated
her question that she had asked outside, "Have you guys done it yet,
today?" Donna gave her the evil eye and said, "It's none of your business,
but no!  I am too close to my fertile time!" Shelley rolled her eyes up in
her head and said, "So, are you gonna give him a blowjob then?" Donna
couldn't believe it.  She asked me if I was ready to go.  Shelley said,
"Stick around awhile." Then she told me to sit down and take a load off. 
She pulled Donna into the other room and I could hear them discussing
something but I couldn't make out what it was.  I did make out something
like, "...and then he expected me to swallow!" Donna told her to not be so
loud.  This was getting interesting.  They both came back in the room where
I was and Donna sat next to me.  Shelley kept staring at her and finally
said, "Well, are you gonna say something or what?" Donna shook her head and
said, " I can't believe you!" Shelley said, "Well, if you aren't, I will."
The she looked at me and asked if Donna had given me a blowjob yet." I
said, "Shelley, that's kind of personal!" Donna just blurted out, "No, I
haven't!  I can't stand the idea of putting it in my mouth!" Shelley asked
her if I had licked her pussy.  I know I turned red and Donna just kept
shaking her head.  Shelly looked at me and asked, "How did it taste?"
Without thinking, I replied, "I liked it and I think Donna did too!" Donna
looked at me in disbelief.  "I can't believe you told her that!" I was kind
of embarrassed and said, "Well, she is your friend and you did tell her
that we did it so what is the harm?"

   Shelley then pretty much lectured Donna on how good it was to suck a
cock and how much the guys liked it.  "And", she said, "You can't get
pregnant doing that!" I was getting hard hearing her talk so blatantly like
that.  Donna looked back at Shelley and just about shouted at her, "Well if
you like it so much, why don't you blow Roy?" Shelley and I both looked at
Donna and she got all red after realizing what she had just said.  Shelley
broke the tenseness saying, "Why don't I show you how to do it?" Donna was
thinking and she looked at me and asked, "What do you think?" What did I
think?  Someone was offering to teach my girlfriend how to suck my cock. 
What should I think?  I looked at her and said, "Well, it would be
something you could do for me when we can't do it.  And you can't get
pregnant doing it." Donna thought some more and then looked at Shelley and
said, "Okay, show me how.  I'm not sating that I'll do it, but show me
how." I thought Shelley was going to take her in the kitchen and show her
using a banana or something but Shelley looked at her and said, "Okay, take
his dick out." Now I was burning red!  But my mind was still turning.  I
decided to go for broke and said, "Wait a minute.  This is kinda like strip
poker or something.  If I'm going to be naked, you two have to be naked
too!' Donna said, "No way am I going to get naked in front of another
girl!" I asked her, "What happens in gym class when you take a shower with
all the other girls?" Donna said, "That's different!" I couldn't see how
and even she realized how dumb that sounded.  I said, "Okay, if not naked,
at least take your bras off!" Shelley was already reaching up under her
blouse and taking her bra off.  She had it off in a matter of seconds. 
Donna shrugged her shoulders and reached behind herself and undid her bra.
She pulled it off and threw it at me.  I was disappointed that neither of
them took their tops off.  Still, I knew there were two sets of naked tits
under those tops!

   Shelley then said, "Okay, Roy, your turn." I turned to Donna and asked
her if she wanted to do the honors.  She reached over and unbuckled my
belt, then zipped my fly down.  She reached in my shorts and pulled my hard
dick out.  Shelley stared at it and said, "Wow!  Nice cock!  And it's
already hard!  Half the work is already done!" She went on to tell Donna
that sometimes she really had to work at it just to get a guy hard.  Donna
just sat there with my cock in her hand.  Shelley looked at her and said,
"Are you just gonna sit there with that gorgeous cock in your hand and not
do anything?" Donna answered her back, "I thought you were gonna show me
what to do!" It was pretty amazing having two girls sitting there talking
about my cock as if I wasn't there!  Shelley kind of pushed Donna away and
said, "Here, let me have that thing.  I'll show you how to do it!" Donna
released my cock and Shelley grabbed it.  She bent down and looked it over
really good like she was trying to burn its image in her mind.  Then she
stuck out her tongue and licked it like it was an ice cream cone.  That
felt great!  It had been awhile since I had had a blowjob.  Shelley formed
her mouth into an "O" and slipped my dick between her lips.  Then she
started bobbing her head up and down taking me into her mouth about
halfway. She did this for about a minute and I was really getting hot,
figuring if she kept it up at this pace, I would come in another 30 seconds
or so.  But she didn't!  She stopped, pulled her mouth off my cock and
looked at Donna.  The she said, "Were you paying attention?  That's how you
do it." Donna just shrugged her shoulders and said, "Okay." Shelley told
her to get down on the floor and try it.  Donna got down on her knees and
took my cock back from Shelley.  She held it for awhile as if she was
trying to get the courage up to do it.  Finally with another shrug of her
shoulders, she stuck out her tongue and took a lick of it.  She licked it
several times and I guess convinced herself that it didn't taste horrible
(Of course with the polishing Shelley's lips had done on it, the only thing
it would taste like was Shelley's saliva.) because she did like Shelley had
done and formed her lips into an "O".  The she placed her mouth slowly on
the head of my cock and just held it there.  She was torturing me!  I had
been pretty close to coming from Shelley's sucking when she stopped.  Now I
was anticipating Donna taking me in her mouth but it wasn't going in! 
Finally, just as I was about to grab her head and slam it down on my cock,
Shelley put her hand on the back of Donna's head and gently applied a
little down pressure.  She told her to let the cock into her mouth.  Donna
was holding her mouth closed and but the force that Shelley was applying
was enough to make the head of my cock pop into Donna's mouth.  Donna
wasn't ready for that and didn't cover her teeth so she scratched me a
little, causing me to yelp, "Ouch!" Shelley recognized what was wrong and
told Donna to cover her teeth with her lips so she didn't scratch me. 
Donna jerked her head off my cock and said, "Sorry `bout that!" Shelley
said, "Okay, try it again, this time with your teeth covered." Donna bent
over my cock and this time took it into her mouth with being pushed.  She
started moving up and down on my cock and it really started to feel good. I
looked down and saw that Donna's cheeks were bulging and her face was red.
I pulled her off my cock.  It popped out of her mouth with a rush of air. I
asked her if she was okay.  She said, "Yeah, why?" I told her that she was
doing great but that her face was all red.  She replied, "Well, I not sure
I'm doing it write but I'm blowing you and I don't know how hard to blow."
Shelley started laughing so hard that I thought she was going to pass out.
Donna looked at her and said, "What is so funny?" Shelley replied, "You
idiot!  It's called a blowjob, but you don't blow, you actually suck a
little!" Donna got red and said, "Well then, why is it called a blowjob?"
Shelley said she didn't know.  Meanwhile, my cock was beginning to deflate
listening to the debate between the two of them.  I told Donna she was
doing great and to try again.  Shelley said, "Now that you have the basic
down, let me show you how to really get it done!" She took back my cock and
went down on it.  With her head bobbing, she took a little more in her
mouth each time she pushed down.  My cock reached the back of her throat
and I heard her gag a little but she didn't stop.  She kept bobbing and
more and more of my cock was disappearing into her mouth and throat. 
Finally, she had the whole thing in her mouth, her lips touching my crotch
hairs.  I could feel her throat muscles working on the head of my cock.  It
felt great!  This was by far the best blowjob I had ever had.  Donna was
staring with her mouth wide open.  She just about screamed, "Shell, where
are you putting all that?" Shelley pulled off my cock, much to my dismay
and said, "It's going down my throat.  It's called "deep throat".  It's
supposed to feel good to the guy but it takes some practice." She told
Donna to try sucking again but not to try to deep throat yet.  Donna took
my cock back and started sucking it into her mouth, replicating what
Shelley had shown her.  This time she sucked instead of blew and it felt
pretty good, not as good as Shelley's throat but still pretty good.  Donna
kept bobbing her head and my cock hit the back of her throat, causing her
to gag hard.  I thought for a second that she was going to puke.  She kept
choking.  Shelley ran in the kitchen and brought her back something to
drink.  It was a beer!  Donna took it without looking and chugged it down.
The she almost spit it up after realizing what it was.  She screamed,
"Shell, that's a goddamn beer!  I can't drink that; Andie will smell it for
sure!" Shelley told her to chill out, it was only one beer and she was
going to probably drink something else when we finished anyway.

   Meanwhile, whether they knew it or not, they were torturing me with the
delays.  I gently took the beer from Donna's hand and asked her to start
sucking again.  She went back to sucking me and soon I was ready to cum.  I
told her, "Don't stop!  Don't stop" and started lifting my hips.  She
sensed my urgency and bobbed her head a little more.  Then, just as I was
ready to shoot, she pulled off my cock and started jerking me off with her
hand.  I shot my load into the air and on her face and sweater.  Donna
scrunched her face and said, "Oh, shit!  It's all over me!" and jumped up
and ran to the bathroom.  Shelley looked at her and said, "I can't believe
you did that!  You're supposed to take it in your mouth." And then Shelley
dove down onto my cock and started licking me clean.  She kept sucking me
and I felt myself getting hard again.  Shelley kept going and soon had me
getting close to cumming again.  Just then Donna yelled out from the
bathroom, "Shell, get in here now!" Shelley jumped up and went bouncing to
the bathroom, again leaving with a hard-on.  As soon as she got there, I
heard Shelley bust out laughing, and Donna yelling, "Shut up, it's not
funny!" That only made Shelley laugh harder.  I heard her tell Donna,
"That's what you get for not swallowing!" They both came back out of the
bathroom and Donna was still wiping her sweater off with a washcloth.  I
could see where she had washed her face and even her hair was a little wet.
I chuckled which pissed her off a little but she soon got over it.  She
turned to Shelley and said, "I need to use some of your make-up.  I can't
go home like this!  And my sweater will take forever to dry.  Shelley told
her to take it off and she would use the blow dryer on it to dry it faster.
Donna said it would shrink if she heated it up.  Shelley said she would
just use the "Air" setting not the heat.  Without another thought, Donna
pulled her sweater over her head and off, forgetting that she had taken her
bra off earlier.  Only when she heard Shelley say, "Nice tits, D", did she
realize that she was topless.  She tried to cover her chest up and grab for
her sweater at the same time.  Shelley kept it and said, "I'm sure Roy has
already seen them and doesn't mind the view." I said I didn't mind at all.
I jumped up, my cock still out of my pants and went over to Donna and gave
her a big hug.  She hugged me back and then bent over and took my cock in
her hand and gently gave a playful slap.  She shook it like it was a little
child and said, "You're a bad little dickie, messing up my hair and clothes
like that!" And then she laughed and started tucking my cock back into my
pants.

   Donna grabbed her bra and slipped it back on.  I asked her if all the
fun was over.  She said, "For now it is.  I have to get cleaned up and put
make-up on so Andie doesn't suspect anything." I asked her if she was
horny. She said she was but it would have to wait to later.  I whispered in
her ear that I would lick her pussy for her later.  I cupped her boob
through her bra as I said that.  She said, "Roy, knock it off!  I have to
get cleaned up." She went back to fixing her make-up and then fixing her
hair with the hair dryer.  I turned to head back to the living room to wait
and bumped into Shelley, who had snuck back in behind us.  She asked what
we were whispering about.  I told her I was asking Donna if she wanted to
practice some more but she was busy getting cleaned up.  Shelley laughed
and called me a pervert.  Then she pulled up her blouse and flashed her
tits at me.  Shelley was a big girl and had big tits to match.  I said,
"Alright!" which drew a reaction from Donna.  She asked what we were up to.
Shelley said, "I just flashed my tits to your boyfriend." Donna said,
"Yeah, right Shell!  Now really, what was it?" Shelley said, "Really Donna,
I flashed my tits!" Donna called her a slut and then they both started
laughing.

   Finally, Donna considered herself presentable and grabbed her sweater
from Shelley.  She told Shelley to go put her bra on and stop being a slut.
Shelley asked where we were going.  Donna said, "Well, we were gonna go to
the movies but we spent too much time here so we'll probably go get
something to eat." Then she asked Shelley if she wanted to go with us. 
Shelley said if we were going to a bar, she would go but not just to eat.
Donna said, "Well, let's go get something to eat and then we'll see about
the bar." I couldn't believe Donna was saying that!  I was game but I
didn't know how she would cover up drinking when she got home and Andie was
up.  Shelley said, "No, maybe next time!"

   We left Shelley's house and I jokingly asked Donna if she wanted to go
to the diner first and then the bar.  She said, "Let's got to get something
to eat first and then we'll decide." I said okay.  We got in the car and I
looked at her.  She looked a little different with Shelley's make-up
instead of her own but I didn't want to bring it up and make her crazy! 
She asked me what I was staring at.  I asked her if she remembered the "No
bra" rule.  She said, "But you already saw my boobs, what's the big deal?"
I told her that I liked the idea that her boobs were naked under her
sweater.  She said okay and reached behind herself, undid her bra and took
it off.  I squeezed her boob through her sweater and said, "Nice!" She just
laughed and shook her head.  She said Shelley was right, I was a pervert!

   We drove to the diner and got a table.  Our waitress was Cheryl, the one
that had given me her phone number a couple of weeks ago.  She gave us some
menus and we ordered our drinks.  As soon as we did, Donna jumped up to go
to the ladies' room.  As soon as she was gone, Cheryl was back with our
sodas.  She looked towards the ladies' room and said, "You know, that phone
number I gave you is still good!" I told her, "I have it tucked away in a
safe spot.  I guess I'll have to try it." When I said that, she licked her
lips and said, "Do that, it'll be fun!  I get off at 11:00, so you can call
me late, if you want" With that she turned and went back to the counter. 
Donna came back soon after that and sat down.  We already knew what we
wanted (What I wanted wasn't on the menu!) and Cheryl came back and took
our order.  We got our food pretty quickly.  After we ate, I paid the bill
and went back to the table and left a good size tip for Cheryl.

   As soon as we got back to the car, I asked Donna if she wanted to go to
the bar.  She asked who would b e there.  I told her I wasn't sure but I
thought some of the gang from work would probably be there since they
usually went there after work on Saturday night.  She said, "I wish Shelley
was gonna be there, but okay, let's go.  I can only have one drink though."
I drove to the bar and we went in.  The bartender knew me and said hi and
didn't bother checking our IDs (In those days, it was a little more lax
then today).  I asked him who was there and he just pointed at the back
room and said, "The whole gang is back there, I think." We went back and
sure enough about a dozen of the gang from work were there.  Besides Donna
and me, there were four other girls and seven guys.  They all welcomed us
and pulled up two more chairs to the long table.  I asked Donna what she
wanted and she said get her something that doesn't smell like liquor.  I
suggested a screwdriver and she looked at me like I was speaking Greek.  I
told her it was orange juice and vodka and vodka doesn't have an odor like
rum or bourbon.  She said that would be okay.  I went to the bar and
ordered two screwdrivers.  After I paid, I took them back to the table. 
Donna was in a conversation with Barbara, a thin girl who reminded me of
Twiggy, the model.  She was really pretty but too thin for my taste.  I
liked her though and she didn't act stuck up although she was clearly the
prettiest girl in the bar (and probably in the town as well!).  I put
Donna's drink in front of her and she asked me what I had gotten to drink.
I showed her my screwdriver.  She took a sip of hers and seemed to like it
`cause she took a longer drink of it.  This time she felt the alcohol burn
her throat a little and said, "Whew, that's strong!" I tasted mine and
thought it was just about right.  Ben, the bartender usually made a pretty
decent drink.  Donna went back to talking to Barbara and I shot the breeze
with John and Mack.  I looked over and saw that Donna had drained her
drink. I leaned over and asked her if she wanted another and she said sure.
I downed my drink and went to get two more.  I brought them back and Donna
immediately started drinking hers.  I told her to slow down or she'd be
smashed before she knew it.  She kind of looked at me cross eyed and said
she could handle it.  She went back to talking with Barbara.  They were
really getting animated in whatever they were talking about.  Both of them
were waiving their hands around and just talking away.  About 30 minutes
later, I noticed that Donna's drink was empty again.  I knew it was time to
go.  I actually thought that maybe I should get her one more drink and then
take advantage of her but I thought about Andie waiting up for her and I
knew that getting Donna home undetected now was going to be a challenge. 
Barbara was getting ready to leave anyway and that made it easier to get
Donna out of there.  As a courtesy, I asked Barbara if she had a ride home
and she said she did, but thanks.  Donna, Barbara, and I walked out
together and I said good-bye to Ben.  We walked Barbara to her car and she
said goodnight.  Then I walked Donna back to my car and held the door for
her.  As soon as I got in, she said, "That was fun!  We should do that more
often." I said okay, reminding myself that she was only 16 and I could get
into a lot of trouble for taking her drinking.  I asked her if she was
gonna be okay with Andie when she got home.  She said she could handle it.
She really wasn't slurring her words and she didn't wobble when we walked
to the car so I thought that maybe would be okay.  I did suggest that maybe
she should put her bra back on before she got home.  She said, "Holy shit!
I forgot that I didn't have it on.  No wonder the guys were staring at me
so much!" I hadn't noticed the guys staring but I did notice that Matt was
distracted about something when we were talking.  She asked me where her
bra was.  I told her it was in the back seat where she threw it.  She
reached back to get it and I copped a quick feel.  She asked me if I was
horny again.  I said, "Again?  I never stopped being horny from before!" As
she put her bra on I caught a last look at her tits.  Then they were out of
sight.  I hadn't started the car yet.  She asked me if I wanted her to jack
me off.  I asked her if she wanted more practice with her blowjob
technique. She looked around and said, "Here?" I told her that nobody could
see us.  She said the guys would all be leaving soon and they would all be
coming through the parking lot.  She was right, of course, so I said okay.
I kissed her, then started the car.  As I drove her home, she asked if I
thought that Barbara was pretty.  I told her that she had a pretty face but
was way too skinny for me.  I told her that she reminded me of Twiggy. 
Donna laughed and said that she thought Barbara was the prettiest girl she
had ever seen.  But she agreed she was a little too skinny.  "A little," I
said, "Hell, if a wind came along she'd blow away!" Donna chuckled and then
we drove to her house.  It was about 11:15 when I dropped her off and
walked her to the door.  As usual, Andie was inside waiting for us.  I
kissed Donna one more time and then said goodnight to her and Andie.  I
told Donna a would call her tomorrow (Sunday).  Then I went back out to the
car.  I thought that it was still early and thought about checking Cheryl
out.  I was pretty horny and didn't know what she had in mind.  I decided
that I had made a lot of progress today with Donna.  I got her to take my
cock in her mouth and go to a bar.  So I didn't want to blow it.  I left
Cheryl's number in my wallet.  Then it struck me that I had cum tonight but
Donna hadn't.  That was a first.

   The next day, I called Donna to see how it had gone with Andie last
night.  She said everything was cool although Andie had asked her where we
had gone.  She told her that we had gone to the diner and met a bunch of
our work friends and stayed for awhile.  I wondered if Andie had picked up
if she had been drinking but Donna said Andie would have said something for
sure if she suspected it.  We chatted awhile and I told her I would see her
on Friday.

   On Friday, we agreed to go to the movies.  I went to pick Donna up and
Andie met me at the door.  She had on a tight blouse, a short miniskirt and
some really high heels.  She really looked good!  She held the door for me
and said, "Come on in, Roy.  How are you today?" I said fine and I told her
that she looked especially nice today.  She thanked me for noticing and
said she and Mr.  D were going out to dinner.  She asked where we were
going tonight.  I told her that we planned to go to the movies.  She made
the comment that we sure did go to the movies a lot.  I told her that there
were a lot of good movies on.  She told me Donna would be down shortly and
that she had to leave to pick Mr.  D up.  I told her to have fun and took
one last look at her body as she went out the door.  She yelled back, "I
will; you guys have fun too!" When Donna came down, I still had the picture
of Andie's legs in my mind.  I looked up the stairs and Donna looked
fantastic!  She had on a short skirt (although not as short as Andie's), a
sweater, and some nice heels.  I told her she looked fantastic (in fact,
that was the best she had ever looked!).  She curtsied and said, "Why,
Thank you, sir!" Then she giggled.  I also noticed that her boobs jiggled
under her sweater, telling me she didn't have a bra on.  As she reached the
bottom of the stairs, she kissed me and I kissed back letting my hand sneak
its way up to her chest.  She told me I was right, that she didn't have a
bra on.  She asked if that was why I thought she looked good.  I told her
honestly that I hadn't noticed that she was braless until after I made the
comment how good she looked.  She asked, "Really?" I said absolutely.

   I asked Donna why her parents were going to dinner and why her mom was
all dressed up.  She said that every once in a while they do that.  She
thought her mom was dressing too young.  I thought she looked hot and
shared that with Donna.  She said she would have to tell Andie that.  It
would make her day!

   Since it had been two weeks since Donna's period, I knew there would be
no fucking tonight since she was at her most fertile time.  I suggested an
indoor movie a few towns away.  Donna thought that was a great idea.  Then
she asked, "How come we're not going to the drive-in?" I told her it would
be a shame taking her to a drive-in when she was dressed like that.  Since
the movie didn't start for awhile, I decided to see what kind of fu we
could have.  I said to Donna, "Since nobody is home, maybe we can have some
fun here before we go." Donna asked me what kind of fun I was thinking of.
I told her that if she pulled down her pantyhose, I would be happy to lick
her pussy.  She asked, "And what would you want in return?" I told her she
could lick my dick.  She thought about it and said, "But what if my parents
decide they forgot something and come home first before dinner?" I told her
I would move my car into the driveway and if they came back, we could say
you forgot if you turned off your curling iron and wanted to check it. 
Since my car would be in the driveway, they would have to walk up the
sidewalk and we could see and hear them coming.  She thought about it some
more and then said, "Okay, but hurry!  I don't want to miss the movie!" I
ran out to my car and moved it into the driveway.  When I came back, Donna
was standing there waiting for me.  I kissed her and then guided her to the
living room.  We sat down and I slowly massaged her tit through her
sweater. She kissed back intensely.  I lowered my hand to her thigh and
started stroking it.  I ran my hand up higher and she spread her legs
slightly, giving me access.  I stroked her pantyhose covered pussy and then
broke the kiss and told her to stand up.  As she did, I raised her skirt
and grabbed her pantyhose and panties together and eased them off her hips.
She told me I couldn't take them off all the way in case her parents came
back.  I thought that was pretty dumb because if they were down to her
knees, she still would have a hard time moving.  If they were off all the
way, she could at least run to the bathroom.  But I kept my mouth shut (at
least for a few moments!).  I pulled her pantyhose down to her knees and
then gently eased her back onto the sofa.  I worked myself between her legs
and began licking around her pussy.  It didn't take me long to find her
clit (I was so glad I had all that practice with Carrie and Ann!) and soon
I had her moaning.  I really went at it and I could feel her tightening up
like she was getting close to cumming.  She kept saying, "So good.  So
good!" and then started grabbing my shoulders and trying to push my tongue
farther into her pussy.  I licked for all I was worth and was soon rewarded
as she came with a loud groan, and then collapsed back onto the sofa.  Just
then I heard a car door slam and I jumped up to see if it was her parents.
Donna was so wrapped up in her orgasm that she didn't notice the noise.  I
looked out the window and saw with relief that it was the next door
neighbor coming home.  By the time I got back to the sofa, Donna was coming
out of her daze and was smiling up at me.  She said, "That was sooooo
good!" I helped her up and helped her pull her pantyhose and panties back
up.  She wiggled into them and straightened herself up.  The she looked at
me and said, "Your turn!" I kissed her and she said, "You taste like
pussy!" I laughed and sat down on the couch.  She knelt down between my
legs and started unbuckling my pants.  She pulled them down and took my
cock in her hand.  She looked it over and then gave it a few tentative
licks.  Then she put her lips around it and started sucking me.  She wasn't
giving me the best blowjob I ever had, but it wasn't bad for a second
attempt.  She kept at it and I could feel myself getting harder.  I opened
my eyes and watched her head bobbing up and down on my cock.  I looked past
her head and could see her legs and her shoes.  What a sexy site!  Just
like she had done with me, I grabbed her shoulders and guided her head.  I
heard her gag a few times as she took me a little too deep in her mouth. 
Then she pulled off my cock completely, turned her head and coughed a
little.  Then she went back to sucking me.  I wanted it to last longer but
between how excited I had gotten while licking her and her blowjob, I
wasn't going to last.  Soon I started hunching my hips and then I shot my
load into her mouth.  She squealed a little and then gagged but with her
mouth full of my cock and cum, not much noise came out.  She pulled off my
cock and ran to the bathroom.  I could hear her spitting it out in the
toilet.  I pulled my pants up and went to check on her.  She came out of
the bathroom and I told her how great that felt.  I then kissed her on the
lips.  She said, "Okay, now you taste like pussy and I taste like cock.  I
think we both need to rinse our mouths out!" She got the mouthwash from the
bathroom and poured a little into two glasses.  We both swished the stuff
and spit it out into the sink.  Then she put the mouthwash away and rinsed
the glasses in the sink.  She quickly reapplied her lipstick and then
turned to me and asked, "How do I look?" I told her she looked even hotter
than before!  She asked why and I told her maybe because she had just cum
and had that "I've been fucked look".  She asked, "Oh my God, does it
show?" I told her no it doesn't.  But I knew.  She playfully slapped my
shoulder and said, "Stop messing with me!" I said okay and asked her If she
was ready to go.  She looked at her watch and said, "Wow, we have to hurry,
now!" I told her it wasn't a problem; we would make it in plenty of time.

   We made it in plenty of time.  Having had my dick drained, I was ready
to watch the movie.  Donna leaned against me throughout the movie and I
gently cupped and massaged her tit through her sweater.  I actually thought
I heard her mewing a little like a cat!
Next: More Donna and More