Note: This story was dynamically reformatted for online reading convenience. Hilary & Grace I: University Girls Watch This all happened in the early '80s when I'd just turned thirty. I was a working as a superintendent, caretaker and cleaner for a few houses in a good neighborhood just north of the University of Toronto. The property owner rented exclusively to students, which was fine by me. I got along well with students then and still do, they remind me of my own university days. In late August two young women moved into an apartment in one of the houses, right above where I lived with my girlfriend of the time. I handed over the keys then helped with some minor moving and chatted a while. Their names were Hilary and Grace. Grace was a slim and very fit Chinese-Canadian with great legs and an extremely pretty smile. Hilary was English by her accent, a bit plain by comparison but still cute. She had a quick sharp wit. I think both of them were sophomores, second-year students. They mentioned rooming together the previous school year at St. Hilda's, the women's residence of Trinity College. It's a well-known college within U of T. The young ladies were old enough to flirt lightly when I helped them but still young enough to giggle. It was a charming combination. However, I was already living with a woman and didn't take any of it seriously. Since puberty I've had a number of opportunities to stroke my cock while women watched and it's always been a huge rush for me. I'm not as brave as many flashers and I've always wanted to be sure the women enjoyed watching. For me, nothing wilts a hard-on faster than a woman becoming upset, angry or afraid of me. I'm not judging anyone else for their preferences, just saying those are mine. Early one Friday afternoon a week or so after the girls moved in, I'd finished my work on the houses and was relaxing on the couch in our living room. My girlfriend wouldn't be home from her full time job for hours but I was feeling randy and started rubbing my cock through my jeans. After a few minutes I slid jeans and briefs down to my knees, grabbed a few tissues and started into serious stroking. The window drapes were pulled shut, the front and back doors were locked and I was alone, so all of my attention was on enjoying what was in my hand. But in the back of my mind I was dimly aware of voices and noises from upstairs. Suddenly, something clicked and I began to listen closely, still stroking my cock. It was Hilary and Grace. Their voices were loud and clear, coming right through the ceiling, right above my head. They were chatting to each other and giggling loudly, they weren't even trying to be quiet. And they were talking about me -- they were talking about what I was I doing, they were commenting to each other about my cock and balls and how I was jerking off! Somehow, they could clearly see me from their apartment up above. For a moment I froze, caught completely by surprise. I think my eyes snapped up to the ceiling for an instant but then I immediately looked away. I didn't want to discourage them. My erection started to droop from the shock but then I began trying to encourage them. Every time they said something or giggled, I gave my cock a few strokes; when they were quiet I paused. They quickly caught on. "I think he knows we're watching" said Grace in a loud but coy voice. "I think he likes it" Hilary replied archly. There was the sound of a one-sided grin, almost a smirk, in the amused and slightly-superior way she said it. My cock instantly came back to full attention. I was still rattled by this unexpected opportunity but I sure didn't want to waste it. Slowing down my hand, I tried to give them as much pleasure as I felt, knowing they were watching me. I stroked my cock, moved it from side to side and bent it forward, showing them every angle, trying to encourage them to keep talking. After an especially loud burst of giggles I slowly slid back my foreskin and displayed the thick purple head. "Oh, yeah!" cried out Hilary, and Grace laughed. It was obvious they both were really enjoying watching me. The more I did, the more they talked and commented to each other and giggled. I slid off my jeans and briefs, lifted my knees and spread my legs; rubbed and squeezed my balls and kept slowly fisting my cock. Then I changed my grip and switched hands, stroked it with my fingertips, did everything I could to entertain them and to delay the pressure of a climax building up inside. As I kept going I could sense the tension increasing for them too. Grace said less and less but when she giggled at some of Hilary's comments I could hear the sexual excitement in her voice. Hilary got bolder and louder, more confident in what she was saying. I started rocking my hips as I stroked, bucking up off the couch; I ran my tongue in circles around my lips and licked over my moustache. Occasionally I glanced up at the ceiling and once I heard Hilary say "He's really getting into it now" with smug satisfaction. Finally, I knew I couldn't hold back any more and started to pump steady and hard. The girls quieted down but I could still hear the creak of the floorboards above as they shifted their weight, an occasional comment or a sudden nervous giggle. Within a few minutes I could feel my balls tighten -- and just then Hilary said breathlessly "here he goes!" I started squirting cum all over the tissues on my chest, thick long streams of cum, splashing on my t-shirt and right up to my throat and even onto my face. My legs opened wide and my hips arched up, I could hear both the girls exclaiming -- don't ask me what they said -- and it felt like my entire body was gushing out my cock. Slowing down, I managed to aim the last few squirts onto the tissues. But my chest and stomach were already soaked, wet and sloppy with cum. In a daze I picked up the tissues and tried to wipe up the puddles of cum with one hand, still reluctant to let go of my cock with the other. Finally, I sat up and went to the bathroom, pulled off my t-shirt and started cleaning up. Up above I heard quick footsteps as Hilary headed for the bathroom. Grace called out "Don't be in there too long, I have to use it too!" and Hilary laughed. From the tone of both their voices, it was obvious they weren't just talking about needing to take a pee. This was the very first time I jerked off while Hilary and Grace watched. It wasn't the last time, and they weren't the only young women who would look down and see me from their apartment up above. My girlfriend was around for the weekend and I didn't dare do anything then, but the following Monday morning began a week I'll never forget.