Note: This story was dynamically reformatted for online reading convenience.
 
 All the girls I've `loved' before.  by xesman

   Part 8 Sandy, Jill and Brenda

   There was a girl that I saw around from time to time.  I knew she was in
the military because I had bumped into her in town with her uniform on. 
She was a dental technician at the local military base.  She was okay
looking but a little dyke-ish looking with fairly short hair.  But I
attributed that to being in the military.  One day, we were in the same
line at the food store and while we were waiting, I introduced myself and
started a conversation with her.  She told me her name was Jill and she
seemed receptive so I asked her out on a date.  She said she was sort of
going with somebody but she said her younger sister Sandy was in town
visiting and didn't have any local friends.  I thought Jill was about my
age so I wondered how much younger her sister was.  But being the
adventurer that I was, I said sure, why not.  Jill gave me her phone number
and said she would tell Sandy as soon as she got home.  Since this was
Thursday, I figured I could set up a Saturday date and let the cards fall
where they may.  Later that evening, I pulled Jill's number out of my
pocket and gave her a call.  She answered and I reintroduced myself and
asked if she had talked to Sandy yet.  She said, "Hi Roy, yeah, I did and
she is excited to be doing something!  Let me get her for you." She put
Sandy on the phone and we talked a little.  She sounded just like Jill.  I
suggested we go out Saturday for something to eat and maybe a movie.  She
paused a little and I could here Jill in the background saying something.
She came back and said, "Just a minute, Jill wants to ask you something."
Jill came back on the line and said that she and her boyfriend were going
to the San Diego Zoo on Saturday.  Why didn't Sandy and I join them?  I
thought about being trapped all day with someone I hadn't met yet.  Jill
could probably sense my hesitation and said, "We can take separate cars if
you want and then you guys would have some time to talk by yourselves. 
It'll be fun, I guarantee it." I said, sure, why not.  Jill gave me her
address and then put Sandy back on the phone.  I told her I would pick her
up at her sister's house on Saturday morning if she wanted to go.  She said
it sounded like fun.

   On Saturday, I drove to Jill's house.  Actually it was a double-wide
trailer in a trailer park.  Jill and Kenny, her date and Sandy and I drove
to San Diego and the zoo.  Sandy was dressed in jeans and boys sneakers. 
Like Jill, her hair was really short, kinda like I'd expect a dyke to wear
it.  Her facial features were kind of sharp, not what you'd call a raving
beauty but she wasn't ugly.  We walked around the zoo all day and had fun
making faces at the animals.  Late in the afternoon, Jill asked us what we
were gonna do.  I looked at Sandy and she didn't give me any clues so I
said, "I don't know, probably grab some dinner and head back home." Jill
said that she and Kenny were going to stay the night at a hotel and then
have breakfast at this Mexican restaurant she knew about that served killer
pina coladas with breakfast.  Sandy and I had been sort of getting along
and so I looked at her and she shrugged her shoulders and said, "Works for
me."

   We checked into a motel near the interstate.  Kenny and Jill had the
room right next to ours.  I opened the door to the room and it had two
beds. Okay, that gave her an option not to sleep with me if she didn't want
to.  We dropped our stuff and then went to dinner.  At dinner we all had a
lot to drink as well as eating the fantastic food.  When we got back to the
motel, I don't think any of us were feeling any pain!  Kenny wanted to stop
in the motel bar for a final drink before going to the room.  We had one
round and then went upstairs.  Before going upstairs, I stopped in the gift
shop and bought a disposable razor, some shaving cream, and a couple of
toothbrushes.  I didn't want to look grubby in the morning.  When we got to
the room, I asked Sandy if she wanted to use the bathroom first.  She said
she did.  I sat on one of the beds and turned on the TV.  I heard her start
the shower.  She took a fairly long shower and then I heard her turn the
water off.  After a few more minutes, she came out with a bath towel
wrapped around her, barely covering her tits and her ass.  She said, "Your
turn." I took off my socks and shirt and went into the bathroom.  I turned
on the shower and climbed in.  Since I wasn't expecting to stay overnight,
I hadn't brought any toiletries, so I had to settle for the motel shampoo.
I had just lathered my hair up pretty well when I heard the bathroom door
open.  Sandy said, "Sorry but I really need to pee!" I had the curtain
drawn and so I said no problem.  She apparently finished because the next
thing I knew she had pulled back the shower curtain and climbed in the tub
with me.  She picked up the soap and started washing my back.  I told her
that felt good.  Then, I turned around and looked her over real quick.  She
had small but adequate boobs and a decent ass.  Her legs were real long. 
We kissed there in the shower and I grabbed her tit with one hand and her
ass with the other.  My cock had grown hard in just a few seconds and I
humped it against her crotch.  It was obvious both of us wanted to fuck and
it wasn't going to happen here in the shower.  I broke the kiss and said,
"let me finish my shower and we can take this to the bedroom." She said
okay and took my washcloth and finished washing both my back and front,
paying special attention to my cock.

   After I was thoroughly clean, I grabbed a towel and dried off.  Sandy
too the towel she had previously wrapped around herself and dried herself
off as well.  Then we moved to the bedroom.  We both dropped our towels and
started to kiss and grope each other.  We fell onto the bed and I first
fingered her slit and then went down on her (Ladies first is always my
rule!).  She was thrashing all over the bed, obviously liking what I was
doing.  I concentrated my tongue action on her clit and soon had her
soaring.  It was long before she had her orgasm.  She was actually very
quiet.  It was like someone just let the air out of her.  She went totally
limp and just laid there.  I moved up and kissed her lips.  She opened her
eyes and said, `You taste like you've been eating pussy!" I confessed that
I had.  She said, "Well, we'll have to take care of that." With that she
scooted down the bed, spread my legs apart and got between them.  She took
my cock in her hand and gave it a few exploratory licks before plunging
down on it.  After a few ins and outs, she took my cock all the way down
her throat without gagging.  Obviously, this girl had some experience!  She
sucked me off for about seven or eight minutes before I started telling her
not to stop, I was almost there.  She kept sucking and bobbing, taking my
cock out of her throat every once in a while so she could breathe.  Finally
I shot my load into her throat.  She swallowed every bit of it and then
licked her lips.  Then she came back up and kissed me.  I said, "That was
fantastic!  But you taste like you've been sucking a cock.  She said, "Just
a little!" and then we both laughed!  We laid there for a little while and
sort of just held each other.  Every once in awhile she would each down and
give my cock a tug.  After about 15 minutes, my cock came out of its sleep
mode and was ready for action again.  I climbed on top of her and felt
around her pussy.  She had dried up some so I massaged her clit a little
until I had her moaning and I could feel the moisture starting to form
again.  I rolled on top of her and inserted my cock into her pussy.  I
started pumping in and out of her.  About this time, it became apparent
that Jill and Kenny were up to something next door.  We could hear the bed
banging against the wall and Jill's voice saying, "Yes, yes, yes, just like
that, oh yes!" It was kind of funny listening to someone fucking.  We both
laughed a little and Sandy was just about to pound on the wall to shock her
sister when I told her it was more fun to listen!  She said okay and we
continued our lazy fuck.  We heard Jill cum and then they must have begun
fucking because we could clearly hear (and feel) their bed slamming against
the wall.  They may as well have been in our room because we could hear
every move they made.  We continued fucking slowly while listening to Jill
and Kenny go at it.  I diddled Sandy's clit as I fucked her and she started
doing some moaning of her own.  I kept fucking her slowly and played with
her clit.  We had been kissing the whole time and paused only to laugh at
the noises coming from the next room.  Jill had grown quiet after her last
set of screams signaling that she had probably had her final orgasm of the
evening!  On the other hand, Sandy was beginning to start towards another
orgasm.  I kept pumping into her and she increased the intensity of her
kissing, damn near swallowing my tongue!  She moved her body underneath
mine and then came with a shriek!  Suddenly there was pounding on our wall.
I heard Jill yell, "Hey, you guys, quiet down!  We're trying to sleep in
here!" And then we heard them both laugh.  Sandy was out of it from her
orgasm but I saw her smile a bit.  I wasn't anywhere near cumming yet but I
kept up my slow pace.  Sandy pretty muck laid there like a limp doll but at
least her pussy was wet!  I figured I would increase the pace and started
pumping into her a little harder.  At the same time I ran a hand under her
butt and slipped a finger into her ass.  I could feel my finger on my dick,
separated only by the walls of her vagina and ass!  I used my finger to
massage my dick and started getting closer to cumming.  I picked up the
pace some more and then shot a load into her pussy.  I then pulled my
finger out of her ass and my cock out of her pussy and rolled over beside
her.  She turned to me and wrapped her arm around me and seemed to be
falling asleep.  I didn't think that was a bad idea so I relaxed and tried
to go to sleep.

   About an hour later I awoke and Sandy had rolled over so that we were
spoon fashion with my front to her back.  She was still sleeping so I just
laid there and rested.  I couldn't go to sleep so I started massaging her
nipples and kissing the back of her neck.  I lowered my hand to her pussy
and played with it.  At first, there was no response from Sandy.  After
about five minutes, I could feel her body start to move rhythmically with
my stroking.  I continued playing with her clit, every now and then
stroking into her pussy for some more juice.  Her pussy was definitely
getting wet.  Her brain seemed to still be sleeping but her body was awake.
She started moving more rapidly and I could sense that now she was awake. I
continued playing with her pussy and she came, this time very quietly.  By
this time, my cock had risen and was between her thighs.  I enjoyed the
pressure she applied to her thighs as she came.  I continued to dry hump
her for a few minutes but then decided I wanted more.  I figured I had
nothing to lose so I moved her body so she was on her hands and knees and
got behind her.  I stuck my cock in her pussy and fucked her that way for
awhile.  I leaned over and whispered in her ear, "Have you ever had it in
you ass before?" She didn't answer but then threw me by saying, "So you're
one of those, huh?" I'm not sure what she meant but she hadn't made a sound
when I had fingered her ass before so I thought she was no stranger to ass
fucking!  I pulled my cock out of her pussy and guided it to the entrance
of her ass.  She didn't fight me at all and just laid there with her boobs
and face on the mattress.  I pushed my hard cock against her hole and it
went in without a lot of resistance, thanks partly to the juices from her
pussy!  I slowly started fucking her ass and she hardly moved, just like
the way she was when I fucked her).  I did notice that she had her fists
clenched.  I leaned over and asked if she was okay and she shook her head
yes.  I continued to fuck into her ass and finally came.  I pulled out and
collapsed on the bed.  Sandy rolled onto her side.  I held her for a while
and thanked her for the marvelous sex (although I have had better!).  We
laid there and finally both of us drifted off to sleep.  We awoke the next
morning to the phone ringing.  I looked at the clock and it was 9:15.  I
answered the phone and it was Jill next door asking if we were ready for
breakfast.  Sandy woke up and took the phone from my hands and told her
sister to give us 30 minutes.  "Thirty minutes?" I thought, "How could we
be ready in thirty minutes?" I went over the sink and starred shaving. 
Sandy jumped up and took a shower.  She came out in less than 5 minutes,
with her hair wrapped in a towel.  She said the shower was all mine.  I
took a shower and was done in about 5 minutes as well.  I got out and
combed my hair.  Sandy had already put her clothes on and was combing her
wet hair.  Sure enough, we were actually ready in 25 minutes, albeit with
Sandy's wet hair.  It was short anyway so it looked like she had it slicked
back.  I didn't think it was very attractive but I wasn't going to say
anything!  There was a knock on the door and Sandy answered it.  Jill came
into the room and looked at the one messy bed and the one undisturbed bed
and said, "Hmmm, I wonder what went on in here last night!" I laughed but
Sandy actually turned red.  We were ready to go.  Jill suggested we take
all our stuff so we could check out and go home form breakfast.  We looked
around the room and picked up what little we had brought.  I left all the
toiletries behind.

   We drove about 15 minutes to a Mexican restaurant in the Old Town
section of San Diego.  There was a little bit of a line but the hostess
said she could seat us in about 20 minutes.  We sat down and waited.  It
was actually only 10 minutes before she called our names.  We were seated
and Jill immediately ordered pina coladas for all of us.  When they came,
she was right, they were great!  We ordered our breakfast from the menu.  I
had a breakfast burrito which was huge.  I had a hard time finishing the
whole thing.  We had another drink during breakfast and we finished after
being there about an hour.  We hopped in our cars and headed home.

   I dropped Sandy off at Jill's place.  I asked her if she wanted to go on
a date next Friday.  She said that would be okay and I left.

   Friday night I picked Sandy up and we went out.  We grabbed some quick
food and then went bar hopping.  We settled on a bar that had a live band
playing.  We danced almost every dance for about two hours and then sat out
a few.  We had a couple of drinks and around midnight left the bar.  We
drove back to my place and went in.  As soon as we got there, I stared
kissing Sandy.  I hadn't fucked since the last time we did it last
Saturday, so I was really horny!  I massaged her tits through her top and
just about ripped her top off.  She took off her bra (I guess she was
afraid I would destroy it!) and I started sucking her nipples which caused
her to moan.  I bit each one of them gently, which caused her to yelp and
say it hurt, so I went back to sucking them.  Sandy had her hands all over
me and was feeling my hard cock through my pants.  She unbuckled my pants
and pulled them down, underwear and all.  She dropped to her knees and
started sucking my cock, immediately going all the way down on me in one
swoop!  She took me deep in her throat and I could feel her throat muscles
working my cock.  She sucked me like there was no tomorrow.  It wasn't long
before I was ready to cum and I unleashed a week's worth down her throat!
When I finished, she pulled off my cock and stood up.  We moved tot eh
bedroom where I removed the rest of her clothes.  Then I proceeded to go
down on her.  Sandy was already wet and it took only a couple of minutes to
get her off.  When she had cum, I laid up next to her and told her that
that was the best blowjob I had ever gotten!  She stroked my cock as she
told me that she had taught Jill how to give head.  I asked her how that
happened.  She told me that Jill had confided in her that her boyfriend was
bored and wanted more.  Jill had never sucked a cock and although she
tried, she could tell her boyfriend was dissatisfied.  Sandy told Jill that
she loved to suck cock and explained to her how to do it.  Jill tried again
with her boyfriend but still didn't have any success.  Jill called Sandy
over and the three of them went at it.  Sandy demonstrated on Jill's
boyfriend's cock how to suck.  (This reminds me of the time Shelley helped
Donna learn how to suck my cock!) I told Sandy that I wished I was that
guy. Sandy laughed and said that it took about three lessons before Jill
became any good at it.  I told Sandy that if Jill was half as good as she
was, it would be great.  I also told her that if Jill needed any more
practice, I would volunteer!  That brought a slap on my cock from Sandy.  I
tickled her and then got on top and fucked her hard.  Sandy seemed to like
it although she grunted every time I hit bottom in her pussy!  The next
morning we got up ad I drove her back to her sister's trailer.

   We went out a few more times including in the middle of the week.  At
the time, I was working a job that required me to get up at 4:30 AM and
work 10 hours.  So at the end of the day I was usually pretty tired. 
Sometimes Sandy worked a double shift at the senior care center so she got
off at 11:00 PM instead of 3:00 PM.  I would go pick her up instead of
having her walk home in the dark.  A couple of times when I picked her up,
I could smell that she had been smoking pot.  Her eyes would look a little
glassy and she acted like she was a little stoned!  Once I asked her if she
did pot on the job and she said no way, but the signs were pretty obvious.

   About three weeks into our `relationship', Sandy asked me if I could
give one of her co-workers a ride home as well.  Brenda lived on the other
side of town but I said okay.  When I went to pick them up, I saw that
Brenda was very good looking and pretty shapely.  She got in the back seat
and Sandy got in the front seat.  Sandy had the look and smell of pot again
but she introduced me to Brenda and we chatted as I drove.  Sandy was
talking non-stop, pretty much babbling about all sorts of different things
but I did hear her say that Brenda's boyfriend taken a contract job for the
military and was working in Korea.  He had been gone six months and had
another six months to go.  Hmmm, I thought, a target ripe for plucking!  We
talked some more and finally got to Brenda's house.  She said thanks and
hopped out of the car after telling Sandy she would see her tomorrow.  She
also said, "Nice meeting you Roy!" I drove back to Jill's trailer to drop
Sandy off.  I noticed Jill's car was gone.  Sandy said that Jill went on a
trip related to her military job and would be gone a week.  She invited me
in and I agreed.  She went into the bathroom to clean-up and change and I
sat on the sofa.  She came back in about ten minutes by which time I had
helped myself to a beer from Jill's fridge.  Sandy got one for herself and
plopped down beside me on the couch.  She was wearing some sorts and a tank
top.  She still had that glassy eyed look.  We sat there with our beers and
I asked her more about Brenda.  She said Brenda had stared working there
about six months ago, about the time her husband went overseas.  I asked
her if Brenda ever went out to the bar or something and suggested we could
bring her along with us on Friday.  Sandy said something like, "Why do you
want to bring her along?" I backpedaled a little and said, I thought Brenda
was her friend and I thought it was doing something nice for her.  Sandy's
foggy brain couldn't quite process that idea and she said she would ask
her. It was getting late and I wanted to go home and get some sleep before
tomorrow morning.  I put my beer down and turned to Sandy and kissed her.
She kissed back and soon I was fondling her tits and playing with her
thighs.  I pulled her top off and then went straight for her shorts.  I got
them off and had her totally naked.  I bent down and started licking her
pussy.  She set her beer down and lay down stretched out on the couch.  I
kept kissing her as I worked my own clothes off.  I had to pause a moment
to get my pants and shirt off but then I continued.  I worked my way down
her body to her tits and sucked at her nipples for awhile.  Then I worked
her stomach over and got down to her thighs.  I licked her thighs and she
spread her legs a little, giving me access to her pussy.  I swung my hips
around and climbed up on the couch so that I was on top of her in a 69
position.  I fed my cock into her mouth as I licked her pussy.  She did a
really good job sucking me, pausing only when I hit a sensitive spot on her
clit.  She said it was hard to concentrate on sucking when I was doing that
to her.  "You mean like this?" I asked and dove down on her clit.  She
said, "Oh, yes, that is soooooooo gooooooooooooooood!" I wiggled my hips
and stopped licking her until she got the idea that I wanted her to keep
sucking me.  I could feel her body start to tense and made sure I drove my
cock into her throat.  I held it there and licked her clit like there was
no tomorrow!  I could feel her tongue and throat muscles on my cock and
gave her clit a few more licks.  That pushed her over the edge and she
lifted her hips up as she came.  She then tried to pull off of my cock.  I
pulled out to give her a chance to catch her breath and then pushed it back
in.  I was more fucking her face than getting a blowjob, but it felt good!
I got real close and finally shot my load into her throat.  I finished off
and pulled out of her mouth.  I climbed off of her and moved around to
cuddle.  She just lay there for awhile and then turned to me and said, "I
thought you were going to strangle me for a moment!  I couldn't breathe
with your cock in my throat like that!  And then at the end, it felt like
you were using my face like my pussy and just fucking it!" I looked at her
and wasn't sure what to say.  Was she complaining or what?  I told her she
gave great head and she said, "I'll suck you off anytime you want, just
ask." I said that worked for me.  I looked at my watch and it was getting
pretty late.  I told her I need to go home and get some sleep.  She said I
could stay there tonight.  I told her I needed to get up early and I would
wake her up and she needed her sleep since she had pulled a double shift!
She said okay.

   I drove home and went to bed.  I worked the rest of the week and Friday
finally came.  I called Sandy and asked her if we were going out tonight.
She said yes and then I asked her if she had talked to Brenda.  She said
she had and she said that originally Brenda had said no but Sandy had
talked her into trying it.  I said okay.  I would pick Sandy up at 7:00 and
then we could go get Brenda.  When I went to get Sandy, she was dressed as
nice as I had seen her.  She had on a short skirt and a tank top and heels.
I told her she looked really nice and she thanked me.  We drove to Brenda's
house and picked her up.  Brenda's outfit looked nice although it was a
little more conservative than Sandy's.  She had on a skirt that was about
two inches above her knees and a blouse.  She had on some short heels and
hose.  She looked at what Sandy was wearing and said she needed to change.
I told her she looked nice and she didn't need to change anything.  She
agreed and we went out to the car.  We started with dinner at a local
restaurant and then went to the bar.  There was a live band which was
already going when we got there and they played a mix of music.  I danced a
couple of dances with Sandy and then went back to the table.  I noticed a
couple of guys had asked Brenda to dance and she had turned them down.  I
ordered another round of drinks for us and then asked Sandy if she would
mind if I danced with Brenda.  She said it was okay and I asked Brenda to
dance.  At first she said no but I was persistent and she finally agreed.
We went out on the dance floor and she was actually a pretty good dancer.
We stayed out there for three dances and I noticed that a guy had gotten
Sandy out on the floor.  After the third dance, we went back to the table
and downed our drinks.  Sandy stayed out on the floor for another dance and
I noticed she was talking up a storm with the guy she was dancing with.  I
ordered another round of drinks and started talking with Brenda.  She said
she and her husband had been married about a year and he had been gone for
six months.  She said this was the first time she had been out except to go
to work or the store.  Our drinks arrived and Sandy came back to the table.
I jokingly asked her if she got the guys phone number and she looked at me
funny.  I told her I was teasing her.  I asked her if she wanted to dance
again and she said she had just finished a bunch of dances and wanted to
rest a bit.  She told me to take Brenda.  I took Brenda's hand and helped
her out of the booth.  We went to the dance floor and danced a couple of
dances.  Then the band slowed it down a little and played a slow song. 
Brenda started back to the table but I held onto her and pulled her into
the dance.  She seemed reluctant at first and then held me as we danced.  I
looked over at the booth and Sandy wasn't there.  I looked around the dance
floor and didn't see her.  I figured she had gone to the ladies room.  When
the song was over, I thanked Brenda for the dance and we walked back to the
table.  Sandy was just coming back as well from the direction of the ladies
room.  We all got back to the table and sat down.  I immediately noticed
that Sandy's eyes were a little glassy and she smelled of pot.  I didn't
say anything and neither did Brenda.  I told the girls that I needed to use
the men's room and got up.  I went to the men's room and drained my
kidneys. I went back to the table and Sandy and Brenda were laughing really
hard about something.  I got back and drained my drink.  I ordered another
round (our fifth if I am counting right) and Brenda said she needed to use
the ladies room.  She asked Sandy where it was.  Sandy said, "Wait a
second, I'll go with you." She kissed me on the lips and the two of them
headed off to the ladies room.  They were gone almost ten minutes and
finally came back.  Sandy made some comment like there was a long line or
something.  I hadn't noticed a line when I went and it seemed like there
were a lot of ladies on the dance floor but I let it slide.  I noticed that
Brenda now also had a glassy eyed look.  She seemed to be loosening up
quite a bit.  I don't know if it was the drinks or the pot that was doing
it.  We sat there and chatted awhile and then I asked Sandy to dance again.
She said okay and we got up and danced a couple of dances.  Brenda sat
alone while we did although she got several offers.  I walked Sandy back to
the table and took Brenda's hand and guided her to the dance floor.  We
danced a few dances including a slow one.  This time Brenda seemed totally
loose and put her head on my chest as we danced.  I talked to her a little
as we danced and her words were getting slurred.  I think it was time to
leave.  We went back to the table and I suggested we leave and go back to
Sandy's place.  Brenda instead suggested we go to her place.  She said she
had a couple of bottles of booze there and since we had to take her home
anyway, it would save us a trip.  I agreed and we headed off.

   We got to Brenda's house without incident.  She unlocked the door and we
all went in.  Both Brenda and Sandy were a little wobbly so I balanced one
lady on each arm.  They both giggled a lot and kept talking non-stop.  I
plopped all three of us down on the sofa and immediately Sandy said she was
hungry.  Brenda said there was some stuff in the fridge and she would get
it.  She got up and staggered over to the kitchen.  I took the opportunity
to kiss Sandy and cop a feel of her tit through her top.  Her nipples
became hard immediately.  I heard Brenda rummaging around in the kitchen
and setting dishes on the counter.  I called out to her and asked her if
she needed any help.  She said no.  I asked her if she had anything to
drink and she said there was some beer in there.  She came back in with a
couple of bottles and handed them to us.  She looked at Sandy and noticed
her tits almost out of her top.  She started to turn to go back to the
kitchen when Sandy said she didn't want any beer, just food.  Brenda took
the bottle from her and took a chug of it.  She then said the food was on
the counter and we could help ourselves.  We all got up and went into the
kitchen.  There was some cold fried chicken and some crackers and bread and
stuff.  Sandy grabbed a couple of pieces of chicken and some crackers.  I
wasn't that hungry so I just had a few crackers and my beer.  Brenda was
pulling on the beer but not eating.  After we ate, I helped put away the
food and then we went back to the living room.  I sat in the middle of the
couch and Sandy sat on my left.  Brenda went to the bathroom.  While she
was gone, I had worked Sandy's top up and was playing with her naked tits.
When I heard the bathroom door open I pulled her top down.  Brenda came out
and sat next to Sandy.  Sandy was feeling no pain and was pretty out of it
but amazingly staying awake.  I leaned across her and said something to
Brenda while cupping Sandy's tit.  Sandy moaned a little which caused
Brenda to start giggling again.  She kept trying to stop but couldn't.  I
kept making small talk with her and no matter what I said, she laughed. 
Then suddenly Sandy opened her eyes, looked at Brenda and in a slurred
voice said, "Why don't you let Roy lick your pussy?  He is really good and
I know he wants to fuck you!" Brenda finally stopped giggling and said,
"Um, Um, Um...." She didn't know what to say.  I was speechless as well and
thought that Sandy had just blown any chance I had of fucking Brenda. 
Maybe she did it on purpose but I thought she was too wasted for that. 
Brenda kept mumbling something but looked at me.  I said to myself, "What
the fuck have I got to lose?" I looked at Brenda and said, "Brenda, I think
Sandy is a little out of it." Brenda looked first at Sandy and then at me.
She shook her head up and down and said, "Maybe she needs to lie down or
something.  Do you guys want to go?" I looked at Sandy and asked her if she
wanted to go.  She drunkenly said, "I want to suck your cock." I looked at
Brenda and she was fidgeting in her seat.  I told her that maybe we should
let Sandy lay here awhile.  I asked her if Sandy could spend the night here
and sleep it off.  She seemed hesitant.  She asked, "Will you come back in
the morning to take her home?" I said I could but maybe it would be better
if I just took her home now.  Brenda said she wasn't sure.  I stood up and
walked over to Brenda.  She stood up at the same time.  I hugged her and
told her that I had had fun and hoped we could do it again soon.  She said
she had fun too and thought it was a good evening.  I kept hugging her,
waiting for her to break the hug off but she kept holding me.  So I decided
to play with her a little and see how far I could get.  I rubbed my hands
up and down her back.  She giggled quietly and then moaned a little.  She
pulled back a little and I looked down at her only to see her looking
towards Sandy, who was passed out on the couch.  I brought one of my hands
up her back and put it at the base of her neck.  I kissed the top of her
head and then gently nudged her face so she was looking up at me.  I kissed
her on the lips, not using my tongue, just a gentle peck on the lips.  She
shivered a little and giggled some more.  She looked at me and said she
couldn't stop laughing!  I kissed her lips again, eliciting another shiver
from her.  I looked at her again and said, "Maybe it's the pot that is
making you laugh." She looked at me seriously and asked how I knew about
that.  I told her it was obvious when she and Sandy had gone to the ladies'
room and come back glassy eyed and smelling of it.  She giggled again and
said, "Oops, better be more careful!"

   I kissed her again and this time used my tongue.  She held her lips
together but not tightly and I was able to get my tongue in her mouth.  She
kept kissing me but quite limply, like she really didn't want to do it.  I
tongued her a little more and then stopped.  She looked up at me and said,
"I'm not a very good kisser, am I?" I said she needed a little more
practice.  I went back to kissing her again.  After a few minutes of that I
ran my hand around from her back to her side and stroked the side of her
tit.  Again she moaned but this time she stopped kissing me and said, "I
don't think you should do that." I asked her what she meant and she said I
was trying to feel her boobs.  I told her they were nice looking and
thought I would see how they felt.  That brought another giggle from her
but she got firmer and said, "No, we'd better stop and you'd better take
Sandy home!" I kissed her one more time and said okay.  I tried to pick
Sandy up, but she was limp.  With Brenda's help, I managed to get her up
with my shoulder under her arm and half dragged her to the door.  Brenda
opened the door for us and then ran ahead to the car to open the car door.
I was able to get Sandy into the car and closed the door.  I turned and
thanked Brenda for her help and kissed her again on the lips.  She moaned
again and broke off the kiss.  I started to get in the car when Brenda
said, "Wait, what about her purse?" I remembered Sandy tossing her purse on
the table when we got to Brenda's house but couldn't remember seeing it
after that.  I followed Brenda back in the house and we looked for it. 
Brenda found it on the floor next to the couch and picked it up.  As she
bent over, I looked at her ass and it looked good enough to fuck.  I knew
she was starting to sober up since her giggles were coming less often. 
Still, I reached my hand out and rubbed her ass.  She stood straight up
immediately and said, "Stop that!" I said okay and took the purse out of
her hand.  I again thanked her for the great night and turned to leave. 
Brenda said, "Wait!" I turned back to her and asked what she wanted.  She
asked if we were going to do this again.  I said sure if she and Sandy
wanted to.  She said she had enjoyed it a lot and would like to do it
again. I told her to bring it up with Sandy the next time she saw her.  I
left and got in the car and drove to Sandy's house.

   When I got to the trailer, I had to wrestle Sandy out of the car and up
the stairs.  Sandy wasn't that fat by any means but she was tall (about
5'9") and it was all dead weight so it was quite an ordeal.  But I managed
to get her into the trailer and onto her bed.  She was totally out of it! I
pulled her shoes off and took her skirt off, leaving her in her tank top
and panties.  I thought about taking all her clothes off but I'm not into
doing unconscious girls so I just left her like that.  I was just leaving
the trailer when the phone rang.  I answered it and it was Brenda.  She
said she was checking to see if we made home okay.  I told her I had gotten
Sandy in bed and she hadn't woken up.  I told her I was getting ready to go
to my apartment.  She said okay and hung up.  I closed the trailer door and
drove to my apartment.  I hadn't gotten laid tonight and was horny.  I
jerked off and went to sleep.

   When I woke up on Saturday, I felt fine.  I did my laundry and cleaned
the apartment.  I waited until about one in the afternoon before calling
Sandy.  She answered the phone and said she had a hell of a hangover.  She
said she didn't remember anything since we were dancing.  She asked how she
had gotten home.  I told her that I had to carry her from the car and I had
tucked her in.  I asked her if we were going to go out tonight.  She said
the way she felt now, she didn't feel like doing anything.  I told her to
call me later if she felt better.  I went to the store and bought enough
food for the week.  I got all that out of the way because it was too hard
to do during the week.  I went back to the apartment and watched some TV.
About 5 or so, I called Sandy back.  She sounded better.  I asked her how
she was felling.  She said better.  I asked her if she wanted to go out
tonight and she said she would rather stay home and watch TV.  She said I
could come over if I wanted to since Jill wasn't back yet.  I told her I'd
be there in an hour or so.  I threw on some clothes and drove over to
Jill's trailer.  Sandy answered the door.  She was wearing shorts and a
shirt.  I kissed her as I walked in.  We both sat down on the couch.  She
was watching the end of some movie so I didn't say anything until it
finished.  She changed channels and there was some other program on.  She
asked me what we did last night that made her feel so bad this morning.  I
told her everything we did and she was amazed.  I told her she was actually
walking by herself until she got to Brenda's house and then she kind of
faded.  I told her it was a heck of a job dragging her into the trailer. 
She laughed a little and swore she didn't remember anything since we were
dancing at the bar.  I leaned over and kissed her and copped a fell of her
tit.  She wasn't wearing a bra under her top so it felt pretty good.  She
kissed back and we got into it heavier.  I put my hand under her top and
worked her tits over.  I kissed her deeper and got some heavy kissing and
some moaning in return.  I straddled her legs and pulled her top off.  Now
I worked on her crotch, rubbing it through her shorts.  I could feel her
heat and climbed off her so I could pull her shorts down.  I dove between
her legs and started eating her pussy.  She must have just taken a shower
because she smelled and tasted very sweet!  I ate her like there was not
tomorrow and soon had her cumming.  I was still horny from last night and
wasn't wasting any time!  I pulled my pants down and jammed my cock into
her pussy.  I fucked her hard but I was imagining that I was fucking
Brenda! I wondered what it would be like.  I should have pushed it a little
more last night but oh well.  I kept fucking Sandy hard eliciting some
grunts from her.  Finally I came in her and rolled off into the couch.  She
asked me what had gotten into me.  I laughed and said, "Nothing, but
something definitely got into you and it felt good!" I told her that I was
horny from last night.  I made up a line that she looked so sexy in her
short skirt and tank top when we were dancing.  But then she passed out and
I didn't get any.  She asked me how Brenda got home.  I told her we had
driven Brenda home and then I had taken Sandy home.  She asked if Brenda
had said anything.  I told her that Brenda said she had fun and wanted to
do it again sometime.  I was beginning to get hard again and suggested that
Sandy suck me off.  She got down between my legs and started sucking,
easily taking me into her mouth and throat.  I let her do all the work and
soon was shooting my second load of the day into her throat.  Sandy climbed
back on the couch and we sat side by side for awhile.  I asked her when
Jill would be home.  She said probably tomorrow (Sunday) because she was
driving back and had stopped over to see some friends.  I was getting
hungry and I asked Sandy if she had anything to eat.  She got up, still
naked and went over to the refrigerator.  She opened the door and said
there was some fried chicken from two days ago and some beer.  I felt like
having a hamburger so I asked her if she wanted to go for a burger.  She
said she didn't feel like going out but if I was going, would I bring her
back something.  I said sure and got dressed.  I drove over to the
McDonalds and got a couple of burgers and fries.  I figured we could drink
the beer in Jill's fridge.  I took the food back to the trailer and Sandy
and I sat down to eat.  She hadn't bothered getting dressed but had slipped
her panties on.

   After we ate, we went back to the couch and watched some more TV.  I was
a little bored spending my Saturday night like this but I had gotten laid
and blown so I guess I couldn't complain.  After awhile it seemed like
Sandy was drifting off to sleep.  She would awaken with a start.  I gave
her a kiss and told her to go to bed and I would call her tomorrow.  She
asked why I was leaving and I told her she was sleepy.  I didn't say I was
bored (I was too much of a gentleman to do that!  Besides, I'm not totally
stupid!).  She said she was getting horny again and would I fuck her.  I
said I would and suggested we go to the bedroom so if she fell asleep when
we were finished, she could sleep all the way through.  She asked if I was
going to spend the night.  I told her we'll see how I feel after we fuck.

   Sandy picked up her clothes and went into the bedroom.  I followed and
when we got to the bed, I began kissing her and groping her tits.  I was
actually kind of tired and wasn't much into it but a fuck is a fuck, right?
So I made all the right motions and stared playing with Sandy's clit.  I
rubbed my finger into her pussy to get some moisture on it (Yes, she was
wet!), and then moved back to her clit.  I stroked her clit and felt her
begin to get excited.  She began moaning and moving her hips around.  I
knew all the right places to do her and soon had her in the throes of an
orgasm.  I didn't stop there though.  I kept playing with her clit and
before she could come down from the first cum, I was building her towards
her second.  This one took a little longer and she had several false
starts, before she began building towards her cum.  She finally let loose
with a giant `OH!' and it felt like her entire body deflated.  She looked
over at me and said, "That was too hard!" I was going to let her go to
sleep but now my cock was hard again.  I decided I wanted her ass since I
hadn't fucked it since the first night we went out!  I rolled her over on
her belly and told her to get up in the doggy position.  She was on all
fours and I got behind her and stuck my cock into her pussy.  She moaned a
little and I stroked her a few times.  I leaned over and asked her if she
had any lube.  She looked at me and asked, "What for?" I told her I wanted
to do her ass.  She tensed and said, "No, not tonight!  Last time you hurt
me when you did it there." I told her that was because we didn't have any
lube.  I got up off the bed and went into the bathroom.  I opened the
medicine cabinet and found nothing.  I opened the vanity drawers and found
a small tube of Vaseline.  I brought that back to the bedroom Sandy had
rolled over wand was lying on her back.  She her legs spread and she said,
"Come on, fuck me the regular way.  It'll be so much better." I couldn't
figure how her soggy pussy would be better than her tight ass so I told her
to roll over.  She came to me and said she would blow me again.  I told her
I really wanted her ass.  She said, "Not this time, please.  You can do it
that way the next time.  I promise.  I'll owe you one!" I said all right
and told her to blow me.  She did and gave me a rather enthusiastic
blowjob! Since I had already cum twice tonight, it took a while to build up
again.  Finally, her ability won out and I shot a load into her throat. 
She kept my deflating cock in her mouth for a long time and then finally
let it slip out as she moved up next to me.  I thanked her for the blowjob
and we laid there for a bit.  I could feel her getting drowsy and I really
didn't feel like spending the night so I told her that I needed to go and
that I would call her in the morning.  She held onto my arm and said, "Do
you have to go?" I told her yeah, that I needed to get some sleep and if I
stayed, we would be fucking all night.  She said okay and let my arm go. 
She made me promise to call her tomorrow.  I went home and went to sleep.

   The next day was Sunday.  I got up fairly early (I like to get up early
on Sunday because it is easier to get up for work on Monday when I do,
instead of sleeping in.) and made myself some breakfast.  I read the Sunday
paper and watched part of a football game.  About halfway through, Sandy
called and we talked a bit.  She said that Jill was back.  She also said
that Brenda had called her and they had talked for awhile.  When Sandy
mentioned Brenda's name, my interest peaked and I stopped listening to the
game!  She said that Brenda had thanked her for inviting her on Friday
night and wanted to know if we could do it again.  I gave her the `I don't
care' routine when she asked what I thought.  I told her that it was okay
with me if she wanted Brenda to come along.  She said she would call her
back and set something up for Friday.  I asked Sandy what her work schedule
was this week.  She said that she had to work Monday through Thursday
(probably with a couple of double shifts in there) and `til 2 PM on Friday.
I said fine, let me know what she came up with for Friday night.  After we
chatted some more, we hung up and I went back to watching the game.

   The work week went okay.  There were no major disasters.  Sandy called
me on Wednesday to say that Brenda would be joining us on Friday.  Could I
pick her up at 7:00?  I said that was good and I would see her then.

   Friday came and I finished with work.  I went home and took a shower,
shaved and got dressed.  I had gone to the bank on the way home from work
and took out some extra cash for the evening.  Keeping two women in dinner
and drinks all night was getting expensive!  About 6:45, I locked the
apartment and drove to Sandy and Jill's trailer.  I knocked on the door and
Jill answered.  I asked her how her trip was and she said it was fine.  She
said she got to visit some friends but there was too much driving.  She
said she had put almost 1500 miles on her car!  I said that was lot and
I'll bet she was tired!  She said she was on Sunday but was okay now.  I
asked her if Sandy was ready.  Jill said Sandy would be out in a minute or
two.  She told me to have a seat and then she went back into the kitchen.

   When Sandy came out, she looked great!  She had on another short skirt
and this girl had legs!  She had on another tank top that looked like it
was made of silk and some real high heels.  She looked edible.  I told her
she looked good.  Jill came out of the kitchen, took one look at Sandy and
said, "Whew, girl, what corner are you gonna be sellin' it on?" I thought
she was serious, and apparently so did Sandy because she asked, "Does it
look too slutty?" Jill answered her by saying, "Only kidding, you look
hot!" Sandy thanked her and we left.  I held the door open for Sandy and as
she got in, I got to check out her panties.  She had some black ones that
matched the color of her skirt.  It was easy to see her crotch and she was
going to be on display all night if she wasn't careful!  After she got in,
we drove to Brenda's house.  We got out and went to the door.  I rang the
bell and at first there was no answer.  I rang it again and finally Brenda
opened it a bit and said she wasn't ready yet.  Give her a second to get
back to her room and then to let ourselves in.  We counted to 10 and then
we went in and waited for her to come out.  She finally did and she was
dressed totally different from the way she was dressed last week!  She had
on a short mini that challenged Sandy's in the shortness category!  She had
a purple satin blouse that showed off her figure and some platform shoes
(this was the 70s remember) that looked like the heel was about 6 inches
tall.  She had worked her hair and makeup and looked totally hot!  She was
definitely the hotter of the two and I knew I had to be careful tonight or
Sandy would be jealous.  Sandy told her she looked great and she was glad
the skirt fit.  Now I got it.  Sandy had lent her one of her skirts to
dress up in!  Okay, I could work with this!

   We drove to the restaurant and ordered dinner.  After we ate we made our
way to a different bar than the one we went to last weekend.  Sandy said
she heard the band at this bar was better than at the other bar.  I thought
that band was pretty good so if this band was better, it would be a good
night.  We got there and found a table.  The waitress came and took our
drink order.  I looked around and there wasn't a big crowd but it was still
early and the band didn't start until 9:00.  The waitress brought our
drinks back and introduced herself as Kim and said she would take care of
us this evening.  I tipped her pretty well and asked her to keep an eye on
us so we didn't run dry.  She said she would and thanked me for the tip.

   The band showed up and started to play around 9:15 or so.  I asked Sandy
to dance and she got up.  We danced a couple of songs and then went back to
the table.  I asked Brenda why she didn't dance with anyone.  She said that
nobody had asked.  I asked her to dance and she said okay.  We got up and
danced a couple of dances.  It was shaping up like last Friday.  I danced a
couple of dances with both girls.  When I was dancing with Brenda, I
noticed Sandy would dance with someone else.  When I danced with Sandy,
Brenda turned everybody down and just sat there with her drink.

   After about an hour and three or four drinks, the band took a break. 
Sandy and Brenda said they needed to use the ladies room and took off
together.  They were gone about 15 minutes and finally came back to the
table.  I noticed the smell of pot on Sandy when I whispered in her ear
that it was my turn.  I got up and went to the men's room.  I only took a
couple of minutes but when I came back, two guys were sitting at our table
talking to the girls.  When I got back to the table, I heard one of them
say, "Okay, thanks anyway." I sat back down and Brenda leaned towards both
Sandy and I and said, "Those two gave me the creeps!" I asked why and
Brenda said she didn't know why, it was just a feeling.  I asked what they
wanted and Sandy said they wanted to know if the two of them were alone and
wanted to sit with the guys.  Brenda had said no.  Right after that the
band started playing again.  Kim came over and true to her word, kept us in
drinks.  We danced three more sets and it was getting near midnight.  Both
girls were pretty blitzed and I'm not sure it was all liquor!  I asked the
girls if they wanted to stay for another set or leave.  Sandy said she was
getting hungry again and Brenda agreed with her.  I said we could go grab
something to eat at the pancake house (it served all kinds of food, so I'm
not sure why it's called that!).  They both agreed.  I waved Kim over and
she came to the table.  I told her we were leaving and gave her another
tip. She thanked us and said she wished all of her customers were as nice!

   We went out to the car and drove to the restaurant.  The girls ordered
breakfast (even though it was only midnight!) and devoured it!  I guess
they had the munchies.  Brenda was in her giggling mode again and I knew
both of them had toked a few joints.  Now full and happy, we headed for
Brenda's house.  I had gotten a few leg shots when Brenda and Sandy got in
and out of the car and again at the house, it was more of the same! 
Brenda's skirt was clear up to her crotch and I could see her small
panties. They looked to be gold in color.  Great thighs as well!  Brenda
unlocked her door and we went in.  She said all she had to offer us was
beer.  I said I would have one.  Sandy was half stoned (or more) and said
she was full from eating and was okay for now.  Brenda grabbed a beer for
me and one for herself and came over to the couch.  She sat down and
immediately started giggling again.  She said, "Silly me, I have to go to
the bathroom!" She jumped up and went down the hall.  I looked over at
Sandy and she was glassy eyed.  I asked her if she was having fun.  She
said she was.  I put my hand on her thigh and asked her if she wanted to
play.  She laughed and said sure.  I placed my hand on her tit and rubbed
it.  She said it felt good.  I worked my hand up to her thigh and felt her
panties.  They were hot and felt damp.  She moaned when she felt my fingers
on her crotch.  I asked her if we should include Brenda in our fun.  She
asked what I meant.  I said that Brenda was going to come back soon.  Did
she want to move to the other room or let Brenda join us.  Sandy's foggy
brain couldn't quite grasp what I was asking.  She responded with, "It's
her house.  Let her play if she wants to!" I heard the toilet flush and
removed my hand from Sandy's tit but left the other one on her thigh. 
Brenda came back and sat down on the couch.  Sandy said, "I have to pee!"
She tried to get up but was having some difficulty.  Brenda got up and
tried to help her up.  Between the two of them, they got Sandy to a
standing position and she stumbled off to the bathroom.  While she was
gone, Brenda said she had had fun again and said that next week she would
buy dinner to pay me back for all the fun.  I said she didn't have to.  I
said we all had a lot of fun.  She said thanks and put her hand on my knee
to help herself get up.  I asked her where she was going.  She giggled and
said it looked like I needed another beer.  She went to the kitchen and
brought back a beer for me.  As she handed it to me she leaned over and I
got a good look at her bra inside her blouse.  It looked lacy and was
definitely full of tits!  She staggered a little and I thought she was
going to fall.  I grabbed her to steady her and my hands `accidentally'
rubbed the sides of her tits.  She giggled again and said, "Whoops!" She
straightened up and said, "I wonder what is taking Sandy so long?" She said
she would check on her.  She went down the hallway and I watched her ass
swaying.  I heard her call Sandy's name (almost like she was calling a
pet!) and then she came back laughing.  I asked her what was so funny and
she held her finger up to her lips and said rather loudly, "Shhhh!  Sandy
is sleeping!" I said what.  She said come this way and took my hand.  I
almost pulled her down on top of me but managed to stand up.  I followed
her down the hall, still holding her hand.  We went past the bathroom and
into the bedroom.  There was Sandy lying on the bed passed out!  She had
apparently gone to the bathroom and thought she was in her own house and
had gone to bed.  Brenda giggled and then shushed herself.  It was funny
watching her.  I said I would go wake her up and take her home.  She said
to let her sleep awhile and we could finish our beers.  We walked back into
the living room and picked up our beers.  Brenda sat right next to me on
the couch, even though there was plenty of room.  I sipped my beer and she
did likewise, still giggling at some deep thought!  I finished my beer and
Brenda asked me if I wanted another.  I said I could drink another but
first I needed to use the bathroom.  I went down the hall and looked in on
Sandy.  She was still sleeping except she had rolled over onto her back and
had her legs spread a little where you could see her panty covered crotch
easily.  I chuckled and went to the bathroom.  When I got back to the
living room, Brenda had already gotten me a fresh beer.  I thanked her for
it and a chug.  I looked at her and told her, "You know, I don't think I
told you how nice you look tonight." She said, "Thanks Roy.  I felt so
plain last week.  Sandy lent me the skirt but the rest is all mine." I told
her it was a good combination and really showed off her figure.  She of
course giggled at that.  I said it was time to check on Sandy again.  She
said she would go and get her and I could wait here.  She got up, again
using my leg for leverage.  She staggered down the hall (I don't know why
she hadn't taken off her heels but I'm glad she hadn't!) towards the
bedroom.  I heard her talking to Sandy and I could hear Sandy waking up. 
Finally, with a little bit of commotion and a lot of giggling, I heard them
coming down the hall.  It almost sounded like they were having a fight or
something.  I kept hearing Brenda saying, "Stop that!  Sandy, stop!" I
heard Sandy sat something but it was too low for me to make out.  Then
Brenda said, "Sandy, No!" Then it sounded like they fell.  There was more
giggling and I got up and went to see what was going on.  There in the
hallway was Brenda on the ground, where apparently she had fallen.  Sandy
was laying half on top of her and they were both laughing.  Brenda's skirt
was up around her waist and it looked like Sandy was holding Brenda's
panties in her hand!  Sandy rubbing Brenda's thighs and it looked like
Brenda was trying to get away from her but wasn't being too successful. 
Brenda hadn't seen me yet and Sandy was concentrating on Brenda's legs. 
She had her hand almost on Brenda's pussy and finally did come in contact
with it.  Brenda shrieked and said, "Sandy, What are you doing?" Sandy told
her to relax; she knew exactly what she was doing.  With her slurred
speech, it almost sounded like a comedy act!  Brenda didn't say anything
but didn't seem to be fighting her.  Sandy moved up on Brenda's legs and
stared kissing Brenda's thighs.  Brenda again protested but her protests
seemed to be getting weaker and were filled with giggles.  Sandy worked her
way up to Brenda's pussy and licked it with her tongue.  Brenda moaned and
said, "Sandy, you shouldn't..." and then moaned again as Sandy hit her
target.  She had Brenda moaning a lot now and I could see Brenda rubbing
her own tits through her blouse.  Suddenly, Sandy stopped and raised her
head up from Brenda's crotch and said, "Hey, where's your cock?  Your cock
disappeared!" I wasn't sure if she was screwing around or really thought it
was me she was licking.  Either way it brought a combination of moans and
laughter from Brenda.  She giggled and said, "Silly, I don't have a cock!
Only boys have cocks!  I have a pussy!" Sandy looked at her again and went
back to licking Brenda.  I got a little closer and watched Sandy work. 
Brenda was enjoying Sandy's work so much, she didn't even notice me
standing there.  I knelt down beside Brenda and touched her tit through her
blouse.  At the same time I reached out and touched Sandy's tit.  Sandy
moaned but I don't know if it was because I played with her titty or she
was enjoying licking Brenda's pussy.  Brenda opened her eyes and realized I
was there.  She said, "Oh Roy, how do I get her to stop?" I told her,
"She'll probably stop when you cum!" Brenda giggled at my answer but
immediately gave a deep moan.  I was pretty sure that Sandy had her going
good now so I thought I would take the next step.  I started unbuttoning
Brenda's blouse.  She didn't stop me as she was too busy paying attention
to what Sandy was doing to her.  I got her blouse unbuttoned all the way
and pulled out of her skirt.  Her lace bra barely contained her tits. 
Unfortunately, it had a back clasp and Brenda was laying on it.  I tried
reaching under her which caused her to ask me what I was doing.  I told her
I was trying to get her blouse off so it wouldn't get ruined.  She said
"oh" and arched her back for me.  I managed to undo her bra and pull her
blouse out at the same time.  She laid back down on the floor.  Sandy was
doing a pretty good job on Brenda's pussy and I had the feeling it wasn't
the first time she had done this!  Now that I had Brenda's blouse and bra
off I got a good look at her tits.  She had a nice set that stood proud of
her chest even though she was laying down!  I bent over and licked her
nipples eliciting another moan from her.  I leaned over and whispered in
her ear, "Do you like Sandy licking your pussy?" She responded, "Yes,
but... Oh!" She couldn't complete her sentence `cause Sandy was doing a job
on her clit!  I told her that maybe we should move to the bedroom instead
of laying in the hall.  I pulled Sandy up, much to Brenda's dismay and
guided her to the bedroom.  I laid her on the bed and removed her panties.
While I was at it, I pulled off her top.  Sandy offered no resistance.  I
couldn't tell if she was out of it or playing along.  I went back to the
hall to get Brenda.  She was laying there playing with her pussy which
Sandy had abandoned.  I helped her up and also took her to the bedroom. 
Sandy was lying on the bed with her legs spread and her hand on her pussy.
I guided Brenda over to the bed and kissed her on the lips.  She returned
the kiss although it seemed distant like she was confused!  I whispered to
her that she should return the favor Sandy had done for her.  She looked at
me and asked what I meant.  I lifted Sandy's skirt and showed Brenda her
naked pussy.  Brenda looked at her and then at me and said, "But, I never
have...." She couldn't complete her thought.  I told her there was no time
like the present.  I told her that maybe if she got on the bed and put her
pussy over Sandy's face, Sandy would continue licking her.  She climbed on
the bed and straddled Sandy's face.  I turned her around so she was facing
Sandy's feet.  As I had suggested, Sandy started licking Brenda's pussy
which elicited another moan from Brenda.  Sandy really went to town and
tongued Brenda's clit.  At first, Brenda just sat there and enjoyed it.  I
nudged her face down so she was inches from Sandy's pussy.  She seemed to
really like what Sandy was doing.  I ran my finger down Sandy's pussy and
Sandy groaned into Brenda's pussy.  I brought my finger up to Brenda's lips
and she parted them as if she was sucking a cock (I wish it was my cock
instead of my finger!) After she had done that, I again guided her head a
little lower and she tentatively licked Sandy's pussy.  She apparently
found it to her liking because she kept at it without further assistance
from me.  I watched the girls go at it for awhile and developed an
astoundingly painful hardon!  I took off my clothes (no sense in being the
only one dressed!) and walked around the bed trying to decide what to do
first.  I settled on kneeling on either side of Sandy's head, between
Brenda's thighs.  I dipped my head in and joined Sandy in licking Brenda,
except I concentrated on her ass, which was up in the air, while Sandy
worked over her pussy.  Brenda was squealing with pleasure and humping her
pussy into Sandy's face, so hard that I was worried she would actually hurt
Sandy!  I took Brenda's hips in my hands and controlled how much she moved.
I wanted her to enjoy but not damage Sandy.

   Brenda may have been inexperienced in licking another woman's pussy but
she evidently picked it up pretty quickly since Sandy was hunching her hips
up to meet Brenda's efforts!  Both women were moaning a lot and I decided
to stop licking Brenda and stick my cock into her.  I would've loved to
fuck her ass but I thought her pussy would be the easier go (at least the
first time).  I lined my cock up with her pussy, which actually put it in
line to get licked by Sandy!  My balls were in Sandy's face, actually
resting on her nose, as I eased my cock into Brenda's hole.  It slid in
pretty easily as Brenda was quite wet and relaxed.  She did pause her
licking action and raised her head and exclaimed, "What, uh, uh, what? 
What are you doing to me?" She didn't sound threatened, just surprised. 
Sandy had gone back to licking Brenda's clit while I started a slow fucking
motion.  I could tell Brenda was getting close to cumming because she
lifted her head completely from Sandy's pussy and started making groaning
sounds.  I could also feel her pussy start to clench my cock a little
tighter.  Finally Brenda came!  I paused my fucking action for a moment to
allow her to enjoy and then went back to fucking her pussy.  Looking at
her, she rested her head on Sandy's crotch but her cheek was in contact
with Sandy's pussy, not her tongue.  Sandy had done her job and now Brenda
was basking in her orgasm without paying Sandy back!  I leaned over a
little and told Brenda she needed to help Sandy finish.  She took the hint
and resumed licking Sandy's cunt.  Meanwhile, Sandy was licking my cock
when I withdrew it from Brenda's pussy and my balls when I was inside
Brenda.  The stimulation of her tongue and Brenda's pussy was getting to be
too much and I was getting close to shooting.  I don't remember asking
Brenda if she was on birth control or not but I was too far gone to stop
now.  I shot my load deep in Brenda's pussy and held my cock deep inside
her until I stopped shooting.  Brenda moaned but not as loud as Sandy did.
Some of my cum had leaked out of Brenda onto Sandy's face.  Brenda was
starting to bring Sandy close to her orgasm.  I debated pulling out of
Brenda and going around to the other side to help her make Sandy cum, but
it felt pretty good being in her pussy so I just stayed there.

   Suddenly Sandy started cumming.  I could tell because she was lifting
her head off the bed which made her forehead bang my ass!  And she
screamed, "Oh yes, yes, yes!" Then she collapsed on the bed.  I worked my
way out of Brenda's pussy and carefully extracted myself from the tangle I
didn't want to knee Sandy in the head as she came down form her cum!  I got
off the bed and went around to the other side and helped her climb off
Sandy without hurting her.  Both girls collapsed on the bed.  Brenda sat up
first and asked, "Sandy, did I do okay?" Sandy kind of grunted a yes.  She
was still euphoric and coming down form her orgasm high.  Brenda started
getting shy about her nudity and acted like she felt out of place.  She
kind of stammered a little and finally said, "I have wanted to know what it
felt like to do a woman for a long time!  I hope that doesn't make me a
lesbian, does it?" I told her no, it didn't and the fact that she had
enjoyed being fucked proved that.  She said, "Oh yeah!  That was pretty
nice!" All of a sudden Sandy chimed out with, "Speaking of getting fucked,
when am I going to get a hard cock in me?" That drew some giggles from
Brenda!  I told Sandy that of Brenda helped get me hard with her mouth; I
would fuck her in a few minutes.  Brenda looked at my cock and said she had
never sucked a cock that had been in a pussy before..  In fact, her
boyfriend's cock is the only one she had ever sucked.  I pointed out that
the cock had been in her pussy.  She said, "Oh yeah, huh?" shrugged her
shoulders and set about to lick my cock.  It took her a few minutes to get
me hard (She wasn't as skilled as Sandy in the cock sucking department but
she didn't bite or scratch me!).  She worked at it and soon I was
brandishing another hardon.  I placed myself between Sandy's thighs and
pushed my cock into her.  Brenda acted like she was going to get off the
bed and leave the room.  I held onto her arm and told her to stay and
watch. She said, "Do you mind?  I thought you two would want some privacy!"
I almost cracked up laughing at that but she was serious.  I told her that
it would be more fun if she watched.  She said okay and sat there.  I
fucked Sandy for quite awhile.  It was obvious that she wasn't going to cum
again from fucking.  She was pretty wet and sloppy and I didn't get much
friction which meant I was going to be here for awhile.  I reached
underneath her and ran my finger into her ass.  She moaned from the
intrusion and I could feel my finger rubbing my cock through her skin.  I
looked over at Brenda and her eyes were wide.  She whispered, "What are you
doing?" I told her I was fingering Sandy's ass which increased the pressure
on my cock and would help me cum faster.  I reminded her that I had tongued
her ass while Sandy was licking her and she said that it had felt weird but
good!  I leaned forward and kissed Sandy and tasted Brenda's pussy juice
and some of my cum which was all over Sandy's face.  I turned and kissed
Brenda, sharing the juices with her.  While still fucking Sandy, I took my
other hand and guided Brenda's head down so all three of us had our lips
touching.  We were all kissing each other at once.  Sandy seemed to get off
on this and acted like she might cum again.  I whispered in Brenda's ear to
keep kissing her and they went at it big time.  Sandy was hunching her
pussy on my cock and of course my finger was still up her ass.  I started
building towards another cum and shot whatever I had left into Sandy.  She
kept hunching against me and I wanted her to cum again so I took my free
hand and diddled her clit.  That put her over the edge and she came hard!
Both of us had cum twice and Brenda only once.  I asked Brenda if she
wanted to cum again.  She said that she was okay and didn't need to right
now.  I got up off the bed and went to the bathroom.  Brenda followed me
and I asked her for some washcloths so we could clean up a little.  She got
some out and I ran them in the warm water to get them nice and wet.  Since
Brenda was already here, I washed her lips and then her pussy.  She moaned
at the gentle warmth.  I washed my cock off and my face as well.  I took
another washcloth into the bedroom and washed Sandy's face and then her
pussy.  She was sleeping (or feigning it) again.  I tred to rouse her and
didn't get any response.  I decided to get dressed and then deal with
getting her up and dressed.  I took my clothes and went back into the
living room.  Brenda was in the kitchen.  She had finally taken off her
heels and put on a short robe that came down to mid thigh.  She asked me if
I needed anything from the fridge.  I said I could use some water (I didn't
want any more beer).  She brought me a glass and I drank about half of it
in one gulp.  She said she would get me more.  I told her I was fine with
it and playfully lifted the hem of her robe.  She was naked underneath it.
I figured I'd better get the question out of the way.  I said, "Brenda, we
got hot and heavy in there before and I didn't ask you if you were
protected before I came.  Are you?  She said she was on birth control pills
but not for birth control.  Her boyfriend was gone for a year and she
hadn't planned on fucking anybody but her doctor had put her on it to clear
up her complexion.  They must have worked for that since she had great
skin. I told her that and she actually blushed!  She said, "Why, Thank you
Roy.  That was nice to say!  Hey wait a minute!  You're not saying that to
try to get into my panties are you?" She said that with a laugh.  I
reminded her that she wasn't wearing any panties and she said, "Oh yeah,
huh?" (That seemed to be her favorite line!) I leaned over a kissed her (I
had to bend over further now since she had taken off her heels!).  She
kissed back and we made out for about a minute.  I touched her breast
through the robe and her nipples were hard.  I asked her if she wanted to
take me up on my earlier offer to make her cum again.  She thought about it
and shook her head no, and said, "Maybe next time." I wasn't sure there
would be a next time.  I still hadn't sorted out Sandy's participation in
this.  I would assess that later.  I again made the offer and reinforced it
by stroking her pussy under her robe.  She moaned and spread her legs
slightly and just stood there.  I kept stroking her and she held onto me
and I could fell her fingers digging into my arms.  She was further along
than I suspected and she was panting and moaning as I worked her clit.  She
spread her legs even further and I inserted a finger into her pussy and got
a soaking!  I brought the juice out and use it on her clit.  I think she
would have collapsed if she hadn't been holding onto my arms.  She brought
herself up on her tiptoes and slammed down onto her heels.  She did that
several times and then with a loud squeal, she came!  She just stood there
holding me for a couple of minutes and finally said, "Thank you.  I guess I
needed that more than I thought I did!" I kissed her again and then got
dressed.  I Went I the bedroom and found Sandy's clothes.  She hadn't taken
off her heels and her skirt was up around her waist and was wrinkled beyond
repair.  I slid her panties on (Most of the time, I'm taking them off, so
this was a challenge!) and she had all the clothes she came with.  I raised
her to a sitting position and tried to wake her up.  She seemed to come
around and although she was groggy, she seemed to be awake.  I asked her if
she was ready to go home.  She said yeah and I stood her up.  She was
wobbly and I had to hold on tight.  Brenda held the door for us and I got
Sandy to the car.  After I got her seated, I went back and thanked Brenda.
She said thanks as well and turned and went back in the house.  I got in
the car and drove to Sandy's house.  She was resting her head against the
window but appeared to be awake.  I asked her if she was okay.  She said
she was and she didn't know why she got so sleepy all the time.  I thought
maybe it was the pot and the booze but I didn't say anything.  I told her
maybe she was working too many hours.  I asked her how much of tonight she
remembered.  She said she remembered going down on Brenda and her licking
back.  She remembered me fucking her and her cumming.  Other than that, she
said she didn't remember much.  I said she had gotten the high points.  I
asked her if she had enjoyed herself.  She said it was okay.  She said
having her pussy licked was okay but she would rather have a guy over a
girl any day.  I asked her if she had done that before.  She openly said
never with a guy and a girl at the same time but she had had a couple of
girlfriends that were more than friends if I got her gist.  I said I did.
We got to the trailer and I helped Sandy out of the car.  We walked up the
steps and she seemed a little more in control of herself now.  I apologized
for her skirt.  She looked down and saw it for the first time.  She said,
"Oh my God!  What happened to it?  Was I out in public like this?" I told
her that it had happened at Brenda's and only she and I had seen it.  Sandy
said that Jill was going to pitch a fit when she saw it.  I said there was
no option.  She said, "We could send the night at your place and I can
steam it in the shower.  I told her I didn't think anything short of a trip
to the dry cleaners would help.  She said we could still spend the night at
my place.  I said okay and we turned around and left.  I don't know if Jill
saw us or not.  If she did, she must have been confused by what she saw.

   When we got to my place, sandy made herself at home.  She took off the
skirt and top leaving herself in only her panties.  She asked for a t-shirt
to wear as a nightgown.  I told her that I was the only one there and I had
already seen her tits so it didn't matter.  She went into the bathroom and
hung the top and skirt up and turned the shower on.  I asked her how long
it was going to run for since the apartment didn't have a big hot water
heater and would probably be out of hot water in about 15 minutes.  She
didn't realize that and said we'll see how much steam we can build up in 20
minutes.  I shrugged and decided to use some of the hot water to clean
myself up.  I showered quickly and put my bathrobe on to dry off.  Sandy
looked at me and asked what was with the robe.  I told her it was how I
dried off and I would take it off as soon as I was dry.  I was really tired
and said as soon as the shower filled with steam, I wanted to go to bed. 
Sandy asked if I was tired and I said I was.  She said okay.  All of a
sudden she wasn't tired and wanted to stay up and watch TV.  I told her to
have fun and took my robe off and put on a pair of underwear.  I went into
the bedroom and laid down.  After about twenty minutes, I got up and shut
off the shower and closed the bathroom door.  There was a lot of steam in
there but I doubted the skirt was going to be saved!  I laid down again and
I guess I fell asleep.  The next thing I knew it was Saturday morning.  I
woke up and Sandy was laying next to me.  Apparently she had come in
sometime in the night.  I woke her up and asked her what she wanted for
breakfast.  She said it was too early to get up.  I went into the kitchen
and made breakfast for both of us.  I took hers into the bedroom on a TV
tray.  I woke her up again and told her it was time to eat.  This was
Saturday and I did all my stuff on Saturday so I didn't want to lie around
the house all day.  About that time, the phone rang.  It was Jill wondering
why Sandy didn't come home last night.  I handed the phone to Sandy and
they talked for a couple of minutes.  It sounded heated for a bit.  Finally
Sandy told her she would be home in about an hour.  Now I had to take her
home and stuff.  What I won't do for a piece of ass!  Sandy ate her now
cold breakfast and went into the bathroom to check her skirt. 
Miraculously, most of the wrinkles did come out but it was still going to
have to got to the dry cleaners before she could wear it out again!

   I cleaned the dishes and got ready to go.  Sandy put on her outfit and
while it looked good last night, It looked kind of funny on a Saturday
morning.  I didn't say anything though.  I drove her home and let her out.
I told her I was going to be out and about and I would call her later.  She
said okay.  I did all my Saturday stuff and called her about 4 o'clock. 
Jill answered the phone and gave me a bunch of shit about fucking Sandy up
and stuff.  I asked her what she meant by that.  She said that all I did
was fuck Sandy and then bring her home like yesterday's trash.  I told her
that wasn't true and in fact we went to dinner and dancing last night.  And
I had tried to bring her home but she said she wanted to stay at my place.
Jill said I needed to stop treating her like a whore.  I asked if I could
speak to Sandy and she dropped the phone and yelled for Sandy.  What a
bitch!  I talked to Sandy and asked her what the hell was going on with
Jill.  She said that Jill was pissed off when she didn't come home last
night and then came home wearing last night's clothes.  I asked her what we
were supposed to do.  She said she didn't know.  I was pretty pissed off
and said that I was going to stay home tonight and watch TV.  She said
okay. I told her to call me tomorrow.

   Later that night, I got a call from Ann.  She asked how I was doing.  I
said fine.  I asked her what was up.  She said she was flying to Denver for
a meeting in two weeks and wanted to know if possibly I could join her. 
Just the thought of Ann made my cock hard.  I told her I didn't know if I
could swing it but I damn sure was going to try, even if I had to drive
there!  I asked her where she was staying so I could get a room there.  Her
response was.  "You retard!  You can stay with me in my room!  It would be
silly to spend all that money for a room that you'll never use!" I told her
on Monday I would ask for vacation time from work (It was pretty short
notice.  Usually we had to ask for vacation time a month in advance) to see
if I could get it off.  Then I would call a travel agent and see if I could
get a ticket to Denver.  She said she understood I couldn't make it.  I
told her that I would walk there if I had to!  She laughed and said okay.
We chatted a little and see said hopefully she would see me in two weeks. I
told her I would call her as soon as I found out.

   Sandy called on Sunday.  She said Jill had calmed down some from her
rage.  I asked what the deal was.  She said Jill had a temper and usually
took something for it.  Then she was pretty mellow.  Sandy said she thought
Jill's supply had `dried up' for a while and she didn't have any.  I asked
the obvious dumb question, "What do you mean `dried up'?" Sandy said she
was taking Quaaludes.  She didn't know where she got them but they worked
pretty well.  Sandy then asked if I was going to come over today.  I said I
didn't know and I'd call her later.  I asked her what she wanted to do. 
She said probably just watch TV or something.  I didn't really like sitting
in Jill's trailer and having to put u p with Jill just to watch TV.  I
thought the probability of fucking Sandy to be pretty small with Jill
there. I told her that I would probably just kick back and chill out a
little.  If something came up.  I would give her a call.

   On Monday I asked the boss if I could have the following week off.  He
asked if it was an emergency.  I told him that it wasn't but I had found
out a family friend was going to be in the west for the week and I wanted
to go visit with them.  He checked the workload and said he thought it
would be okay.  He approved the vacation form for payroll and said to have
fun.  On my lunch break, I called a travel agent and found I could get a
standby fair pretty cheap but there was a slight chance I would have to
wait through several flights.  I asked her if one day was any better than
another.  She said Mondays were hell but most of the time Sunday and
Tuesday were pretty good.  I told her I would check and see which would
work better.  That night I called Ann and told her my plan.  She said that
she was actually flying in on Sunday so Sunday would be good.  If not
Tuesday would be okay.  On Tuesday, I called the travel agent back and
asked her to book me on standby for Sunday.  She said she would do it and
the best bet was to get to the airport early so I could have the most
chance of getting a flight.  I called Ann and told her that I was good to
go and would get there sometime Sunday.  She gave me the name and number of
the hotel where she had reservations and said to call her when I got there.


   Sandy called from work that night and asked how I was doing.  I told her
okay and asked her what she was up to.  She said she had to work double
shifts all week.  I asked her why so much work.  She said she had to pay
bills and wasn't getting anywhere so she needed the extra shifts to make
more money.  I asked her about Friday.  She sad she had to work at least
one shift Friday and maybe two.  She would let me know on Thursday.  I said
fine and told her to let me know.

   On Thursday, Sandy called and said she was only working one shift and
half of the second shift so she would be off at 8:00 PM.  I asked if she
would be up to going out.  She said that if I picked her up ant work and
gave her 30 minutes or so, she would be presentable to go out.  I said that
was a deal.  On Friday, I picked Sandy up at work and drove her to Jill's
trailer.  Sandy went in to take a shower and change.  Jill was there and
she actually seemed quite mellow (must have gotten a new supply!).  She
asked what we were going to do.  I said we were probably going to get
something to eat and then if Sandy was up to it, go dancing a little.  I
didn't mention my intent of fucking Sandy or at least getting a blowjob. 
Jill said that sounded like fun.  About that time, Sandy came out and said
she was ready to go.  Her hair was stil damp and slicked back.  She had on
a skirt that was about halfway to her knees (certainly longer than last
week!), a pair of heels and a fairly plain blouse.  She looked okay but
certainly not as hot as last week.  Still I felt obliged to tell her she
looked nice.  She thanked me and we left after saying goodbye to Jill. 
Once we were in the car I asked her if Jill ever went out.  She said that
she and Kenny were on and off so sometimes she went out.  I said she could
have joined us and Sandy said she hadn't thought of that but it was too
late now since it would take her forever to get ready.  We went to grab a
quick hamburger and then I asked what bar she wanted to go to.  She said
the one we went to last week wasn't as good as she thought it would be and
we should try another one.  I said fine with me.  Since it was close to
10:00 PM the bars were hopping and the band was already playing.  It was
hard to find a seat but finally a couple got up and left and we took their
table.  Sandy and I danced a few songs and then sat down and had a couple
of drinks.  She said it was funny without Brenda here since we alternated
dances and the chatting was fun.  I asked her why she didn't invite Brenda.
She said that Brenda had acted kind of shy around her all week like what we
did was wrong or something.  I asked Sandy of she had talked to her about
it.  She said she did this morning and Brenda seemed a little better.  I
asked her if she wanted me to talk to Brenda.  She said she didn't think it
would matter but if I wanted to I could.  She grabbed bar napkin and
scribbled Brenda's phone number on it.  I told her I would call her
tomorrow.  Sandy said fine and then we danced some more.  I told her that I
was going to be gone next week and she asked where I was going I told her
to Denver.  I lied and said that it was a work trip and I was leaving
Sunday and would be back on Friday.  She said that was okay since she was
working double shifts all week anyway.  After another round of drinks, I
suggested we leave and go back to my place.  Sandy said she needed to go to
the bathroom first and got up.  She came back fifteen minutes later with
that familiar glassy eyed look.  She seemed a little more bouncy and said
let's go.

   We drove to my apartment and I opened the door and let her in.  Once
inside I asked her if she wanted a beer.  She said okay and I got two of
them out of the fridge.  She took a swig of hers and set it down.  I
started kissing her and feeling her tits.  She had very nicely not worn a
bra so her tits were naked under her blouse.  I unbuttoned her blouse and
took it off.  I reached down and undid her skirt and pulled it off.  I said
we didn't want to wrinkle it which drew a laugh from her.  Then I pulled
her panties down and started licking her pussy while she was still
standing. She moaned a little and spread her legs.  After a few minutes she
said, "Roy, I can't cum like this.  Can we go to the bedroom?" Is aid sure
and guided her naked body to the bedroom.  Once there, I laid her on the
bed and pulled her heels off.  Then I spread her legs and continued licking
her pussy.  I brought her to an orgasm and then lay down on the bed.  I
wasn't sure what I wanted from her first, a blowjob or a fuck.  Sandy was
very mellow and I suggested she suck my cock.  She did so in slow motion
and it wasn't her normal quality blowjob!  She was wasted!  After a few
minutes I decided to fuck her.  I told her to lie down and I climbed
between her legs.  I stuck my cock in her wet pussy and started fucking. 
She was very wet and very loose.  I fucked her for a few minutes and she
laid there like she was sleeping.  I stuck a finger up her ass and got a
little response from her.  At least I could feel my finger on my cock.  I
fucked like this a little more and then told her to roll over.  I reached
into the nightstand drawer and took out a tube of KY.  I lubed up my cock
and spread her cheeks and placed a little on her asshole.  Then I lined my
cock up with her ass and eased it in.  She grunted a little as my head
popped into her.  She lay there and I started fucking her.  She made a
noise every time I went full inside her but that was her only response.  I
notice her fists were clenched a little but not tight like they were the
first time I fucked her ass.  I pounded her for a few minutes and then
came. I shot a pretty good load in her ass.  I didn't pull out but instead
lay on top of her and then rolled us both onto our sides.  I kept my
shrinking cock in her ass and held her.  I kissed the back of her neck and
got a little response form her.  I moved my hand down to her pussy and
started stroking her clit.  She was moving her hips.  My cock had fallen
out of her ass and was nestled between her cheeks.  I was stroking her clit
pretty well and she was moving her hips and making noises that she was
enjoying what I was doing.  I kept working her over and nuzzling her neck.
I could feel myself hardening again and moved my hips to see if my cock
could find one of her holes.  She was moving a lot now and I could tell she
was getting close to an orgasm.  I stopped stroking her clit for a moment.
She moaned, "Oh, Please Don't Stop!  Don't stop, I'm soooooo close!" I
hunched my hips a couple of times and I think she got the idea that I
wanted to be inside her.  She reached down and took my cock and eased it
into her pussy.  As soon as I was inside her, I began moving my cock slowly
and at the same time, I began massaging her clit again.  She had lost some
ground towards her orgasm and had to work to rebuild it.  It didn't take
long for her to build up.  I considered messing with her by stopping my
efforts but I wasn't that mean!  I increased the stroke of my cock into her
pussy and at the same time worked directly on her clit.  I could feel her
pussy muscles clenching my cock and she began to cum.  I kept stroking her
and she let loose with her orgasm.  Since I was still inside her and hadn't
cum yet, I kept stroking her clit to see if I could build her up again. 
She started shivering and finally said, "No more!  I can't cum again!" I
stopped stroking her and instead concentrated on fucking her.  I pounded my
hips into her and shot my wad deep in her pussy.

   As soon as I came, I pulled out of Sandy and got up.  She lay on her
side.  I went to the bathroom and cleaned up and then brought a washcloth
out to her.  I washed her ass cheeks and pussy with the warm cloth.  Then I
got up and put my shorts on.  It was midnight and I wanted to get her home
so I could get some sleep.  Tomorrow I had to pack for my Denver trip.  I
got dressed and then told Sandy to get up.  I brought her clothes to her
and helped her get dressed.  She asked if she could spend the night and I
said I had to get up early because I had to do a bunch of things to prepare
for my trip.  She said she forgot about that.  She got up and brushed her
hair a little and said she was ready to go.  I drove her home and kissed
her goodnight.

   On Saturday, I did my laundry and started picking out my clothes for the
week.  I wanted to make sure I looked good for Ann.  I packed my stuff into
my suitcase and checked a list of stuff to make sure I had everything I
needed.  I felt I was ready for the next morning.  I remembered that I had
promised to call Brenda.  I called her around noon and she answered on the
first ring.  I asked how she was doing.  She sounded excited to be hearing
from me.  I told her that Sandy had said she was concerned about her.  She
said she was okay; it was just a whole lot different than what she had ever
done before.  She asked if we had gone out last night.  I said we did but
Sandy had to work so we only went out for a little bit.  She said she
missed not going out.  I told her I was going on a trip this week and I
would mention it to Sandy when I got back and we would go out again.  She
asked when I was coming back.  I told her that I would probably be home
late Friday or sometime Saturday.  So it would probably be the following
week before we would go out again.  She said, "Oh, okay," sounding a little
dejected.  I asked her what was wrong and she said nothing.  I asked her if
she wanted me to come over so we could talk.  She asked if it would be a
problem.  I said not at all; that I could be there in about 30 minutes. 
She said okay and I hung up.  I changed to a decent pair of jeans and a
nice shirt.  I drove over to Brenda's house, stopping on the way to pick up
a six-pack of beer.  When I got there, I knocked on the door and Brenda
answered after a minute or so.  She had on a pair of gym shorts and a
t-shirt.  She invited me in and asked if I wanted anything to drink.  I
handed her the six-pack and said I had brought my own.  She said, "How
thoughtful of you!" and laughed!  She took the beers and put them in the
fridge, taking to cold ones out of the fridge.  She handed me one and took
the other for herself.  We sat on the sofa and drank our beer.  I asked her
again how she was doing and she shrugged her shoulders and said okay.  I
asked her what was wrong.  She held her beer with both hands and said that
what she had done last week was really different for her and she felt
strange.  I asked her if she enjoyed doing it.  She said, "I guess so." I
asked her again if she liked it.  She just shrugged again.  So I got more
specific.

   I asked her if she liked having her pussy licked.  She nodded and said
yes.

   I asked her if she liked having my cock in her pussy and again she said
yes.

   I asked her if she liked having her pussy licked while I was fucking
her. She said, "Definitely YES!"

   I asked her if she liked licking Sandy's pussy.  She paused here and
said, "That's the part that I'm not sure about!  I liked having my pussy
licked and I didn't mind licking her pussy but if I like it, that would
make me a lesbian, wouldn't it?" I told her no it wouldn't.  I reminded her
that she had just told me that she liked being fucked by my cock and a
lesbian wouldn't like a cock, she would want only pussy.  Then she asked,
"Well what does that make me then?" I said, "Well, I think that makes you a
very pretty normal girl who had a great sexual experience and enjoyed it."
She said, "Really?" I said yes and she wrapped her arms around me and
hugged me, spilling some of her beer in the process.  She said, "Ooops,
sorry!" and jumped up to get something to wipe up the mess.  When she came
back, she had a towel that she used to dry my shirt and then mopped the
floor.  She said she was sorry for ruining my shirt.  I told her it would
be okay after I washed it.  She sat back down and was fidgeting quite a
bit. She asked if I really meant what I said.  I looked at her and asked,
`If I say yes, will you pour more beer on me?" She turned red and laughed!
I said that what I said was true.

   "So you think I'm pretty?"

   "Absolutely," I said, "Last week when we went out, you were really HOT!"
She blushed again.

   "Thanks!  But what made me hot?"

   "You were beautiful, had your makeup on right, and you were dressed to
kill!  The combination of the short skirt and purple blouse was great.  And
those heels made your legs look fantastic!"

   "So, now I don't look so good?"

   "Not at all," I said, "you look great now!  You're legs are so sexy even
in gym shorts!  And you're hardly wearing any makeup right now and you
still look fantastic!"

   She was speechless at that moment but not actionless!  She wrapped her
arms around me and kissed me.  She broke the kiss off and said, "Please
fuck me, please!" I wasn't going to turn down that request!  I played with
her tits through her shirt and then her shirt off.  I began kissing her
lips and then moved down to her boobs.  Her nipples were hard and I sucked
them for all I was worth.  I dropped my hand to her thigh and moved it up
until I reached her crotch.  It was easy to get under the leg band of her
shorts and soon I was touching her panty covered crotch which drew and moan
from her.  I wormed my finger under the leg band of her panties and touched
her moist pussy.  I stopped kissing her and reached down and pulled both
her shorts and panties off in one tug.  Then I went back to kissing her.  I
tongued her for a few moments and then dropped my head to her lap.  I
pushed her back gently on the sofa and began licking her thighs.  She
moaned loudly and I kept working her thighs, all the way down to her knees.
I must have hit some sensitive spots since she jerked a couple of times.  I
worked my way back up to her pussy and began licking her entire pussy from
her clit all the way down to her asshole.  I stuck my tongue into her ass
as far as it would go which again caused her to moan.  I then went back to
her pussy and worked on her clit.  As I did so, I took my finger and pushed
it into her pussy and worked it around.  She was squirming all over the
place now and I had a hard time keeping my tongue on her clit!  I kept up
both the finger and tongue action and brought Brenda to a climax.  She
tensed up and gave about three `Ohs!' and then collapsed back onto the
couch.  I licked her some more, trying to get her near to cumming a second
time.  I worked on her for a couple of more minutes and had her excited but
not close to cumming.  I paused and pulled off my jeans and underwear and
also my shirt.  My cock was as hard as it could be.  Brenda looked at me
and said, "Let me suck it for you." I wasn't going to argue with her!  I
brought my cock up to her face, straddling her head on the couch.  She
willingly took my cock in her mouth and started licking.  She gave it her
best effort which was pretty good although I think Sandy would beat her
thumbs down in a contest.  I was trying to decide whether to shoot in her
mouth or in her pussy when she made the decision for me.  She grabbed my
ass and pulled me deep into her mouth.  She gagged a little as my cock hit
the back of her throat but she gave it her all!  She kept pulling me into
her mouth and despite the gagging, was determined to make me cum in her
throat!  I couldn't hold back any longer and shot my load.  She swallowed
as much as she could but a little leaked out of the corner of her mouth. 
That may have not been the best blowjob I have ever had but it was
certainly the best effort.  I pulled my cock from her mouth and lay down
next to her on the couch.

   "That was fantastic!" I told her.

   "I'm not very good at it, I can tell, but I'm trying to learn."

   I told her she did great.  She asked me if I could still fuck her.  I
told her to give me a few minutes and I thought I would be able to go
again. She reached down and grabbed her beer bottle and took a swig.  I did
the same and then started to finger her pussy again to make sure she stayed
wet!  She got off the couch and got down on her knees and started licking
my cock again.  She paused and said that my cock tasted like her pussy.  I
laughed and said, "Imagine that!" She giggled and went back down on me.  It
didn't take her long to lick and suck my cock back to hardness.  She got up
from the floor and straddled my thighs and took my cock and put it in her
pussy.  Then she sank down on my cock, taking it inside her all at once. 
She made a groan and said, "So nice!" and then started fucking up and down
on my cock.  I held her ass cheeks in my hand and encouraged her on.  It
felt pretty good even though she was soaking wet!  After a few minutes she
started to slow down a little and I could sense that maybe she was getting
a little tired.  I sat up and then stood up with my cock still inside her
pussy.  Then I turned around and sat her down on the couch and then got on
top of her and really started fucking her.  I drew and `oomph' from her
each time our crotches collided and she was still fucking back with all she
had.  I reached underneath her and gently eased a finger into her ass.  It
was pretty easy since she was so wet and a lot of her juices (and my
saliva) had run down to her ass.  She was momentarily startled by the
intrusion and mumbled something but I picked up the pace of my fucking and
she went right along with it.  I wasn't sure if she could cum again from
fucking but I worked on her a little bit.  I also was feeling my cock with
my finger.  I rubbed a little harder and started to build to my cum.  She
must have noticed my cock getting even harder because she said, "Oh, you're
getting bigger!  So hard!" I pounded into her and then shot my load.  She
fucked for a moment and then eased back.  I collapsed on top of her and
slowly took my finger out of her ass.  I then rolled onto my side next to
her.  She moaned a little and said, "That was weird when you stuck your
finger in my butt.  At first it felt like I had to go to the bathroom and
then it started feeling good.  I filed that info away for another time.  I
noticed her nipples were still hard so I asked her if she wanted to cum
again.  She shrugged her shoulders which I took as a yes.  I ran my fingers
down to her pussy and began working on her clit.  I kissed her and then
moved my lips down to her tits.  I sucked her nipples and then bit them
gently.  She moaned so I bit them a little harder.  She gasped but
continued moaning.  Her pussy started moving.  I was nibbling her tits,
moving back and forth giving each one equal time.  I was biting her nipples
fairly hard and she seemed to be enjoying it!  I stroked her clit a little
faster and soon had her twisting and humping her hips.  With a shriek, she
came and then collapsed on the couch.

   I lay with her for a few moments.  Then I carefully got up and went to
the bathroom and cleaned myself up.  I went back in the living room and
Brenda was still lying on the couch but she was awake and watching me. 
"You have a nice ass Roy!" she said.  I laughed at her comment and said,
"Yours isn't too bad either!" She jumped up from the couch and ran over to
where I was starting to get dressed.  She asked if I had to go.  I told her
I needed to do some things before my trip tomorrow.  Ten she became pensive
and had a far away look in her eyes.  I asked her what she was thinking. 
She said, "Are you going to say anything to Sandy about today?" I told her,
"I'll tell Sandy that I talked to you about the girl-girl thing and that
you were okay.  Should I tell her anything else?" Brenda said she wouldn't
want me to tell Sandy anything about what we did because she thought Sandy
would be mad at her for taking advantage of me.  I laughed to myself at
that comment.  I liked being `taken advantage of' by Brenda.  I said I
understood.  I finished getting dressed and kissed Brenda goodbye.  I told
her I would see her next Saturday when the three of us went out again.
   To be continued