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Subject: RP: Birdwathcers (Best stories from my archive)
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                                 BIRDWATCHERS

The first time she realized that she could see into his apartment was when he
had just stepped from the shower and was toweling himself leisurely while
looking through what was probably a magazine.  She could well imagine what
kind of magazine it was by the state of his penis.  She felt a faint pang of
guilt as she continued to look across the dark space that separated their
houses, but continued to sit quietly in the dark as he casually stroked the
length of his now full erection.  He milked a drop of liquid from it and
brought it to the tip of his tongue.  She licked her own lips in sympathetic
anticipation.  The man takes his pleasure fully where he finds it, she said to
herself.

With a start, she realized that she, too, had been absently touching herself,
more fascinated than aroused by the sight of a mature man playing with
himself.  She had never before actually spied on a naked man and it gave her a
strange feeling of power to be able to so surreptitiously invade his privacy.
He was far from Adonis, but he was much more than adequate.  As he sat on the
edge of the bed reading the magazine, he spread his legs and slowly and
methodically ran his hand up and down the length of his cock. She watched as
he wet his hand with saliva and sinuously rubbed it into the head of his cock.
Spreading her lips with two fingers, she did the same to her clitoris and felt
it respond to the touch of her slippery fingers.

No, he was no Adonis, but she wanted him more than any other man in the world
at that moment.  She watched his hands run from the base of his balls to the
head of his cock and back again.  His movements were slow and sure.  She had
always thought men jerked off fast and hard, like George Pauley had showed her
when they were in the back of his Nova.  She had been fascinated with the
sight of his bobbing penis and made him turn on the overhead light to show it
to her.  She remembered, he had stopped suddenly, shy and ashamed as if just
realizing what he was doing in front of her.  She ended up finishing what he
had started, her arm soon tiring from the awkward strokes she administered.
When he came, large drops of come stained her sweater and she went home in
dread that her mother would see it and know what she had been doing.  George
had been young and inexperienced as a lover, but this man exhibited a sensuous
technique that hinted at touch of a master!

Abruptly, the man rose and disappeared from sight, and the room went dark.

Later, she sat back in bed, reading a chapter from a paper-back novel before
sleep.  As her fingers found the sensitive fold of skin beside her clitoris,
she closed her eyes and thought of his hands moving along the length of his
penis as she stared.  As her fingers moved feverishly, his hands became hers
and a bit of saliva on his fingertips became her lips; two fingers from her
other hand became his penis sliding into her wet vagina, feeling the muscles
squeeze them again and again as the feeling at the base of her clitoris began
to spread through her abdomen.  As the wave of her climax began, she put her
drenched fingers in her mouth and savored the musky taste of her juices,
remembering other nights when those fingers had been a penis and her clitoris
had been excited by the lips and tongue...

But all that was past history.  The memories were sweet, to be sure.  But they
were only memories and they were linked with others that were not so sweet. It
had been a long time since she had let herself go free with anyone, and had
not thought about it very much.  Seeing her anonymous neighbor tonight seemed
to have kindled a spark she had forgotten.  It would be very nice, she mused,
to be able to make love to a complete stranger exactly the way she wanted, for
as long as she wanted, and with no obligations or remorse.  Of such things
were fairy tales written!

She reached to turn out the light and, for no special reason, looked at her
curtains to assure they were drawn.  Of course, they were.  She always kept
her bedroom curtains drawn.  Only middle-aged exhibitionists who got off
masturbating for hard-up old maids left their curtains open with the lights
on, she mused to herself.  She looked at them again; a small powder box on her
windowsill had prevented them from closing all the way and left a small Vee of
light between them.  It was almost too small for her to see.  There was no
chance that anyone would have been able to see in.  For a moment, she wished
that someone would have....

She closed her eyes and settled into her pillow, the smell of her vagina still
clinging to her fingers.  Her tongue snaked out to lick them off one last time
before sleep.  It was one of her most luscious secrets.  She loved the taste
of herself!

The hot shower and some unbidden memories had brought some interesting
sensations to his penis and his hands had innocently nurtured them until the
familiar sensations of orgasm began to flash.  Abruptly, he stopped and turned
off the bedroom light.  He still had work to do and not much time for playing
with himself. Perhaps later he might indulge.  He pushed the thoughts from his
mind and went back to his den to work.  The story was coming slowly - no great
gushes of inspiration.

After a while, he stopped fighting it and went to the kitchen for a cup of tea
before turning in.  Under his robe, his penis was still partially aroused - in
fact, it had been most of the night.  It was an annoyance he sometimes had to
live with.  In his darkened bedroom, he noticed for the first time that his
curtains were open.  He shook his head and went to the window. There was just
too much on his mind lately.  Before drawing them, he looked out at the dark
night.  Across the way, he could see a triangle of light where someone had not
pulled their drapes together all the way.  He could see movement of some sort
behind them and smiled to himself.  There was a difference between a Peeping
Tom and a voyeur of opportunity.  He wasn't sure what it was, and didn't care.
His binoculars showed him that a very sensuous lady was enjoying herself in
the supposed privacy of her bedchambers.

The opening was just large enough for him to see occasional glimpses of her
thigh and her hand busy at her vagina.  For a brief moment, she spread her
legs wide and he saw that she had both hands at work on herself.  His robe was
open by now and his penis was raging for satisfaction.  He gripped it tightly
and felt the head swell with blood and power as he looked at the soft flesh of
her labia, spread wide by her delicate fingers, faithfully caught by the lens
of the binoculars.  Then her legs closed and the lovely view disappeared. But
the movement became more and more frantic and he knew she was coming.

The knowledge was too much and he stroked his penis faster and faster,
matching the rhythm of his unseen neighbor.  As her legs opened once more, he
felt the fury of his own orgasm coming on and staring through the glasses, let
it erupt as his hand stroked faster and faster, his balls bouncing between his
legs. As the thrusting of the woman's pelvis signaled that she was coming,
great globs of semen spurted from his penis and splashed on his stomach and
thighs.  Still watching the beautiful vignette, he caught a large globule on
his fingers and rubbed it on his tongue, wishing he was licking the exciting
lips of the vagina he had been watching.

The taste of his come was on his lips when he saw the broad expanse of her
behind as she rolled over to reach for the light. She was not small, but had
the full Valkyrie body he especially loved.  The tiny Vee winked out and the
world was dark.  He sat back and inhaled deeply.  For the first time in a very
long time, he felt both excited and satisfied.  Just before he dropped off to
sleep, an idea occurred to him and he smiled to himself.
                    
The first thing she did when she returned from work was to open the package
someone had left in front of her door.  There was no note and no label. Inside
the package was a rather expensive pair of binoculars.  A tiny card said "From
One Birdwatcher to Another".

That was all.

The second thing she did was to look out her bedroom window. She did not
expect to see anything, of course, but visions of the man stroking his penis
had come to her throughout the day at the most inopportune moments.  The
curtains were closed, as they had been when she had gotten up that morning.
She took off her clothes and hung them up while waiting for a TV dinner to
cook. She had planned to go to a lecture that evening, but the speaker had
canceled at the last minute and her evening no consisted of prime time
television and the rest of the novel.  She decided against the television and
turned on the FM radio.  She greatly preferred Progressive Jazz to situation
comedy.  The novel, on the other hand, was getting mired down in itself - but
it would have to do.  She did not feel like going out to get another one
tonight.

Passing through the bedroom once more, she glanced out the window.  Something
had changed!  His bedroom curtains were now opened - halfway!  She could see
most of his bed and part of what seemed to be a mirror on the wall.  She
wondered why she hadn't seen it the night before.  But that wasn't important.
The important thing was that he was not there.  But on the bed, very clear-
ly, she could see a pair of binoculars like the ones she had just received.
Propped behind them was a piece of cardboard with a message on it.  She rushed
back to the living room to get the binoculars.  The note said "Thank You".

Her face burned with embarrassment.  Had he seen her watching him?  How could
he?  What were the binoculars for?  What did the message mean?  Had he seen
her playing with herself?  He couldn't possibly have, she told herself.  And
then remembered the tiny Vee between the curtains.

Damn!  She thought to herself.  And angrily slammed the two halves of the
curtain together, this time making sure they closed completely.  She dressed
quickly and dialed the phone.

"Sue, this is Connie.  Are you busy tonight?  I need to get out for a couple
of hours and I thought you might want a drink. I'm buying," she said in a
rush.

"How about your diet?"  Suzy's voice chided.  The two of them had been
fighting the scales together for almost two years.

"Screw the diet," she replied.  "I'm too damned frustrated to think about a
diet tonight!  I've got an oversexed birdwatcher to deal with!"

"O-O-O!"  Suzy squealed.  "I'll be ready in ten minutes.  You should have told
me it was about sleaze.  You can pour out your sick, demented, disgusting,
perverted soul to Aunt Suzy anytime you want."

"I knew I could count on you!"  Connie told her dryly.

She hung up the phone and finished dressing.  Then, just as she was about to
leave, she changed her mind and opened the curtains again.  His windows had
not changed.  The binoculars remained on the bed along with the sign.  She got
her own pair and put them on her bed, along with a pair of crotchless panties
someone had once given her as a gag.  With a magic marker she scrawled a
message on a piece of cardboard and set it behind them: FILM @ 11

"You did what?!?"  Suzy exclaimed.

"I didn't do anything!"  Connie told her.  "I can't imagine how he saw me
watching him."

"What's he look like?"

"Okay, I guess."

"C'mon!  Tall, short, fat, skinny?  What's his dick like?"

"Like a dick.  You see one, you've seen 'em all!"  Connie laughed.

"No way, Sweetie!  How Long, how fat, circumcised, a lady-pleaser or a
pee-chute?  Come on, girl.  This is Aunt Suzie talking.  The same Aunt Suzie
who watched you going down on Raymond!"

Connie blushed.

"You weren't going to mention that again!"  she complained.

"Is it as big as Raymond's?"  Suzy persisted.

Connie thought a moment.

"I think it's a little bigger," she said.

"How about the rest of him?"

"Okay.  He could lose a few pounds, but couldn't we all?"

"We all could.  So let's leave it at that," Suzy said.

"Don't be so damned sensitive," Connie told her.  "So we're a few pounds to
the good.  Some men prefer that."

"You think your birdwatcher likes his women padded?"  Suzy asked.  "There's
one way to find out."

"I'm not sure I want to know."

"Bull!"  Suzy exclaimed.  "Tell me about 'Film at 11'."

"It was just an impulse.  What do you think I'm going to do, give him a damned
show?"

"I have an idea."

"I just bet you do."

"I'm serious.  Why don't we give him a double show?"

"What are you talking about?"  Connie asked nervously.  "Dykes in Toyland?  I
don't swing that way."

"Nothing serious.  Just fool around and drive him crazy a little bit.  Neither
one of us is built that way, anyhow," Suzy finished.

Connie sat silent for a long time with Suzy glancing at her now and again. For
almost as long as she'd know Suzy, she'd suspected the woman was bisexual, but
this was the first time Suzy had ever come close to making any overt
suggestions.  She looked across the table at the plump, full-breasted girl
looking back at her and her thoughts jumped back nearly twenty years to a dark
house and the delicious dread of hot, clumsy fingers and the strange, exciting
taste of Cathy.

Her eighteenth summer had been one of exploration and wonder.  The two of them
had snuck into Cathy's father's den and found the pictures.  There were men
and women doing things they had only whispered about.  And then there were the
women, kissing and fondling one another.  Even now, Connie felt her cheeks
burn as she remembered their stolen times together and the times their mothers
had almost caught them.  Although she and Cathy had done everything that
Lesbians do, she had never considered herself one.  Nor had Cathy.  In the
end, Cathy's parents had moved away and the two had parted tearfully,
promising to never tell anyone. Connie never broke the promise.

They had started with one another's breasts, looking, touching and eventually
kissing one another's nipples.  Suzy, on the other hand was tacitly suggesting
something much more serious.  Or was she?

"I'm not queer," she said almost too low for Suzy to hear.

"After seeing you with Raymond, I can vouch for that!"  Suzy laughed.

"Please!  It wasn't ...  well, maybe it was, but you weren't supposed to come
walking into the damned room without at least knocking!"

"Do you really think he saw you jerking off?"  Suzy asked suddenly.

"I wasn't..."

"Bullshit!  Everybody does it.  Do you think he saw you?  With the binoculars,
I mean."

Connie nodded.

"I guess so.  I made it worth my while, I guess."

"Damn!  Let's do it!"  Suzy urged.  "You don't have to do anything you don't
want.  We'll just pretend and give the pervert a thrill!"

"He's probably about as much a pervert as you or me."

"Hell!  The world cold be in some serious shit, if that's the case!  Come on,
it's almost 10 o'clock.  Showtime's 11!"

Suzy's grin was too wicked to ignore.

"I'll go along with the joke, but I'm telling you, I'm not queer," she warned
Suzy.

On the way out of the bar, she felt Suzy's hand pat her behind when no one
could see.

"What the Hell are you doing?"  she demanded.

Suzy laughed.

"Nice ass for a white girl!"                               

The note had said 11, but the lights came on in the woman's apartment at
10:30.  He had turned his own lights off and sat in the darkness of his
bedroom, wearing only his robe.  Behind him, the radio played softly.  He was
prepared to be "stood up" but for some reason felt something special was about
to happen.  Hell!  He didn't even know what the girl looked like, not even
sure that she lived alone.

He was not prepared, however, when the curtains suddenly snapped shut.  A
moment later, however, they opened just as quickly.  He picked up the
binoculars and his jaw dropped.  There were two of them!  One was taller that
the other, but both were full-blown, full-bodied women with round, lush curves
and smooth bodies.  The short one had huge breasts with dark, pronounced
nipples and a thick patch of auburn hair between her legs.  The tall one had
nice breasts, too.  But they were more proportioned to the rest of her.  Her
pubic hair was a light red, like the hair on her head.  Her nipples were pink
with small aureola.  Both women had attractive faces, although the tall one
seemed nervous and constantly glanced in his direction.

The best part, though, was her ass.  It was as full and round as his glimpse
the night before had promised.  Smooth and magnificently large, his cock began
to stiffen at the sight of it.

They both knelt on the bed and turned to face him, bowing low.  The show was
about to begin.

His penis stood painfully erect, but he refused to touch it, not wanting to
come prematurely.  He had a show to watch!

"Is he there?"  Suzy asked.

"I don't know.  How am I going to tell?"

"Hell.  Ask him!  Write a sign and let him read it!"

Connie scribbled "Are You Ready?"  and held up the cardboard.

Across the way, there was darkness.  And then a small glimmer of light showed.

"What the Hell is it?"  Suzy asked.

Connie took the binoculars and whistled.

In the pale circle of a desk lamp, his penis stood proud and hard.

"See for yourself!"  she said handing the other woman the binoculars.

"Great cock!"  Suzy admired.  "If we play this one right we could get fucked
properly!"

"I thought we were just going to tease him," Connie reminded her.

"Okay," Suzy replied and reached for her.  "I'll lead.  Say 'no' whenever you
want.  I'll understand."

Without further warning, she leaned over and kissed Connie passionately,
moving her tongue against the other girl's lips, her hands lightly running up
and down the length of her body. Connie cautiously put her hands on Suzy's
waist and the ran them up to cup the girl's huge breasts.

"Like them?"  Suzy asked.

Connie nodded and then gasped as Suzy leaned down to kiss her own pink
nipples.  Suzy went from one to the other, licking and sucking the nipples,
drawing them out to their full length. Across the way, the light still showed
the erect penis, but there was a hand cupping the heavy balls hanging below
it.

Suzy's hand had wandered down and was caressing the fullness of Connie's ass.
Connie was surprised to find that the other woman knew of the secret
sensitivity of it.  Connie's ass was large - like the rest of her - but she
secretly knew it was one of her more alluring features.  Apparently Suzy
agreed.  Slowly, Connie pushed her pelvis into the other girl's.  Memories of
Cathy were swarming back - hot, musky memories.

She flinched as a hand found her vagina and then relaxed her thighs to let her
lips open to the insistence of Suzy's fingers.

"I hope he's getting his eyes full!"  Suzy remarked.

Connie murmured deep in her throat.

"It's not too much for you, is it?"  Suzy asked.

"No."

The one word spoke volumes.

Suzy's tongue ran a trace down to her navel and swirled there a moment before
proceeding further down.  It stopped just below the line of her pubic hair,
and Connie fell back spreading her legs and urging the soft head down to where
her clitoris throbbed.  It had all come back now!  Cathy's probing tongue and
the countless times and tastes.  Suzy felt so, so good, and the idea of the
unknown man watching them with only his erect penis showing excited her even
more.

Connie spread her legs as wide as she could to let Suzy's tongue probe up into
her vagina.  It was something she had not done for decades, and Suzy was more
expert at it than she or Cathy had ever been.  She gritted her teeth as she
began to come and felt Suzy's fingers tickling her ass as her tongue continue
to spear her vagina like a prehensile penis.

He stroked his penis slowly as he watched the short one busily devouring her
partner.  She was on her knees with her ass toward the window so that he could
see her open vagina and her breasts hanging down beneath her.  Her head
blocked any view of what she was doing, but the spasms of the taller girl's
body told their own story!  If their aim was to torture him, they were having
their way!

He looked at the other girl's face.  Her eyes were tightly closed but her
mouth opened full and pouting as if she was trying to capture something as she
came.  She was saying something now, and the other girl had stopped eating her
and was crawling up to kiss her.  Then they both got up on their knees and
bowed toward him again.  He could think of no better response than to wave his
penis toward them.  He still had not come, but it was not far off.

Then the show continued.                                   

Connie was feeling guilty.  Suzy had just licked her to one of the finest
orgasms she had ever had and now was laying back stroking her own clitoris,
afraid to ask her to bring her off. She rolled over and kissed Suzy firmly,
letting her hand run down the girl's body to caress the fleshy fold between
her legs. Suzy's vagina was a wonder in itself.  It was strange, yet famil-
iar.  It seemed to draw her fingers inside it and she felt the slick abundance
of juices flowing from the woman.

She slowly drew her soaking hand up to her face and inhaled deeply.  The musky
odor of Suzy's vagina was almost too much as her tongue snaked out to lick her
fingers.  Suzy groaned loudly and spread her legs impossibly wide.

"Please!"  she begged.  "I'm sorry!  I need it, too."

Connie kissed her gently and then slid down until her face was firmly pressed
against Suzy's labia.  With loud slurping sounds, she sucked and licked as
much juice as she could from deep inside Suzy, just as she had done with Cathy
so many years before.  Then she took Suzy's clitoris between her lips and
pulled it gently, letting it almost slip away before sucking it back again and
again.  Suzy squealed as her pelvis spasmed over and over, her hands entwined
in Connie's hair.  Connie's own hands reached up to massage Suzy's breasts.
Cathy's had been the small, hard breasts of a nubile teen-ager.  These were
full and demanding.  Before she was done, she knew she wanted to bury her face
between these beauties and smother them with kisses.

When Suzy stopped writhing, Connie slowly pulled herself up to a sitting
position.

"This is our secret," she told Suzy.

"Ours and his!"  Suzy laughed.

"Damn!"

For the moment, Connie had forgotten about the subject of the evening's
entertainment.

"Want to invite him over?"  Suzy asked.

"What?"

"Look."

In the window was another sign: LIKE COMPANY?

It's owner stood partially in the shadows.  Connie peered through the
binoculars.  Globs of semen clung to his stomach and legs.

"The son-of-a-bitch jerked of and came all over himself!" she exclaimed.

"That makes three of us!  Tell him to come over.  A solid cock wouldn't dampen
the party.  Hell, at least he asked!"

"Okay," Connie warned, "You really want him, don't you?"

Suzy was silent for a moment.

"You've done it before with a girl," she said quietly.

Connie nodded.

"Well, you know then.  It's...it's just better with a man involved," Suzy
tried to explain.  "Hell, that's what bi is all about - the best of both
worlds, isn't it?"

Connie understood what her friend was trying to say and nodded.  The vision of
the man's cock had not left her mind since they had started.

"Was it as good?  Or was it better than before?"  Suzy asked lightly.

Connie kissed her.

"I'm still not queer," she said.  "But I liked the way you tasted when I
licked your pussy.  I like to taste come, too.  You know, like men's come,
especially after it's been in me."

"Let's bring him over and fuck him so we can suck each other off some more.
It's better that way," Suzy told her.

They both looked toward the window and waved.  There was no mistaking their
meaning and they were rewarded shortly as the lights went on elsewhere in his
apartment.  He was on his way.

"Have you done this much?"  Connie asked shyly.

"Only a couple of times," Suzy replied.  "I'm not really a Lesbian, but I am
bisexual, I guess.  I can't wait to get ahold of that guy's cock, if you want
to know the truth, but I want to watch him fuck you, too.  I really got off
the night I watched you sixty-nine Raymond."

Connie blushed again.  Raymond was a casual date she had met at one of Suzy's
parties.  As they danced, she had felt his penis become hard and press against
her.  When most of the guests had gone and Suzy had retired to her bedroom
with her own date,Connie and Raymond had gone into the extra bedroom and begun
necking. Before she could breathe, his had was under her dress and inside her
panties, stroking her wet pussy.  She opened his flies and reached inside to
grasp his cock, still hard from their dance.

"You watched?  I thought you left as soon as you opened the door!"

"No way!  You were working that cock and coming in his mouth at the same time!
I almost jumped the two of you.  Whatever happened to him, anyway?"

"He's a prick.  Forget about him.  I'm nervous about what we're doing right
now."

"Connie, next to me, you're the sleaziest little snatch I know.  If this guy
gives us any trouble, we'll just fuck him to death and hang his dead ass out
to dry!"

"I like you," Connie said suddenly.  "I'm glad you're my friend."

Suzy hugged her tightly, their breasts smashed against one another.  A knock
at the door interrupted them.  Connie jumped up to pull on a robe and Suzy
instinctively covered herself with a bedsheet.

"My name's Don."

He came dressed for the occasion, which is to say that under the long coat, he
wore nothing but a pair of loafers.

"I'm Connie.  Suzy's in the bedroom.  Do you always over-dress?"

Don smiled and looked at her a moment and then reached for his coat.

"I do feel a little silly," he admitted.

"Please, don't!"  Connie objected.  "I'm not being a good hostess, am I."

She let her robe drop to the floor and openly appraised his body as he did
hers.  As she had observed earlier, he needed to chase a good ten pounds, but
her main attention was held by his rising penis.  As his eyes swept over her,
it rose in fitful jumps.  There was no question about it.  The man liked what
he saw. And she like what it was doing to him!

"How long is it?"  she asked.

"Seven inches.  Why?  Keeping records?"

"No.  It's just that when I was trying to describe you to Suzy, I didn't know
what to say."

"Who's Suzy?"

"She's a friend."

"I sort of guessed that much."

"I'm Suzy!"  said Suzy as she came out of the bedroom.

"I'm Don."

"Nice to meet you, Don.  You have a nice cock."

"And you're tits are remarkable."

Connie went to the kitchen.

"Can I get anyone anything?"  she called.

"I brought wine," Don announced.

"You what?"

"There's no reason one must be a barbarian to be a trifle sleazy!"

He produced a bottle of white wine from the pocket of the overcoat.

They opened the wine in the bedroom and poured a toast, everyone drinking from
everyone else's glass.

"How about a special toast?"  Suzy declared and doused her nipples on at a
time in her glass.

Connie and Don both licked them clean.

"And another!"  said Don as he dipped the head of his penis into his glass.

Suzy knelt down and sucked the wet glans into her mouth, her tongue swirling
about it.  Don extracted it and soaked it again in the wine.  This time Connie
wasted no time, but swallowed a much of the cock as she could, feeling the
wide shaft fill her mouth and the rubbery head slide against the roof of her
mouth.  Raymond or not, Suzy could never begin to suspect how much she liked
sucking a man's penis.

"Your turn, Connie,"announced Suzy, looking at her with a grin.  "I've already
done tits."

Connie looked at the two of them for a long moment and then, taking her wine
glass, carefully laid back on the bed and put her feet up over her shoulders.
Very carefully, she opened her vagina with two fingers and poured a trickle of
wine into it.

"A special, special toast," she murmured.

Very slowly, Don leaned down and noisily sipped the heady liquid from the
delicate opening and savored the mixture of tastes.  His penis was still hard
from the skilled mouthing the women had given him, and he felt Suzy's hand rub
his balls and the underside of his raging cock.

"Save some for the next guy," she said, and Don reluctantly pulled away.

Connie smiled and poured another trickle into her pussy as Suzy climbed
between her legs.  The sight of Suzy's round ass, her wet vagina and the
little sounds Connie sighed as the woman licked her dry were too much for Don
to endure and without hesitation placed the head of his cock squarely among
the pink folds of Suzy's pussy and pressed home.  Her squeal was muffled by
Connie's pussy and her ass moved in a big circle as Don thrust his cock into
her to its full extent.  Slowly, he withdrew it and carried it to the head of
the bed where Connie's mouth engulfed its head.  Suzy continued to lick her
vagina furiously.  Don looked down at the two women.  Things like this
happened once or twice in a lifetime, he told himself.  The trick was to
accept it and not look forward or back.  No matter how exciting the woman was!

Pouring wine into her vagina was the most far out thing Connie had ever done,
but this seemed to be the night to swing on a star.  It was a night without
recriminations or judgments.  She could say 'Yes'; she could say 'No'. The
choice was hers.  She was in control.

She closed her eyes and luxuriated in the heavenly feelings Suzy's tongue was
stirring.  When she opened the again, she could see Don's eyes close as he
plunged his cock into the other woman. She closed them again and suddenly she
was looking up at the bulbous head of Don's cock, glistening with Suzy's
juices and smelling so delicously like Suzy had tasted not so long ago!  She
looked up and saw what was clearly dried spots of semen on his stomach and
thighs.  He had not bothered to wipe the come off himself when they had called
him over.  A delicious warmth spread through her and she opened her mouth to
accept the purple plum and the glistening drop of fluid hanging from its tip.

She caught the sweet droplet on the end of her tongue and tasted its lightly
salted flavor before capturing the spongy head between her lips.  She could
taste Suzy's juices and slowly worked her tongue up the shaft tasting more and
more, running her tongue from side to side across the swollen vein that ran
the length of it.  Eating Suzy had been delightful (She had forgotten just how
much she had enjoyed eating Cathy so long ago); but Don's cock in her mouth
was lovely.  She needed vaginal intercourse as much as anyone, but Connie's
true choice was oral!

Slowly, she sucked the full length of Don's seven inches into her mouth until
she felt the coarse scratching of his pubic hair against her lip.  The head
had passed through her mouth and was in her throat.  She remembered trying to
learn how porn stars were able to take ten inch cocks when she was gagging on
five! Then, one night it had happened.  She turned herself a certain way and
relaxed, and the man's cock slid into her mouth, up to the hilt!  (What was
his name, she pondered.  All she could remember was the way he groaned when he
came.)
 
Don's pelvis undulated as he reacted to the busy tongue massaging his cock. He
gently kneaded her breasts as she sinuously sucked him in and out.  Without
taking his cock out of her mouth, she snaked her tongue along its base and
laved his balls with saliva.  She tasted stale come that had dried there and
the knowledge of what it was sent a tiny thrill down to where Suzy was sucking
her clitoris.  A climax was building fast and Suzy's fingers in her pussy and
the cock in her mouth were pushing her toward the edge.

Don pulled his cock back until only the head was in her mouth, and she
explored it with the tip of her tongue, feeling the ridges and the sensitive
opening she knew would reward her if she loved it properly.

Suddenly it was gone.

She opened her eyes to see the beautiful cock hanging over her face.  Above
it, Don's face was set in a frozen grimace.

"I don't want to come yet," he told her.

"Please," she pleaded.  "I want to taste you."

"I promise," Don told her.  "But right now, Suzy and I have our duty to
perform."

Suzy stopped what she was doing and looked up at him expectantly.  He reached
over and picked up Connie's robe and removed the belt.

Connie's eyes widened as he tied a loop on one wrist and then the other. Soon,
she was trussed firmly, her arms spread above her head and her legs crossed so
that her ass and vagina were spread open and unprotected.  She shivered as Don
ran his tongue from the middle of her back to her clitoris, swirling it
quickly as it crossed the tender flesh around her asshole.  Suzy scrambled up
and turned around to place her vagina squarely over Connie's mouth.  Don
placed his cock between her huge breasts and fucked them as she squeezed them
together.  Then he moved around and straddled Connie's head to put his cock
inside Suzy once more.  He could feel Connie's mouth and tongue working on his
balls and Suzy's clitoris.  The spasms around his cock gave evidence to the
effect Connie's mouth was having on her.

Suzy had collapsed forward with her head on one of Connie's ample ass cheeks,
her own ass high in the air with Don's cock sliding in and out of it.

"Great god-damned cock!"  she muttered.

Don held her hips as she came noisily, pressing deep into her while Connie
fastened her mouth on her clitoris like a limpet and sucked the little man in
and out of her lips.

Don stood up and walked away from the bed.

"I have to take my time," he explained.

"Untie me," Connie pleaded.  "I want to make you come."

Don walked back and kissed Suzy deeply, running his tongue deep into her
throat.

"Connie wants to come," he told her.

"What are you going to do?"  Suzy asked.

"Let's fuck her properly."

Don walked to the foot of the bed and kissed Connie's ass in the sensitive
groove between the two smooth hemispheres and ran his tongue down to the
wrinkled opening.  She caught her breath as his tongue smeared a large mass of
saliva over it.

"I don't like anal sex!"  she blurted.  "You can't fuck my ass!  Let me
loose!"

"I agree totally!"  Don told her.  "And I have no intention of fucking
anything but your mouth and your sweet pussy."

"Suzy!"  she called, still unconvinced.

"It's all right, Connie," her friend told her.  "I won't let him hurt you."

Connie was about to say something but Don's tongue returning to her ass and
then burrowing itself into her vagina made her stop.  A moment later, she felt
his cock slip past her labia and spread the walls of her vagina.  He pressed
it in to the hilt and then drew it all the way out and let its wet length lie
along the crack of her ass as he squeezed the cheeks together over it.  She
felt Suzy's hands busily rubbing his balls against the sensitive parts of her
pussy.

He drew his cock back down the crack of her ass and she felt to pause as its
head passed over her asshole, but then moved on to re-enter her pussy while
Suzy's fingers flicked over her clitoris.  Her climax mounted again as Don's
penis filled her and worked in and out.  She strained against the belt, trying
to reach for him.  He smiled down at her and bent to suck her nipples with-
out missing a stroke.  Suzy's hand was working her to a frenzy as the cock
plunged in and out of her.  She groaned as her climax started and suddenly the
cock was gone.

She opened her eyes to find Don's cock pressed against her lips and his hands
busy freeing hers.  She grasped his cock and balls and stuffed his penis
greedily into her mouth, her climax still throbbing within her.  She sucked it
deep into her throat and swallowed hard, trying to devour the thick shaft.  He
placed his hands on either side of her head and fucked her face madly, Suzy's
hand massaging his balls as he pumped.  As he felt the jism rising within him,
he pulled his cock almost all the way out of her mouth, allowing only the head
to remain inside as his thick come pumped out onto her tongue.

She closed her eyes and tasted the salty liquid filling her mouth.  She did
not swallow at first, but savored the heavy taste, allowing a single drop to
seep out the corner of her mouth.  Don leaned down and kissed it away, and
Suzy clamped her mouth down on Connie's, sucking Don's come into her own, and
all three exchanged deep kisses among one another, savoring the rich, heady
tastes of sex.

"I'm sorry," Don told her."I didn't mean to scare you."

"It's okay," Connie told him.  "I just have a thing about anal sex."

"So do I," Suzy added.

"And so do I," Don told them.  "We should have set down ground rules before we
started."

"I wouldn't have thought I had any," Connie laughed.

They stretched out and slept then, Don between the two of them, his hands
holding a breast of each while they both held his soft penis and balls. Connie
woke sometime later with the bed shaking with a telltale rhythm.  In the
half-light, she could see Suzy above Don, her breast swaying wildly, her head
rolling from side to side.  His hands were alternately moving from one huge
breast to the other.  His back arched and she realized he was coming. Suzy's
humping became a frenzy and soon she, too, was coming, her hands gripping the
base of his cock and wildly rubbing her clitoris as she did.

As Suzy collapsed forward, Connie sat up and looked at them. Don's come was
flowing out of her vagina and dripping back onto his shrinking cock and balls.
She rolled over on her side and slid her head in between them.  She could feel
Suzy's wet ass against her cheek and smell the rich smell of their combined
juices.  Don's pubic hair was matted with come and sweat, and Connie greedily
licked the slippery cock which sought to elude her in the dark.  Finally, she
caught it and sucked the limp member into her mouth, tasting Suzy's come as
well as Don's.  She worked it in and out slowly and gently, knowing it was
super-sensitive after just being inside Suzy.  When it showed no sign of
getting hard, she slipped it out of her mouth and concentrated on his balls,
also soaked with come.  She loved the taste of man and woman combined.  She
had always enjoyed sucking a spent lover after hours of lovemaking!  It was as
if she was capturing something special.

At the other end of the bed, she felt Don's head slipping in between her soft
thighs, his tongue seeking the soft center of her pussy.  She went back to his
soft cock as his tongue invaded her pussy and his lips closed over her
quivering clitoris.  Suzy's lips were gently massaging one of her nipples, but
Connie concentrated on the man's cock.  His tongue was not keeping itself to
the bounds of her pussy, but was stealing its way back to her asshole,
arousing exciting new feelings as he nibbled along what was once a forbidden
zone.

Connie sensed that Don's progress had slowed due to the position of her thigh
and slowly raised it.  She was rewarded by his tongue running lightly around
her asshole.  She had heard of being "rimmed" but had never really experienced
it.  Only now, with Suzy right beside her, but oblivious to what was
happening, did she appreciate the intimacy of the act.  The pleasure was
becoming excruciatingly intense and she could feel his tongue beginning to
probe gently.

And then it was back flicking along her clitoris and swirling at the entrance
of her vagina.  She took each ball separately in her mouth and very gently ran
her tongue around it.  Then she ran her tongue around the back of his sack and
along the rough line between his legs.  She felt his legs part wider as she
moved and suddenly realized she was nearing an area where she had never been.
His tongue at her own asshole teased her on and she realized she was
responding to the strange new feelings in a long-forgotten manner that took
her breath away.  It was like the first time she and Cathy had kissed one
another's vagina, or the time she and Georgie Pauley had gone behind the hedge
and shown one another their things.  She knew it was wicked and wrong, but it
was so, so exciting!

Her tongue grazed over the rough surface of his asshole and she pulled back
instinctively.  As she did, his tongue swirled and his body thrust against her
lips.  His cock was still soft, but she knew she was having a very erotic
effect on him.  With relief, she realized there was no objectionable smell or
taste.  In fact, it was almost the opposite.  She was enjoying this wicked new
experience and reached up to spread his cheeks wider, just as he was doing
with her.  This time, when her tongue reached the wrinkled asshole, she did
not pull away, but licked around it, flicking it every now and then, and
tickled it with her fingertips.

Don rewarded her with a tattoo of finger and tongue-work that took her breath
away, and it sent her into a greater frenzy of activity.  She probed and
pressed with the tip of her tongue, afraid to take the ultimate step and even
more afraid not to.  It was like the time she had let George talk her into
sucking his cock.  They had been parked in the country and had been feeling
each other the way they always did.  George knew she wouldn't let him fuck
her, but finally talked her into kissing the head of his cock, and then,
finally , to take the whole thing into her mouth. He had come almost
immediately and she'd been horrified.  The whole night was a disaster, but she
could still remember the excitement as she had bent over the throbbing cock
knowing that something would change forever.

Don's tongue was deftly licking her vagina and her ass, alternately probing
deep into each, sending electric shocks throughout her entire body.  Suzy's
lips were sucking at her nipples and massaging her aching breasts.  God!  She
wanted to come again, but she didn't want Don to stop what he was doing.  With
her finger , she pressed against his asshole and felt it resist. She backed
away and replaced her finger with the tip of her tongue.  She probed again,
more slowly this time, and the resistance went away.  A huge shudder went
through Don's body and she felt his tongue burrow impossibly deep into her.

There was one more thing she wanted to do.  She had once read it in the Kama
Sutra, but had never believed it was actually possible.  Tonight she would
know.

She slid back to take Don's cock into her mouth.  It was still soft and small,
although she knew it would not last for too much longer.  Opening her mouth as
wide as possible, she stuffed his balls in, too.  She felt his hand rubbing
the back of her head gently, as if he was wondering what she was doing.

"Here's a new one for you, Mister Birdwatcher!"  she thought to herself and
moved her tongue over the crowded balls.

Her finger massaged his slippery ass and she felt his cock begin to stir as he
realized what was happening.  She swallowed reflexively as her mouth began to
fill.  Soon the head of his cock was sliding down her throat and going deeper
that any cock had before.  She could hear him groan as she writhed gently.  It
was the only movement she could manage, but it was enough as he let out a
whimpering sound.  Then his head was gone to be replaced by Suzy's and she
knew he was eating her furiously as she ate Connie.

His cock was filling her so much she could hardly breathe. The sensation was
overpowering as his cock continued to grow and grow inside her.  He was making
curious little sounds now and trying to thrust and fuck against her mouth. She
held him tightly to her and let her tongue probe mercilessly as she tried to
swallow his cock again and again.

She wet her index finger in her vagina and rubbed it over the tiny flower of
his asshole.  This time, she ignored the resistance and forced it in to the
first joint.  She heard his harsh gasp muffled by Suzy's heavy thighs and soft
pussy.  She drove the finger in a little further when the resistance subsided,
and then another and another.

She was intoxicated with the heady feeling of power.  She had complete control
of this man with his cock and balls in her mouth and three, no four fingers
massaging his asshole.  Suzy's fervor between her thighs told her he was
responding to Connie's ministrations.  His pelvis was thrusting against her
face, trying to fuck the mouth so full of male organs.  Slowly, she pulled
herself free.

"Fuck me!"  she whispered hoarsely, her voice almost gone from the punishment
her throat had been taking.

He didn't answer, but moments later, his form loomed over her in the dark and
she felt his hands spread her thighs wide apart.  It was Suzy who guided his
rigid cock into her pussy as she wrapped her thighs high around his waist and
her arms around his neck as his cock pounded into her harder and faster.  His
breath came faster and she knew he was going to come, but she didn't want to
stop because she wanted to come, too, and feel his hot sperm shoot deep inside
her to run down over her sensitive ass while his cock continued long after the
last drop had left him and she felt her own climax building, building,
building...

It was dawn when she awoke.  Don was gone, and Suzy slept beside her.  The bed
was still damp from sweat and come.  Other than the condition of the bedroom,
it might have been a dream, but her tender vagina and the dull ache around her
jaws told her it had been real enough.  As she moved her legs, she felt his
come still wet between the cheeks of her ass.  It felt like he had shot
gallons into her!  She ran her finger deep between her legs and tasted.  It
was still the sweet mixture of male and female, the tastes that lingered still
on her lips and in her mind.

The three of them had talked briefly before sleep.  Would there be other
nights together?  Twosomes, threesomes?  There should be ground rules, he said
and they all agreed.  No anal fucking!  No telling.  No forcing.  No
jealousies.  And when it's gone, it's gone.  She closed her eyes and
remembered the delicious, wicked feelings of the previous night.  She really
didn't even know his name - or he theirs.  No phone numbers.  No mutual
acquaintances.  They could only confront one another face to face. There was
something very good about that, and something very honest, yet wonderfully
mysterious.  The only promises between the three of them were the few that
could be kept.
 
She closed her eyes and settled back to sleep some more, her hand stealing
down to caress her tender vagina.  Beside her, Suzy stirred softly.  She
placed a hand on the woman's firm behind and stroked it gently.  Suzy was her
friend in a world where true friends were rare.  The intimacy of the night
before had not created a closeness between them; it had only brought it out
and enhanced it.  Impulsively, she leaned over and kissed her on the cheek.

Suzy responded by snuggling closer to Connie's shoulder.

"Good morning," she murmured without opening her eyes. "Tonight we take on the
Eighty-second Airborne and Ina Rae Hutton's All-Girl Band."

"You're crazy, you know," Connie told her.

Suzy looked at her with a serious expression.

"I thought you liked it.  You don't feel guilty or ashamed, do you?  I mean,
if I thought you did, I never would have...you know, I mean..."

Connie stopped her words with a light kiss.

"It was great," she told Suzy.  "Everything, I mean.  It's just that I really
do like men better than women and I don't think I could be a real Lesbian.  I
mean, I'd rather be your friend than your lover, if I had to make a choice.
Does makes sense to you?"

"We both like men too much," Suzy grinned.  "I think we might have done some
damage to that poor boy.  I'll bet he's never been eaten like that before!"

Connie giggled and stretched.  She felt lazy and fulfilled. Beside her, Suzy
was warm and comfortable.  A hundred feet away, she could see into Don's
apartment.  It was still dark inside and she was unable to make out anything.
The curtains were still wide open.  She wondered if he was using his
binoculars and spread her legs to give him a better view.

He stopped on his way from the bathroom and picked up the binoculars.  Connie
lay with her legs spread invitingly.  Suzy's pert behind rose next to her. One
knee drawn up exposed an exciting tuft of hair.  He licked his lips, still
tasting the two of them.

The whole thing had started as a lark and resulted in the most fabulous
experience he could remember.  He looked down at the binoculars.  The next
time he met a birdwatcher, he'd have a Hell of a lot more respect!

Connie watched from the seclusion of her darkened apartment as Don plunged his
cock in and out of the woman.  They were standing beside his bed, his knees
bent so that he could enter her from behind as she bent over to support
herself.  She was shorter than him with small breasts and thin legs.  It was
the first time she had ever seen him bring a woman to his apartment and she
was fascinated with the spectacle she was watching.

It had been weeks since she and Suzie had fucked him and since that time, they
had not spoken, although they had both made a point of exhibiting themselves
to one another.  It was a private game they both enjoyed, and there had been a
few times when she had been almost ready to call him over, or to put on some
clothes and go to his place as she watched his hard cock and balls swinging.
But she had always let the moment pass and waited for him to come to her.

The woman was sitting on the side of the bed now, sucking his cock as he
humped in and out of her mouth.  As Connie watched, he suddenly withdrew and a
long arc of white come splashed on her face and lips, followed by another.
Connie adjusted the binoculars and saw the come glistening in her dark brown
hair, her tongue trying to capture more of it as it ran down her face. Don
pushed her back on the bed and buried his face in her open pussy.

Connie plunged three fingers into her own pussy and fucked herself madly as
she watched the couple in the other apartment. It had been a long time since
she had had a man.  In fact, the very man she was watching was the last man
she had fucked - and what a great fuck it had been!  She closed her eyes and
remembered the touch of his tongue snaking around her clitoris and began to
come as her fingers stroked the swollen polyp at the apex of her soft vaginal
lips.  Across the way, the woman stretched her legs high over her head as Don
licked her pussy.  Spasms and shaking told Connie she, too, was coming.

"Oh, Don!"  Carolyn sighed, "you really know how to eat a girl!  Where did you
ever learn to be so good?"

"I took a correspondence course," he replied.  "It was on a matchbook cover -
Can You Draw Good Head?  That's what I thought it said, anyway."

"Seriously.  Most men don't seem to know the little secrets that women know.
Somebody had to tell you.  Who was it?  An old love?"

Don smiled and looked at the dark window across the way.  He wondered if
Connie had been watching tonight.  So many times he had been tempted to call
her or simply walk over and knock on the door.  but that would have been too
easy.  After the night spent with her and Suzy, he could never suggest
anything as banal as a casual night of lust.  With Connie, he would have to be
creative and, at the very least, different and exciting.  Anything less would
ruin the almost fantasy relationship they had.  For a moment, though, his
thoughts went back to the moments when she had taken his soft cock and balls
into her mouth and blown him as no other woman ever had.  Carolyn's
ministrations, as practiced as they were, could not come close to the
sensations Connie's lips, tongue and fingers had produced.

"Hey!  Come back, lover!"

"Oh, I'm sorry.  I guess I got carried away," he apologized.

Carolyn knelt on the bed and threw her arms around his waist to hug him.  One
hand fondled his soft cock and her tongue snaked into his navel.  The other
hand cradled his balls and then went between his legs to cup his ass as she
devoured his limp penis. Occupied with his cock, she failed to notice as he
waved at the darkened window in the building across the way.  She did notice,
though, when, a few moments later, his cock took a decided leap within her
mouth and began to stiffen once more.

Connie smiled to herself as she watched the woman go down on the limp penis.
When Don waved at her, she knew that he, too, was remembering the night they
had had together.  Still smiling to herself, she adjusted the small reading
lamp beside her bed and spread her legs wide.  Switching on the lamp, she let
it highlight the lush pinkness of her open pussy and felt the cool night air
blowing across the wet lips.  Spreading herself open with her fingers, she
watched the effect it had on the couple in the other apartment.

The sight of Connie's pussy had an immediate effect on Don, and he felt his
cock come alive in Carolyn's mouth.  He had suspected she was there, but this
had been the first sign.  As his cock grew to full strength, Carolyn released
it and looked up at him.

"Do you want to fuck me?"  she asked.

Don nodded and lay down beside her.  Immediately, she threw her leg over him
and straddled his cock.  Raising up slightly, she eased his penis into her wet
pussy and began slowly fucking. Suddenly, she froze.

"My God!"  she exclaimed.  "I can't believe it!"

"What?"

"There's a girl over there.  I mean she's jerking off and...Oh my God!"

"What?"

"Don, she's been watching us!"

Don worked his hips so that his cock moved slowly in and out of her as she
stared into the night.

"What's she doing?"  he asked.

"She's, she's got three fingers in her cunt!  I can't believe it!  I mean...Do
you know her?"

"Uh huh."

"Who is she?"

"Connie.  She lives there.  I guess she likes to peek."

Carolyn was becoming more excited as she watched and her pert ass answered
Don's long thrusts with a pulsating rhythm of its own, her eyes fixed on the
scene across the way.

"Did you ever fuck her?"  she asked in a strange voice.

"Yes," Don replied.

Carolyn's pussy swallowed his cock to the hilt and she ground her clitoris
into his pubic hair.

"Did you know she was watching us?"

"I wasn't sure.  Does it bother you?"

"I...I don't know.  It makes me feel funny, though.  Sort of embarrassed but
excited at the same time.  I think I'm going to come!"

Her ass stroked faster and faster as she talked and Don felt his own orgasm
coming on strongly.  Carolyn made little sounds as she started to come and he
grasped her ass roughly and pumped up into her as his come spurted into her
pussy.  As they subsided, she remained on top of him, her ass poised high in
the air and partially turned to exposed her dripping pussy to the eyes of
whoever might be watching from the dimly lighted window.  Phantom fingers were
strumming the pink clitoris so fast they had become a blur as Carolyn reached
down and milked the last drops of come from Don's cock.

After a long while, she spoke.

"What's she like?"

"Connie?"

"Is that her name?"

"She's nice," Don told her.  "She's pleasant and pretty, too.  And she gets
very horny!"

"I can't believe we let her watch us like that.  And the way she had the light
on herself...Don, do you two do this often?"

"First time, actually.  I didn't know it was going to happen. Connie is a
rather sensuous woman.  Like other people I could name!  Not that you'd ever
consider doing anything quite like that."

"What are you trying to say?"

"Nothing.  Except I noticed you didn't stop."

"Why should I.  She wasn't hurting anybody.  I kind of liked it." "Kind of?"

"A lot."

"How much is a lot?"

"What are you trying to get me to say, Don.  I came, didn't I?  After all I
was getting a damned good fuck at the time!"

"Would you like to meet her?"

"Don!"

"Would you?"

"I don't know.  Maybe.  I mean, you said she was nice."

"She's a very sensuous woman, Carolyn."

Carolyn's face became serious for a moment and she looked directly at Don.

"I am, too," she said very softly and bent to lick one of his nipples in an
effort to underscore her meaning.

"Would you like to meet her?"  he repeated.

Carolyn was very quiet for a few minutes.  When she replied, her voice was
clear and strong."

"All right," she said.  "are you going to call her?"

"We both will," he replied and tugged her to her feet.

Standing together, they waved across the way and motioned for Connie to join
them.  When the tiny light went out and a moment later another light elsewhere
in the apartment came on, they knew she was on her way.

"I hope you know what you're doing," Carolyn breathed and shivered as Don ran
his hand down her back to stroke her behind.

Connie took a deep breath and knocked on the door.  If anyone had ever
suggested that she would be walking into an apartment wearing nothing but a
raincoat to meet a man she hardly knew and a woman who was a perfect stranger,
she would have told them they were insane.  But here she was.  After watching
the two of them, she knew she could not resist their invitation to join them.
The door opened to reveal a dimly lit room and Don's face appeared from behind
it.  She knew he was naked behind the door and shrugged out of her coat as she
entered.  When she turned to kiss him, she was as naked as he.

"Hello, stranger," he murmured as he stroked her full body.

"Having fun?"  she asked.

"She's in the bedroom," Don told her.

Connie fondled his penis as she walked toward the bedroom door and he cupped
her ample breast as she walked.  As she entered the room, she saw the woman
had slipped between the covers and was turned away from her.

"I'm Connie," she said tentatively.

"This is Carolyn," Don told her.  "I think she's shy."

"I'm not shy!"  Carolyn objected as she turned over and sat up.  "I just never
did anything like this before."

Connie smiled as she saw the woman's face.  Carolyn was pretty and as the
sheet slipped down, she saw her petite body and small breasts puckered with
excitement.  Carolyn smiled back at her.

"Did you enjoy the show?"  she asked.

Connie blushed unexpectedly.

"Yes I did, actually.  You're very exciting."

"So are you," Carolyn replied as her eyes roamed over Connie's large body,
coming to rest on the auburn down at the juncture of her thighs.

As Carolyn watched, Connie shifted her weight slightly to allow Don's hand to
grope her wet pussy and slide two fingers into her cunt.  The smaller woman's
eyes widened as Connie involuntarily moaned and thrust her abdomen in tiny,
jerking motions.  Don leaned forward to capture a large breast with his lips
and suck the nipple in and out of his mouth, tonguing it wetly.  He slowly
forced Connie down on the bed as Carolyn crawled out of the covers and
positioned herself beside them, watching Connie's face intently as Don
continued to finger-fuck her.  In less than a minute, Connie began to come and
reached out to hold Carolyn's shoulders as the waves of pure pleasure washed
over her.

"I'm sorry," she whispered as she regained control of herself.

"It's all right,' Carolyn told her softly.  "Did it feel good?  It looked like
it was wonderful!"

"It was!"  Connie assured her.  "I just meant that I don't want to make you
feel uncomfortable."

"Don't be silly!"  Carolyn replied and kissed her on the cheek, making sure
her breasts came in full contact with Connie's.

Don took advantage of the moment to put his arms around both women and take
turns kissing them.  Someone's hand captured his cock.  He was not sure whose
it was, but did not care.  Connie was making small sounds in her throat as
Carolyn kissed one of her large breasts.  He gently opened Connie's thighs and
the hand led his cock to the pouting lips of her pussy as Carolyn's fingers
parted them and urged his cockhead inside the girl.  Delicate fingers massaged
his balls as he slid deep inside the big woman and he felt Carolyn's tongue
teasing the base of his cock as he fucked.  Connie's tongue had driven deep
into his mouth and was dueling with his own.

When he came again, both women shared the warm juices as they spurted out of
him and splashed across their lips and breasts.  Licking one another off, they
did not stop until they were busily devouring one another's pussy as Don
watched.  He had always suspected Carolyn would be a passionate lover, but
never really thought she would be as lascivious as his sensuous neighbor. Nor
had he suspected that she would be as bisexual as she was.  After Connie
arrived, Carolyn had paid surprisingly little attention to him and
concentrated on the other girl's breasts and pussy.  Connie, on the other
hand, had stayed true to her nature and paid Don's cock the attention it
craved, sucking it deep into her throat and rolling his balls between her
lips.

Finally, the three of them lay side by side, exhausted and covered with
perspiration.

"I like your friends," Carolyn told him and squirmed around to give Connie a
kiss.

"So do I," Don agreed and ran his hand over Connie's wet bush.

Connie hugged both of them tightly and closed her eyes.  Her orgasm had left
her only partially satisfied, and Carolyn's warm, tight body glowed like a
warm coal beside her.  Under her hand, though, Don's cock curled soft and
small as she kneaded lightly. it would take more than casual excitement to
bring it up again, she knew.  Carolyn, however was already beginning to
pulsate gently against her.  Boldly, she let her fingers run along the crack
of the smaller woman's ass and dip between her thighs to caress the damp flesh
of her vagina.  She was rewarded by a pair of soft lips on her nipples and
knowing fingers probing her own pussy as Carolyn rose to the occasion.

Moments later, they had shifted position with Carolyn mounted atop her, busily
licking her wide-open pussy while she probed the other woman's cunt with her
tongue and fingers.  As Carolyn sucked her clitoris like a tiny cock, Connie
did the same to her and felt the woman humping her pussy into her mouth as she
reached down and forced Carolyn's face deeper into her crotch.

Laying on top of Connie brought back memories from many years for Carolyn.
Marsha had been her best friend for as long as she could remember, and the two
girls had grown up together. Therefore, when John, Marsha's older brother,
took an interest in the developing Carolyn, it was not so much of a noticeable
event as a natural development.  The day they kissed, though, she felt his
stiff penis through their clothes and knew that something important had
happened.  John was two years older than the girls, and more sophisticated
than either of them.  A popular athlete, he never lacked for girls friends,
but had been taken with the pert curve of Carolyn's behind and the upturn of
her growing breasts.

When she accepted his invitation to go to the drive-in that night, she
immediately thought of telling Marsha.  But, for no particular reason, she
changed her mind at the last moment and put the telephone back in the cradle.
She thought of John's kiss for the rest of the afternoon and, as she relaxed
in the bath, she closed her eyes and remembered the feeling of his penis
pressing against her thigh as their lips pressed together.  She wondered what
it looked like and a tight feeling in the pit of her stomach told her that she
would soon know!

He had kissed her as soon as they pulled into the drive-in and she answered
him savagely, meeting his lips with a hungry pressure as he drove his tongue
into her mouth and his hands began roaming over her body.  She let them go and
encouraged him by rubbing his chest and arms with her own hands as her tongue
met his and tried to delve as deeply into his throat as she could go.  She
whimpered in excitement as he squeezed her breasts, and her hand pressed his
closer and harder.  Not satisfied, he caressed her behind and rubbed her
thighs, reaching the hem of her skirt and sliding it up until her white
panties showed.

Her own hand was rubbing his thigh as she waited for his fingers to climb
further up her leg.  Suddenly, he took her hand in his and placed it firmly on
the hard lump of his penis.  She gasped as she felt it jump under the smooth
fabric of his trousers, and his hand guided hers in a slow rubbing motion that
she continued after he let go.  His hands went back to her thighs and rubbed
her soaking pussy through the slick cloth of her panties.  His fingers slipped
inside and she felt them probing her pussy as she found the zipper of his
trousers.  She pulled it down as John pulled her panties down over her behind
and massaged the cheeks of her bare ass.  She raised up so he could pull them
the rest of the way down and freed his penis as he did so.  It sprang out hard
and furious, and her eyes opened wide as she saw it.

John guided her hand once more and she felt the smooth skin of his cock for
the first time as he taught her how to stroke it up and down.  Reaching down,
he freed his balls and she felt their heavy softness, feeling them slip away
from her fingers inside their warm sac.  His fingers were stroking her pussy
by now and she shifted her weight again as he opened her lips and played with
her clitoris.  His fingers probed her pussy lightly and she gasped as they
touched the delicate membrane of her hymen and pressed softly inward.

"Be careful.  Don't hurt me," she whispered.

He did not answer but pressed his mouth on hers and she felt his tongue
pulsing in and out of her mouth as his hand guided hers up and down his cock
to match the rhythm of his tongue.  His other hand set up a similar pattern on
her clitoris until she was conscious of nothing but the pulsing of his fingers
and the swollen thickness of his cock in her hand.  She could hardly breathe
because of the excitement that was building in her, and she broke the kiss
finally to look down at the beautiful cock in her hand.  The head was almost
purple and shone darkly as drops of moisture oozed from the slit in its tip.

"Suck it!"  John Whispered urgently.

She looked at him to see if he really meant it.  He was sitting with his head
thrown back and his eyes closed.  There was no question that he had meant what
he said.  Very slowly,she lowered her head, his fingers still strumming her
clitoris.  When her closed lips came in contact with the rubbery head he
thrust upward, trying to feed her.  She let the tip of her tongue brush over
it and found the taste to be far from unpleasant.  His hand on the back of her
head drove her down and she found her mouth filled with is cock and she
gagged.

"I'm sorry," she apologized.  "I've never done this before."

"If you don't like it..."

"No!"  she objected.  "I do like it.  It's just that you have to let me get
used to it!"

Slowly, she returned to her task.  This time she took several inches of his
cock into her mouth and sucked it as he had told her to in the beginning.  The
effect was immediate on him and he groaned and twisted his hips, trying to
fuck her virgin mouth as she sucked her first cock.  She marveled at the hot,
spongy feel of the head as it slid over her tongue and felt the loose skin
sliding between her lips as her head tried to match the furious pumping of his
hips.

Suddenly, Carolyn became aware of something happening and a salty taste
invaded her mouth as John's cock shot streams of come.  It took a moment for
her to realize what was happening and then all the hushed stories she had
heard came back to her in a heady, exciting rush.  She sucked the throbbing
cock with a vengeance to capture drop after drop and swallowed it all
greedily. As she sucked, the lovely thing began to wilt in her mouth and John
forced her away from it.

By the time the movie was halfway over, she had sucked him hard once more and
had come in his hand as he frigged her clitoris to a frenzy.  She climbed on
top of him and pressed his cock against the soft down of her cunt and pressed
her lips to his as he fumbled between them.  She squealed sharply as his cock
penetrated her hymen and entered her pussy.  Despite the burning sensation in
her pussy, she humped him madly, feeling his cock pressing against her cervix.
He pulled out of her abruptly and she felt his come splashing against her
stomach as she held his cock close to her as he continued to thrust his hips
at her.

It marked the beginning of her lifelong infatuation with sex, and she spent
the rest of that year meeting John whenever and wherever she could.  She
became expert at deriving pleasure from his and soon learned how to entice him
into serving all her pleasure points.

They were in John's bedroom when Marsha discovered them. They had thought they
were alone in the house and had wasted no time in getting out of their
clothes.  Marsha walked in on them, they were in the sixty-nine position with
Carolyn kneeling over John's mouth as she sucked his cock and jerked him off
the way he especially loved.  Marsha stopped cold as she saw them and stood
for a moment watching.  So busy with one another, they were, that neither
realized she was there.  Carolyn's thighs hid John's view, and when she turned
her eyes and saw her best friend watching, she froze, the swollen cock halfway
down her throat, her hands cradling his balls.

Neither girl moved until Marsh licked her lips nervously and moved her hand to
her breast.  As she did, Carolyn slid John's red cock as far into her throat
as she could, making him moan as she forced the muscles of her throat to
swallow frantically.  As he began to come, she lifted her head and used her
hand to pump his cock so that Marsha could see the gobs of come spurting up on
Carolyn's face and hair.

Marsha gasped and fled.

Carolyn's orgasm washed over her like a wave as John's tongue swirled over her
clitoris, and she came again, almost immediately, grinding her pussy into his
face.

She found Marsha in her own room.  She was sitting on the edge of her bed with
tears running down her cheeks.  At first Carolyn had not noticed it, but she
soon realized Marsha's hands were in her shorts and the girl was very
obviously playing with herself as she sat crying.

"I'm sorry," Carolyn said and sat beside her.

"It's all right," Marsha sniffled.  "It's just..."

"What?"

"I can't tell you."

"Please!  Don't cry!  I didn't want you to know!"  Carolyn pleaded.  She put
her arms around Marsha to comfort her and felt the girl's wet cheek against
her own.  For the first time, too, she became aware of the firmness of her
friend's breasts.

"Oh, Carolyn," Marsha sobbed.  It was so...so...Oh, God!  How could you stand
it?"

"What do you mean?"

Marsha stopped crying and tried to get ahold of herself.

"I'm sorry," she said stiffly.  "I guess I got carried away seeing you and
Johnnie like that.  It's O.K., though.  You're my best friend, so I won't get
mad."

Slowly, it began to dawn on Carolyn.

"You and Johnnie?"  she asked, her voice barely a whisper. They were still
holding one another and Marsha's arms held her closely.

"Are you mad at me?"  Marsha asked in a tiny voice.

"No!  You did it with your brother?"

"It wasn't like that!"  Marsha pleaded.  "I mean, I love Johnnie.  Please
don't tell anybody.  I'd die if anybody else found out."

"I won't tell.  And don't you!"  Carolyn replied.  "But..."

"But what?"  Marsha was suddenly alarmed.

"Well, you saw me with Johnnie.  It's not fair unless you let me see you."

Marsha's eyes widened.

"Carolyn!  What are you saying?"

"Nothing.  Just that you have to let me watch you with him, just like you
watched me.  Then we'll be even."

Marsha looked around as if to make sure they were alone.

"We, uh...we sort of do everything," she said quietly.

"So do we."

"I know.  Johnnie told me."

"You knew we went all the way?"

"He told me when you blew him in the drive-in.  You really turned him on!  He
didn't want any other girl but you.  And me, of course."

"Then why did you get so upset just now?"

"Seeing you doing that to him.  It just made me want... never mind.  I guess I
was just acting silly.  And besides, you caught me playing with myself.  I was
a little embarrassed, and all.  Besides, you're so pretty and I'm so..."

Carolyn impulsively kissed the other girl and was surprised to have the kiss
returned.  The tip of Marsha's tongue touched her lips for a second and then
the kiss was gone.  Carolyn remembered the delicious hot flush that crept
through her as she realized what the kiss really meant.

"You kiss good," she said.  "And besides, I don't know why you think I'm so
pretty.  Look at you you're breasts are twice as big as mine.  I bet Johnnie
really likes them."

Marsha smiled and looked down at herself.

"He likes to suck them," she said.  "I love it when he does."

Carolyn eyed the larger girl's nipples poking through the light fabric of her
T-shirt.  Even at 15, Marsha's breasts were large and heavy, almost as large
then as Connie's were now, Carolyn thought to herself as she reminisced.  And
easily as sensitive!  She had giggled mischievously as she tickled one of
Marsha's nipples, making the other girl gasp with surprise.

"Carolyn!"

"As good as Johnnie?"

Marsha looked at her coyly.

"Maybe," she said with a little grin.  She was looking away, but her eyes met
Carolyn's for a scant moment.  The meaning was there, all right.  Carolyn saw
that look too many times after that to have forgotten how it affected her
then.

Now it was her turn to become shy.

"I can be better," she said, lowering her eyes.

Marsha did not answer but continued to look down at the bed-covers.  Her hands
twisted together nervously.

"Want to see?"  Carolyn pressed.  Marsha nodded once without looking at her.

"Promise not to tell anybody?"

Again, Marsha nodded and Carolyn slid next to her.

"Lift up your shirt," she whispered, and when Marsha did, she stared at the
full, blue-veined breasts with their pink caps.

She ran her hands softly over one of them, feeling its full weight as she
lifted it.  Without another word, she bent her head and captured the turgid
nipple and began sucking, moving her tongue over it.  She felt Marsha's own
hands tentatively exploring her body and when she shifted to the other breast
and continued sucking, Marsha peeled her shirt away and began fondling her
small, hard breasts, too.

"Am I as good as Johnnie?"  she asked impishly and went back to sucking the
excited nipple.

Marsha's only answer was a strange sound from deep in her throat and the
movement of her hands to Carolyn's shorts.  Without taking her lips away from
Marsha's tits, she shifted her weight and allowed the girl to run her hand
down inside her panties to caress her pussy.

When John found them, Carolyn recalled, they were wearing only their panties,
and had only slipped them back on when they heard him coming.

Connie moved sinuously beneath her and Carolyn slid her fingers into the soft
mat of pubic hair between the girl's thighs. She had always enjoyed the bodies
of larger women, a throw-back, she was sure, to her years with Marsha and
John.  Don had rejoined them and was assisting Connie in ministering to
Carolyn's pussy, tonguing it deeply as Connie sucked her clitoris.  It was a
rare combination of effects she especially loved and wondered why she had
never before recognized just how sexy a man Don was.  They had known one
another for several years and had just now decided to see one another
socially.  Tonight, she had been hoping for a nice lay, but this was much,
much more than she had bargained for.

Don tasted the heady aroma of Carolyn's pussy and pressed his tongue further
inside her.  His cheek was pressed against Connie's and he could feel the
muscles of her jaw and face working as she sucked her pink clitoris.  He put
his arm around Connie and cupped her large breast, pressing his still-limp
cock against her ample ass.  She tensed her muscles, pinching it between the
smooth, firm cheeks.  As the two of them continued eating Carolyn, he felt his
cock begin to slowly grow as the warmth of Connie's ass filled him.  She, too,
was becoming aware of the stiffening prick between her cheeks as she began to
make a slow, rubbing motion with her hips.  Carolyn's lips and tongue at her
cunt also enhanced her rhythm and Don knew her orgasm was not far off.

Connie reminded him of someone else he had once known and loved.  They were
much younger then, but Sue had had the same wide, ample body and the full,
pendulous breasts that marked Connie so distinctively.  They had met at a
party and each had left their own date to slip away.  Taken with the wildness
of the moment, they had gone to his apartment and necked heavily until he
slipped his hand inside her bra to feel her nipples.  He winced in pleasure as
he remembered the way she had grabbed his hand and pressed it hard against her
warm flesh.  Reaching behind her, he unhooked her bra even as she was pulling
her sweater over her head and immediately kissed the huge nipples as they came
tumbling into view.  Sue's breasts hung low and pendulous, the tips crowned
with dark brown aureolae and huge nipples that stood out like corks.  He
lifted one of her breasts with both hands and devoured it, sucking as much
soft flesh into his mouth as he could hold.

As he licked and sucked her breasts, Sue's hands tentatively roamed to the
waistband of his trousers and lingered there. Without leaving her breasts, he
ran his right hand down her back and slipped it inside her slacks to feel the
soft flesh of her ass.  As he did, she expertly undid his belt and pulled down
his zipper she grasped his raging cock at the same moment he found the wet
folds of her pussy.  As he frigged her wet hole, she pulled away and bent over
to take his cock in her mouth to run her tongue the full length of the big
vein swelling beneath it. Sue had always sucked his cock better than anyone in
the world until he met Connie.  It had been years since he had seen her, but
he could still feel her lips and tongue urging the juices out of his balls.

He cold also remember her big, soft body as she loomed over him, rubbing her
breasts all over his face and chest, her soft ass massaging his stomach and
thighs until her pussy captured the head of his cock and drew its full length
into her.  Their relationship was based on lust, by their own design and
desire. They put no bounds on their lust, except to honor the other's decision
to say "No" to anything.  As far as Don could remember, it was a word that
neither of them ever used.

Carolyn's spasms told him she was coming again, and Connie was making tiny
sounds as she glued her lips to the girl's clitoris.  Don's cock had come to a
full erection and pressed against the tender flesh inside of Connie's thighs.
She opened her legs and let the head slip against her own wet cunt and reached
down to stroke his balls with her finger-tips.  They were wet and heavy as he
pushed his cock far into her open pussy.  A sudden intrusion of Carolyn's lips
and tongue across Don's balls caused her to withdraw her fingers. Immediately,
she felt Carolyn licking her pussy, tasting the heavy juices that Don's cock
was forcing from her, and exciting her clitoris as the broad penis inside her
stretched her vagina.

Don was on his knees now, seriously fucking Connie from behind, feeling the
full mounds of her broad buttocks against his abdomen everytime he thrust into
her.  Carolyn was licking the two of them as they worked and he knew his third
orgasm was shortly forthcoming as her tongue worked to send the thick, white
juice up into his cock.  It was better than even Sue had been.  Despite Sue's
fantasy to be ganged-fucked, they had never had anyone join them and Don did
not even know whether Sue would have liked it or not.  But Connie left no
doubt.  She was the perfect complement for him.  He wondered what she would be
like by herself, and then remembered the phenomenal blow-job she had given him
in her apartment.

Just before he came, he slipped his cock out of her pussy and fucked it
against her clit.  Carolyn licked the dripping head as well as Connie's wet
cunt as he began to come again.  The come spurted out of him and across
Connie's pubic hair.  Carolyn caught most of it in her mouth and crawled up to
kiss both of them deeply.  Both Connie and Don tasted the mixture of male come
and pussy juice in her mouth as they took turns spearing their tongues deeply
inside her.

Connie half-woke as Carolyn kissed her goodbye and left the apartment.  Don
kissed her too and promised to let her sleep until he came back, and she
lazily closed her eyes and let them go.  The next time she woke, Don's naked
body was sliding into bed beside her and he pressed warm and strong beside
her.  She wiggled her ass contentedly as he pressed up against her.  Sighing,
she went back to sleep.  When she awoke again, the sun was shining brightly in
the open window and Don was sucking one of her breasts.  A cup of coffee and a
glass of orange juice were on the bedstand.

"Good morning," she murmured and reached for the class of juice.  Don beat her
to it, though, and knelt beside her, his cock stiff and dark.

Taking his cock, he dipped it in the glass of orange juice and then presented
it to her to suck clean.  When she did, he repeated the exercise again and
again until she held him still and sucked him vigorously.

"Not so fast!"  he warned her.  "I have limits, you know!"

She leaned back and laughed.

"Hand me my coffee," she told him.  "And don't scald your dick in it, either!"

He chuckled and handed the cup to her.

"How was your trip last night?"  she asked.

"To Carolyn's place?  Fine.  She likes you, she says.  I just took a chance,
actually.  When I saw you watching us, I figured if she didn't like it, she
could leave early.  I didn't realize she was as into it as she is!"

"She seems nice, but I think I might be giving the wrong idea of myself,"
Connie said.  "I'm actually a very conservative person.  You just seem to
bring out secrets that I thought no one could find!  You seem to enjoy them so
much, I guess it's O.K.  But last night I got a little worried a couple of
times."

Don kissed her.

"You're more than any man could ever hope to dream of!"  he assured her.
"You're probably the most exciting woman I've ever met."

Connie pinched his ribs playfully.

"That's why you call me so much!"  she retorted.  "I was beginning to
think...well, I'm glad we caught each other tonight."

Don nodded and kissed her again.

"I'm sorry," he told her simply and slipped into bed beside her.

Connie put her coffee down very carefully and rolled toward him.  Wordlessly,
he slid his body on top of hers as she opened her thighs to him.  His cock was
already stiff and he slid it into her wet pussy without delay, sinking it in
as far as it would go. He could feel the muscles of her vagina squeezing
around it as he began to draw it out again.  Her hands were firmly upon his
ass, guiding his speed and pulling him into her as deeply as she could urge
him.

They fucked slowly and deliberately, all concentration on the juncture of
their bodies, he reveling in the smooth tightness of her pussy, and she in the
plunging friction of his wide cock. He made little whimpering sounds as he
came in her and she answered him with her own orgasm moments later.  As his
soft cock slipped out, she felt the mixture of their juices seep out of her
and slide down into the crack of her ass.  As they lay quietly in their
afterglow, she let her fingers creep down to touch her tender cunt and feel
the slippery flesh between her thighs.  Then they slept.

Connie awoke with a warm feeling and quickly recognized that she was captured
in the arms of a man who was holding her from behind and stroking her right
breast.  His cock pressed hotly against the tender flesh of her behind, which
she moved seductively against him, and felt the hard penis jump against her
ass.  Her skin was caked with dried come and it cracked as she moved.

"Where's the bathroom?"  she asked, and got out of bed reluctantly.

She was about to return to bed when he met her at the door.

"Shower-time!"  he announce and she allowed him to steer her back into the
bathroom and entered the shower stall.

The warm water cascaded them and Don began lathering her body with a rich
smelling soap.  She braced herself against the side of the shower stall as his
fingers slipped between her legs and soaped the tender folds of her vagina.
Taking the soap, she lathered her hands and then rubbed his cock and balls
until they were white with suds.  He knelt and carefully scrubbed each leg
and, turning her around, soaped her back and her wide bottom, taking special
care to run his hands over her round buttocks and down into the tender flesh
of her pussy.

Turning around, she did the same to him, starting at the back of his neck and
working her way down to his buttocks. Slipping her hand between his legs, she
soaped his balls well, feeling their weight in the palm of her hand.  She
moved her fingers and felt them sliding away from her touch.  Resoaping her
hands, she smoothed his ass once more, groping as intimately as he had, until
her turned and took her in his arms.

His cock was stiff once again, and she broke the kiss to kneel before him. The
water rained down on her face as she engulfed his cock and began sucking him
with long, slow strokes. His hands entwined in her wet hair as he moved with
her questing mouth.  He made her break the embrace before coming, however, and
pulled her out of the shower to kneel on the soft rug on the bathroom floor.

Without a word he knelt behind her and entered her pussy with a single stroke
and began fucking her deeply.  She put her hands under her to feel his cock
going in and out, and rubbed the tip of her clitoris as he fucked her.  Her
orgasm was beginning to build when he suddenly stopped and pulled out of her.

"I can't get enough of you!"  he gasped.  "Let's get back in bed!"

"Let's dry off first," she laughed.  "I'm freezing to death!"

He laughed and wrapped her in an oversized bath towel, and gave her another to
fold around her soaking hair.  He rubbed himself dry and led her back to the
bed.  She sat down on the bedside and began rubbing her hair dry as he knelt
in front of her and parted her thighs.  Sliding forward so that her ass was on
the very edge, she exposed her gaping cunt to his mouth and closed her eyes as
he expertly sucked her clitoris and then ran his tongue the length of her
pussy.  His fingers tickled her ass and her clitoris as his tongue delved into
the depths of her slit.

Don felt her legs tremble as she came again and again while he ate her.  He
tasted the heady aroma of her cunt and realized just how unique and delicious
her pussy was.  He sucked her clit into his mouth and heard her making low,
panting sounds as he continued making her come.  Finally, he stood up and
kissed her on the lips.

"Sit down," she whispered and quickly changed places with him.

She looked closely at his red cock and the heavy balls beneath it.  It was
fringed by curly brown hair, and a light down covered his balls.  She wet her
tongue and ran it over the wrinkled sac hanging between his legs.  Lifting his
balls, she ran her tongue over the sensitive place just behind them and felt
his body react.  She worked back up over his balls and licked the length of
his cock, using her fingers to milk out a tiny drop of clear juice for her to
taste.

Secretly, Connie prided herself on being an accomplished cocksucker who loved
her work!  She had first learned about it when she was in the back seat of
George Pauley's car.  He had come in her mouth and she had been furious and
made him take her right home.  She went immediately to her room that night and
lay awake shaking in excitement thinking about what she had just done, and
tasting the lingering traces of come.  She could still hear George's breath
coming in quick pants and the whimpering sounds he made as the gobs of come
flooded her mouth.  She put three fingers in her cunt and brought herself to
such a shattering orgasm that her mother had knocked on her bedroom door to
see if she was all right.

It was not until a few months later, though, that she really learned what it
was really all about and how much she enjoyed it. She was staying with her
aunt and uncle for a week while her parents were away, and had been enjoying
her stay as she always did.  She and her Aunt Carlie had been shopping and
sightseeing, and doing things together like going to lunch in fashionable
restaurants that had made Connie feel very grown-up and sophisticated. Carlie
was several years younger than Connie's mother and more of an older sister
than an aunt to Connie.  The two of them laughed and swapped stories, Carlie
always interested in her niece's latest doings.

One afternoon, they were sitting in an outdoor cafe having an ice cream soda
when Carlie suddenly winked and nodded toward a young man walking by.  Connie
looked at him keenly, trying to discern what her aunt was looking at.  The man
was rather handsome with a good build and dark, curly hair.  Connie found
herself rather interested as he passed.

"Great buns!"  her aunt remarked and Connie blushed as she realized she was
watching him with more than passing interest.

"Don't tell me you hadn't noticed," she teased the girl. "When I was your age,
I..."

She let her voice trail off as she grinned mischievously. Connie blushed
crimson and looked down at her ice cream.  Her aunt patted her forearm
reassuringly.

"Don't tell me you don't have any boyfriends!"

Connie shrugged.

"I go out sometimes," she answered.

"Good God, he's sweet!"  her aunt said looking at the young man again.  "I'll
bet he's hung like a horse!"

"Aunt Carlie!"  Connie exclaimed.

"What's the matter?"  she laughed.  "Do you think you kids have a monopoly on
sex?  Us old ladies like to look too!  Just don't tell Jack I was checking out
the local talent.  He seems to think I should be blind!"

Connie grinned.  She liked Carlie just because the woman made her feel she was
on her level and not a child.  She had had a lot more intimate conversation
with her girlfriends, of course, but talking so frankly with her aunt made her
feel even more mature.

"I won't tell him, Aunt Carlie."

"That's O.K.," the woman conceded.  "You probably liked that kid better than I
did!  Myra better keep her eye on you!"

Again Connie blushed.

"You little devil!"  Aunt Carlie teased.  "You're way ahead of all of us,
aren't you?  Tell your Aunt Carlie all about it.  I can't wait to hear what
goodies you've been into."

And so the afternoon went on until Connie had confessed her recent fun and
games to her aunt who, in turn, confided in Connie about some of the affairs
she had had as a teen-ager.  When Connie asked about her current activities,
however, Carlie changed the subject and the two of them left the cafe and went
home.  Connie knew she had touched on something that her aunt found extremely
sensitive, and Connie was more than certain that Carlie was having an affair
with someone.

Connie ran her tongue the length of Don's cock and then poked the tip of it
under the ridge of its large, spongy head. Softly, she covered it with her
lips and ran her tongue into the tiny slit.  She loved the feel of a man's
glans in her mouth and squeezed the shaft with her hand to make the head swell
large and firm.  Don arched his back as she slid the cock deep into her
throat.  His pubic hair tickled her nose as she sucked contentedly on the
throbbing cock.

"Can you wait a couple of minutes?  I have to run inside and see about some
business," her aunt had said as they pulled up in front of a small office
building.  It housed a real estate office, primarily and Connie waited as her
aunt went inside.

As the time passed, she grew more restless and began to worry as thirty
minutes went by.  Finally, she got out of the car and went into the office.
There was no one in the outer office, but she could hear her aunt's voice very
clearly coming from behind a closed door.

"Oh God!  I love that!"  she was saying and a man's voice responded, so
muffled that Connie could not make out what he was saying.

Connie tiptoed over to the door and opened it a tiny crack to peek through.
Her aunt sat on a desk.  Her blouse was open and her breasts hung bare.  Her
shirt was pulled above her waist and a man knelt between her thighs, his face
buried in her bush.  Connie flushed with excitement as she saw his pants were
down and his hand was stroking his erect cock as he ate her aunt's pussy.  His
cock was broad and long; it seemed gigantic compared to George Pauley's.
Connie stared at it as he stroked it back and forth.

As she watched, he stood up, and her aunt slid off the desk to kneel before
him and suck his cock into her mouth.  He held her head and fucked in and out
while she stroked his ass and soothed his swaying balls.  Finally she stood
up.

"Fuck me, Stan," she gasped as she sat back on the desk, opening her legs for
him.  Connie saw the pink lining of her cunt as she opened the lips to
accommodate his cock.  The man drove it into her as the girl watched in
breathless excitement.  She had never seen anyone fucking before and watching
her aunt taking the fat cock into her pussy was almost more than she could
bear.

Suddenly the man's hips began moving incredibly fast he began grunting with
passion.

"Oh yes!  Come in me," Aunt Carlie panted.  "Shoot it all!"

Connie could see her hands digging into the man's buttocks as her aunt pulled
him closer and closer.  Her feet were suspended in the air, pumping furiously
in time to his thrusting hips and she squealed as he stopped and shuddered.

"Oh Christ!"  Carlie exclaimed.  "I left my niece out in the car.  She'll
think I got lost!"

"You're too much, Carlie!"  the man exclaimed and Connie saw them straighten
up and adjust their clothes.  When her aunt returned to the car, Connie was
conveniently asleep and smiled sweetly as the woman got into the car.

As they drove toward home, they passed another young man walking beside them.

"Great buns," Connie remarked pointedly.

"I suppose," her aunt replied and then looked at her oddly for a moment.
Neither spoke again until they were nearly home. Then Aunt Carlie cleared her
throat and began.

"I'm trying to prepare a little surprise for Uncle Frank, so maybe we
shouldn't tell him about the stop we made today.  I wouldn't want him to put
two and two together and ruin it."

Connie nodded and looked down at the floor.

"I'm sorry I was so long," her aunt continued.  "I just got involved and
couldn't get out of there!"

"I know," Connie murmured.

Her aunt smiled wryly.

"Stan has nice buns," Connie added and winked impishly.

"Connie!  Don't tell me you...Oh my God!"

Her aunt had to pull the car over to the side of the road while she got ahold
of herself.  And Connie rolled her eyes in fear that she had gone too far.

Her Aunt Carlie leaned back and looked at the roof of the car.

"I'm so embarrassed," she said.  "I don't know what to say."

"You don't have to say anything," Connie answered.  "It's O.K.  I love you,
Aunt Carlie.  I know you must love him, too, or you wouldn't..."

"Oh, you don't know!"  her aunt laughed.  "Connie, you just don't know!  Frank
is a nice guy, but he's...well, he's sort of boring, if you know what I mean.
I wouldn't hurt him for anything, but Stan just turns me to water.  I mean, I
would do anything for him!"

"I think I know what you mean," Connie told her.  "I wouldn't think of saying
anything to Uncle Frank.  Are you going to leave him and marry Stan?"

Carlie looked at her and shook her head.

"Stanley is not the kind of man a girl marries, Connie.  The reason he screws
so great is that he gets a lot of practice. Marriage isn't going to change
that man...  I shouldn't be talking to you like this.  You're liable to get
the wrong idea.  Marriage is supposed to be different, isn't it?"

Connie shrugged.  She could still picture her aunt kneeling in front of the
man as he fucked her mouth.  Her underpants were soaked from her excitement
and she wished her aunt would hurry on home so she could go to her room and
change, and maybe stroke the burning place between her thighs.  But her aunt
needed her - what? Approval?  Forgiveness?  Perhaps, thought Connie as she
thought back the conversation they had had at lunch, her aunt was really
seeking some sort of complicity, an ally or a compatriot.  Connie swallowed
hard and looked at the woman.

"I sort of liked watching you," she said quietly.  "It was kind of like I was
watching what I wanted to do, if you know what I mean."

"Connie, don't say that...  besides, I don't know what you saw," her aunt
replied.

"I saw you blow him," Connie said quickly and waited to see what she would
say.  To her relief and surprise, Carlie smiled and looked back at her.

"It must run in the family," she said.  "We Munson women are born cocksuckers,
it seems.  Yes, Stan has a most wonderful cock, Connie.  I'm sure, though,
that someday you'll find one equally delightful.  Now we have to be going.
We'll talk about this again. Believe me, we will!"

Connie had stopped sucking Don's cock, not wanting him to come too quickly and
was slowing and torturously licking the line between his balls and his ass as
she tickled his hole with a fingertip.  Don had a nice cock, she mused.  Just
enough more than a mouthful to be exciting and so smooth and delicious.  She
closed her eyes and let her thoughts wander back to her Aunt Carlie once more.

Two days later, Aunt Carlie told Connie she had a surprise for her and later
that afternoon, formally introduced her to Stan and her surprise - Stan's
nephew, Phillip.  They were at Stan's apartment overlooking a large park, and
Carlie suggested the two them take a walk to get better acquainted.

Connie ran her tongue the length of Don's cock once more and remembered the
feel of Phillip's cock when she first took it in her mouth.  It was bigger
than George's, almost as big as Stan's, she always thought.  She sucked Pillip
until he was almost ready to come and then sat up on the couch and pulled her
dress up for him to lick her pussy.  As he burrowed into her cunt, she could
hear her aunt being fucked in the bedroom.  Either by accident or design they
had left the bedroom door partially ajar, and Connie could see glimpses of
flesh as the couple inside moved back and forth on the bed.

She remembered Phillip's naked body as he stood before her and stripped her
dress and bra from her and tossed them on the floor beside her panties, and
she remembered the feel of his thick, sweet cock as it entered her pussy for
the first time, sliding all the way in while her aunt's moans came from the
bed-room.  She had come almost immediately, and Phillip came shortly
thereafter, causing a river of sperm to run down the inside of her thighs.

She got up and walked naked to the bathroom and felt Phillip's eyes on her ass
as she went.  Inside the bathroom, she put two fingers to her pussy and tasted
the delicious mixture of juices still running out of her.  Then she peed and
wiped herself. On her way back to Phillip, she paused beside the bedroom door
and peered inside.  Her aunt was kneeling over Stan's chest, his face covered
by her hairy cunt as she took his cock deep into her throat and massaged his
balls as she sucked him.

Unconsciously, she had opened the door wider to watch, stroking her clitoris
at the same time.  A moment later, Phillip's hands captured her breasts and
she felt the tip of his cock poking into the deep crack between her buttocks.
Arching her back, she reached behind her to guide it lower to where her pussy
still dripped with the excitement of watching her aunt go down on her lover.
Phillip moved behind her and his cock entered her cunt from behind with such
force that she gasped.

Her aunt had looked up at her with a panicky, worried look on her face, and
then had smiled as their eyes met.  Connie reached between her legs and held
Phillip's balls as he groaned in pleasure while he humped against her ass.
Carlie's smile turned into a pouting "O" as she went back to the erect cock in
her hands.  She proceeded to give Connie her first real lesson in cocksucking
then, as she licked her lover's cock and balls, and finally urged streams of
white come out of him - streams which she quickly gobbled up as Connie watched
in amazement.  Phillip had long since come, and his juices were again running
down the inside of her legs.

Her aunt was milking her lover's cock into her mouth, straining to capture the
last of the succulent white cream he shot.  Bits of the fluid seeped at the
corner of her mouth as she closed her eyes in obvious ecstacy.  Connie watched
the woman's throat working as she tried to swallow the length of Stan's cock.
With Phillip's semi-hard cock pressing her ass, she watched her aunt with
growing excitement and slowly dropped to her knees, turning to capture the
boy's penis in her hands.  Watching her aunt out of the corner of her eye, she
sucked the still-soft organ into her mouth and felt it jerk alive on her
tongue.

Carlie smiled as she watched her niece going down on the handsome lad.  She
wiggled her ass as Stan's tongue swirled around her clitoris, bringing her
closer and closer to climax.  Connie's mother was a demure prig of a woman,
just the opposite of her hot-blooded little sister.  Carlie recognized herself
in Connie and had vowed to help the girl out from under the moral tyranny of
her mother.  It was, after all, an aunt's duty to help her niece enter the
mysteries of womanhood, she told herself as she weighed Stan's balls in her
fingers.

Connie had held onto Phillip's hips as he fucked her mouth and tried to
counter his movements with her own, feeling the luscious cock slipping back
and forth between her tongue and the roof of her mouth.  When he suddenly
broke the rhythm to thrust deep into her throat, she gagged and choked,
gasping to catch her breath.  She could hear her aunt snickering softly from
the bed and turned crimson with embarrassment.  Later, Carlie had told her how
to avoid choking on an over-exuberant man, but it would be some years before
she learned to deep-throat.

Connie was a cocksucker from a long line of cocksuckers.  She had taken
naturally to her calling and with the prompting of her lascivious aunt, became
a mistress to her oral desires.  Don moaned loudly as he shot a stream of
white come into the air.  She quickly brought her thoughts back to business
and captured the erupting column in her mouth to taste the second spurt of hot
cream.  Don's body convulsed as he pumped his orgasm into her sucking mouth.

Connie stretched out on the supine body of her lover and shared a deep kiss
with him, barely flicking their tongues together with his hands wandering over
her wide ass.  At times like these, she forgot how she so often envied the
narrow-hipped, thin girls who seemed to steal every show and parade themselves
as paragons of feminine beauty.  Her man loved her for the big, soft woman she
was - what she was and who she was.  Putting her head on his shoulder, she
closed her eyes and luxuriated in the feel of his hands soothing her satiated
body.

Outside the window, birds chirped noisily in the morning sun.  She would have
to take the time to look at them through the binoculars Don had given her,
provided she could stop listening to the song of his magnificent trouser lark!

Carolyn awoke and looked at the clock beside her bed.  It was 2:35 A.M.  and
she was wide awake again.  Ever since her date with Don, she had not slept the
night through, but awakened two or three times with visions of her with him
and Connie in any number of steamy circumstances.  This night, it had been the
three of them locked in an oral triangle.  Her breasts were swollen and erect,
and her pussy was flooded with the excitement of her dream.

"Damn!"  she swore reaching for the phone.  "Enough is enough!"

"Hi," she said when the other party answered.  "What are you doing?"

"I was sleeping," came the groggy reply.  "Is this Carolyn?"

"Of course it is, Alan.  How many other horny women call you in the middle of
the night?"

There was a moment of silence before his reply.

"Wait a minute.  I'm counting," he told her.  "What's up?"

"My nipples," Carolyn breathed to him.  "I wish you were here to suck them."

There was no reply.

"Alan?  Are you there?"

"I was just pulling down the sheet.  Are you going to make me jerk off again
tonight, Carolyn?"

"Why don't you come over and do it here - or let me do it for you?  I want
your cock, Alan," Carolyn breathed into the phone.

"Damn it!  We've been through all that, Carolyn.  I can't give you what you
want, so don't ask me for just part of it."

"Don't you like my pussy?"

"Hell, I love it!"  the man replied.  "I just can't get used to sharing it
with anybody else, and you won't be tied down.  So that doesn't leave us very
much hope, does it?"

"I've been dreaming about your big dick," she said, ignoring his allusions to
her refusal to stop seeingother men while she dated him.

"Carolyn!  I can't take this!"

"Then come over and stick it in my cunt and my mouth.  I want to eat your
cock, Alan!"

The line was silent.

"Alan, I have two of my fingers in my pussy and its getting so wet!  Please
come and fuck me!"

There was a deep sigh on the other end of the phone and then Alan cleared his
throat.

"I can't do it," he told her.  "I'm sorry, Carolyn.  I just can't take the
roller-coaster ride!"

Carolyn swore under her breath as she hung up the phone and opened the drawer
of her nightstand.  Inside was a girl's best friend - her vibrator with a tube
of flavored lubricant.  She turned it on and pressed it to her clitoris.  With
the other hand, she picked up the phone and dialed again.

Connie's voice was barely audible.

"This is Carolyn.  I'm sorry I woke you up, Connie, but I just had to talk to
you."

"Carolyn?"  The woman on the other end was instantly awake.

"It's all right.  I was just sleeping.  Is anything wrong?" Connie asked.

"I guess not.  It's just ...  ever since I was with you and Don, I keep waking
up in the middle of the night.  It's sort of wierd."

"Guilty conscience?"  Connie asked.

"You've got to be kidding!  Just the opposite.  I know we don't know each
other all that well, but you and Don really turned me on, Connie.  I don't
know what to do about it."

Connie chuckled softly and Carolyn could hear her stirring in the bedclothes.

"I have to go to work in the morning, or I would suggest getting together
right now.  I usually don't go one on one with a woman, but there are always
exceptions to every rule," Connie told her.

"That would be great," Carolyn sighed.  "I'm like that, too, but it was
different with you.  I don't know why it's affected me like this, but it has."

"Maybe it was Don.  He has that kind of effect on people.  How long have you
known him?"  Connie asked.

"We work together.  Actually, we never dated before.  Last night was sort of
an experiment, I guess.  Wow!"

"Maybe we can do it again sometime," Connie murmured and yawned into the
phone.

"Do you mean that?"

"Sure," Connie answered and yawned once more.  "Call me tomorrow."

Carolyn said goodbye and hung up the phone, running the humming vibrator over
her clitoris until she felt the familiar rush of her orgasm building.  Closing
her eyes, she concentrated on the memory of Connie's fleshy thighs against her
cheek and the taste of her pussy as wave after wave on sensation washed over
her.  The two of them, she knew, had only scratched the tip of the iceberg of
passion!

Don rolled over and put his arms around the ample body next to him, his cock
lying along the deep crease of her buttocks.  He felt her behind pressing back
against him as he carressed her breast.

"Who was that?"  he asked as she hung up the phone.

"A friend of yours."

"Carolyn?"

"Uh huh."

Don was silent.

"Well?"  she asked.

"Well what?"

"Aren't you going to ask what she wanted?"

His hand went down to the hairy flesh between her thighs.

"I know what she wants.  The question is - is she going to get it?"

"I don't know," Connie answered quietly.  "She's different, isn't she?"

"Different?"

"You know, it's like she...  never mind."

"You like her, don't you?"

"She was nice."

Connie was cut off by a probing finger that suddenly found her clitoris.  She
twisted around and kissed the man next to her.

"Did we turn you on?"  she asked with a husky voice.

"You know it!  I think she loves your ass almost as much as I do." She felt
his other hand slip down between her buttocks and probed the tender flesh of
her behind.  It was a relatively new area of eroticism that he had found for
her and she wondered what new treat would be in store this morning.  The
answer came quickly as he turned her on her stomach and spread her legs. While
he probed her cunt as deeply as his fingers could reach, she felt his tongue
at the base of her spine beginning its slow journey down to the twitching
flesh of her pussy.

She moaned in ecstasy as he tickled her asshole with the tip of his tongue and
then ran it down to the opening of her wet cunt.  Spreading the lips with his
fingers, he tongue-fucked her for a few moments and then went back to tickling
her behind.  This time, one finger probed inside her ass as he continued to
kiss the broad, sensitive globes of her behind.

"Please be careful, Don," she murmured.  "I don't like it when it hurts."

Without removing his finger, he rose and kissed her deeply. She could taste
her pussy on his lips and ws vaguely aware that the sensation around her
asshole had become more acute - and more pleasureable as the kiss went on.
Then he withdrew and his tongue ran from the base of her neck all the way down
her spine to where his fingers continued to excite her most secret pleasure
centers.

She gave herself up to the pleasure he was giving and felt her ass stretched
wider and wider as he worked more fingers into the tender hole.  Unlike
previous occassions, the feeling was not one of pain, but of gradual pleasure
of a kind she never before felt.  She let him open her legs as widely as she
could and when he knelt between them, she knew what would happen next and
involuntarily flinched as the head of his cock pushed firmly against the
excited ring of her anus.  His fingers pulled her full cheeks apart as he
pressed slowly and gently forward.  Before she knew it, she felt herself
filling up with his cock in a way she had never before known, and she felt the
muscles of her anus relaxing to admit the slippery cock that was now sliding
back and forth.

"Stick your finger up your pussy," he told her.

She did and felt the odd sensation of his cock moving on the other side of the
thin wall of tissue.  The thought excited her further and she moved her ass
back and forth, trying to increase the sensations inside her.

"Do you like it?"  he whispered.

"Oh, Don!  I was so afraid you were going to hurt me.  It feels so good,
though."

Indeed, she felt as if she was stretched open to her utmost, and each time he
thrust his cock into her, she answered with a thrust of her ass.  Men had
always liked her ass, it seemed.  This, though, was the ultimate in
fanny-worship, she thought, and arched her back as Don's movements began to
tell her he was starting to come.  The motion excited her too, and she rubbed
her clitoris harder and harder as Don continued to fuck her asshole, moaning
and pumping his come into her.

When they were finished they held each other for a long while without talking.
His lips were near her ear and she felt his breath against the tender part of
her neck.  They showered together and looked at the clock.  It was nearly time
for them to leave for work.  Don dressed and went to the door.

"Dinner?"  he asked just before he opened it.

Connie looked up at him.

"Like a date?"

"Six-thirty.  See you."

He was gone and she stood looking at the closed door.  When she was twenty,
she had given herself body and soul to a man ten years older, and when the
bubble burst, she had been totally devastated.  He turned out to be quite
married with no desire to change things; the two of them had an absolutely
stupendous sex life, and would stay awake long into the night talking after
the strength had drained from them.  Connie had been ready to leave everything
for him, but he wanted no part of a permanent relationship.

It had been Carlie who had brought her back to the land of the living by
insisting she find a new lover immediately and forget about moonlight and
roses.  Together, the two women went to Mexico for a weekend to spend among
the gigolos until they were both fully satiated.  At one point, they ran out
of men, and Carlie jokingly suggested they improvise with one another.  When
Connie jokingly agreed, Carlie produced a vibrator and jokingly began using it
on herself.  By the time they were done joking, they had jokingly eaten one
another and used up the batteries in the vibrator.  Connie, somewhere along
the line, confessed her affair with Cathy and Carlie confessed more affairs
than she could remember.

When they returned from their trip, Connie invited her lover to a motel for a
threesome with her aunt.  The two women stripped him and tied him to the bed,
one eating him while he ate the other.  They made him come repeatedly until
his chest and stomach was covered with sperm.  Then they dressed and left him,
tied spread-eagle on the bed.  Just before they walked out, Connie called his
wife and told her where to find her husband.  She was never proud of herself
for doing it, but she felt it restored her self-respect.  If he had been
honest, she knew, she would have never been so hurt.  Carlie laughed for three
weeks.

Ever since then, she had kept sex in perspective and took care not to confuse
a good lay with moonlight and roses.  Don had fallen into the first category
but, Connie's defenses were falling slowly but surely.  As much as she wanted
to regard him as nothing more than a hot night between the sheets, she sensed
a special chemistry that raised danger signals.  But she ignored them and
continued increasing her involvement with him.  Neither of them asked anything
of the other, but Connie was ready to restrict her love life to him and him
alone, were he to ask.  But, she knew, he would never ask - and she was
happier for it.  There were still a thousand Carolyns in the world and as many
Raymonds, Phillips and, perhaps, even one or two more Dons.

Carolyn stepped from the shower and rubbed herself briskly with a large towel.
She loved the feeling of the soft material brushing over her skin and
continued rubbing long after she was dry.  Her breasts tingled with the
excitement of the towel and her nipples stood erect and sensitive.  She licked
her fingers and teased one while she continued to towel her crotch with the
other hand.

Damn Alan, she swore to herself.

She had dated him for almost a year, and the two of them had experienced a
complete panacea of plesure together.  Eventually, though, he had become
serious and possessive, constantly talking about getting married and settling
down.  She was not redy for that, and knew that a marriage would end in
disaster.  He would not listen, though, and finally broke off their
relationship.  She closed her eyes and remembered one of their last times
together as the towel slipped away and she continued rubbing her clitoris.

He had tied her to the bed that night, and tickled her continuously with a
long feather.  AT first it had tickled ony a bit, but then the sensation began
to build.  He had not let up, but continued to run the long feather over her
most sensitive parts as she squealed and twisted on the bed.  When she was
almost ready to explode, he stopped and climbed up on the bed to thrust his
cock into her mouth.  As she sucked him, he reached back and continued rubbing
the feather up the inside of her thighs and across her inflamed pussy.

She came as he was flooding her mouth with come, and she kept on coming as he
dropped the feather and fingered her sensitive pussy.  He knew just how to
make her come, all right. She remembered the feel of his lips on her clitoris
as she concentrated on her growing orgasm.  Looking down at her crotch, she
imagined his head their, but the picture became the light blonde hair and the
mouth became Connie's as Carolyn began to come.

She went to her bedroom and sat on the edge of her bed to slip on her
pantyhose.  She would probably be seeing Don today, and she wondered how he
would react to her afte the night the three of them spent together.  She also
wondered how he would react if he knew she planned to meet Connie on her own.
She had a feeling he would not care.  It was Don, she knew, who had set her up
to see Connie watching them.  She smiled as she pulled a soft sweater over her
braless tits and wondered if Don was as bias his women.  She suspected that
perhaps he was and a plan began to form in the back of her mind.

When she got to work, she dialed Connie's number and made a date to meet her
for lunch.  At mid-morning, she bumped into Don as she went to get coffee.

"Hello," she said saucily.  "I enjoyed our date last night. You know how to
treat a girl to a different evening!"

Don smiled and looked around to make sure no one else was in earshot.

"The pleasure was all mine," he told her.

"I wouldn't bet on it!"  she laughed.

He laughed.

"Connie enjoyed meeting you," he said.  "Maybe we should do it again
sometime."

"Count on it!"  she told him and went back to her office.

She met Connie at lunch and after soem small talk, she told her what she was
planning.  Connie listened intently as Carolyn talked.

"I thought you were just interested in the two of us," she said at last.  "I
didn't realize you were interested in a foursome."

Carolyn looked down at the tabletop and then directly at Connie.

"That hasn't changed," she told her.  "I still want it with you one on one.
How about you?"

"I'd like that, I think," Connie replied softly.  "And the other sounds good
too.  I'd like to see Don in action with another guy ans see how he likes..."

"Oh my!"  Carolyn teased.  "Don't tell me that rascal has gotten to your
backdoor!"

Connie blushed and looked away.  Carolyn reachd out nad put her hand on the
other woman's arm.

"I didn't mean anything, Connie.  I mean, I've done it a couple of times, too.
It just hurts too much for me to enjoy a whole lot, and Don's so big!"

"He's not so bad," Connie told her with a shy smile.  "But it's not somethng
I'd like for a steady diet."

"Are you busy tonight?"  Carolyn asked.

"Actually, I am.  Don's taking me to dinner.  Believe it or not, it's our
first date.  But maybe we could get together tomorrow or the next evening."

"Tomorrow, then.  Come to my place after work for dinner. Bring your
toothbrush, if you want," Carolyn added coyly.

"All right," Connie agreed, her breath beginning to shorten for some reason.
The pact the two women were making was surprisingly exciting for her, as she
could see it was for Carolyn. "I feel like a schoolgirl," she laughed, trying
to break the tension building in her.

Carolyn grinned.

"I need another drink," she said.  "You do strange things to me."

Now it was Connie's turn to laugh.

"Tomorrow night we'll see what strange things happen!"

"It's going to be like forever.  Especially with you and Don together
tonight."

"Please, Carolyn.  Don't be the jealous type - especially about men.  I don't
think I'm ready for that."

"Who me?  Not a chance.  I'm just thinking tht you'll be getting a good shot
of what I want while all I'll have is my trusty vibrator and the TV Guide!  If
you need company, Honey, give me a call!"  Carolyn assured her.

Carolyn smiled.

"Don't wait up," she told the other woman.  "Believe it or not, this is going
to be our first date and I have a feeling it's going to be a good one."

Carolyn nodded sagely.  She wondered if perhaps Allen might change his mind
for one night.  She did not relish spending the evening alone with visions of
Don and Connie going through her mind.

"Tomorrow, then," she confirmed.  "See you about six, if that's all right."

Connie smiled.

"I wouldn't miss it for the world," she promised.

Allen proved to be more steadfast than Carolyn suspected he could be, and she
began to suspect he had other interests to keep him on the straight and
narrow.  She considered going to a singles place to see if she could get
lucky, but decided against it.  At the last moment, she dressed and went to a
movie that advertised two "Thumbs Up" from Siskel and Ebert.  It was a mystery
thriller and she enjoyed it thoroughly.  It was not until she had left the
theater on her way home that she realized she had not thought of Connie for
hours.  In bed, however, the light haired woman captured her thoughts as her
fingers brought her to shivvering climaxes before sleep and she slept soundly
until morning.

Connie rushed home to shower and change before Don arrived. She hated to admit
it, but she was as nervous as she had been before her first date in high
school.  Of course, that evening had been a movie and an ice cream on the way
home.  The big event was a kiss in front of her door.  With Don, she wondered
where it would lead!  All she knew was that she was terribly excited and could
not wait to see him.

Don arrived promptly and kissed her lightly as he ushered her to his car.  He
would not tell her where they were going, but headed out of the city and up
the coast.  When he pulled into the long drive that wound up to the Castle
Amboy, Connie turned to him in shock.  The Castle Amboy was notoriously
expensive, had its own airstrip and catered to a very exclusive clientele.  In
fact, she had never met anyone who had actually stayed there, and she could
barely remember talking to anyone who had even had dinner in one of its fabled
"dinner suites".

"This is too expensive!"  she protested.

"Don't you think you're worth it?"  Don laughed.

"That's not the point.  You don't have to do this for me.  I mean, you're
sweet, but this is just..."

Don laughed as she stumbled with the words.

"Do you feel Caribbean tonight?"  he asked.

Connie shrugged and shook her head.  Obviously, Don had gone to some trouble
to set this up for her.  A parking valet took his car and a middle-aged man
escorted them to their private dinner suite.  Conniw was not prepared for what
she encountered.

Passing through what seemed to be a standard hotel room door, they entered a
luscious suite that overlooked the ocean.  In the center of the room was a
steaming hot tub surrounded by overstuffed pads and thick chenille wraps.
Large palm trees framed a long table holding a lush assortment of appetizers.
Soft reggae music accentuated the panorama of the sun setting into the ocean.
Connie stood overwhelmed for a moment.

"It's beautiful!"  she whispered to Don.

"Join me in some good clean fun?"  he indicated the steaming hot tub and
flipped a switch.  Immediately the tub frothed with turbulence as jets of air
surged through it.

They had just settled into the hot water when a panel Connie had not noticed
opened and a tall black girl entered.  She was wearing a bright sarong affair
which was so diaphenous that, at second glance, Connie could see she wore
nothing beneath it.  Her halter was made of the same material andher small,
hard breasts peeked through impudently.  She carried two fruit-laden drinks.

"Island punch," she announced in a quiet voice.

As she knelt beside the hot tub, Connie caught the light scent of her perfumed
body, as well as a tinge of - something else, very faint but most definitely
there.  Connie looked into the girls deep brown eyes and caught a glimpse of
amusement. Under the frothing water, Don's foot slipped between her thighs and
teased her as she brought hte frosty drink to her lips.

"My name is Tasulla, and I am from the island of Tatu, in the Grenadines," the
girl said in sing-song island accent.  "I am to serve you tonight, and I will
be helped by Panna.  If you want anything at all, simply call for either of
us.  We will never be that far away.  And now, enjoy your drinks.  When you
hear my bell, it means I will be coming in in a few moments.  I will tell you
when dinner is almost ready."

As she stood up to leave, Connie saw her silhouetted against the evening sky.
Her buttocks were firm and round under the sarong, and as she stepped away
with a long, sensual sort of movement, Connie saw the shadowy trace of her
curly bush.  Nor was the girl's lush sensuality wasted on Don, she noted.
Under the water, the foot slowly rubbed her cunt as they watched the round
globes of Tasulla's behind disappear through the panel.

"I thought you would appreciate this place," Done told her.

"It must cost a fortune!  How did you ever find out about it?"

He shrugged.

"Business," he told her.  "It's a rather exclusive orgnization, but it's
world-wide and caters to a corporate budget.  There are various degrees of
service, of course, but the theme is always on elegance.  It's your kind of
place!  How do you like the help?"

"I'm waiting to see Panna," she grinned.  "I assume he's the male counterpart
of that beautiful creature."

"You'll soon find out," Don told her and slid around the hot tub to sit beside
her.

Under the water, she found his soft cock and squeezed it slowly before she
found his balls floating loosely in the hot water.  Without warning, he took
her face between his hands and kissed her deeply.  Then he held her close to
him and they sat quietly with their arms around one another as the water
bubbled frantically.

"Oh Don!"  she whispered.  "I don't want to love you!"

"It's all right, Connie," he told her.  "You know I'm crazy about you.  We'll
work it all out.  We're the same kind of people. It's going to be wonderful."

She buried her face in his neck and felt his arms around her tighten.  She no
longer felt like the big horse of a woman she always thought herself to be.
Instead, she felt small, delicate and protected in his arms.  They stood in
the steaming tub and kissed again.  This time, her hands ran down over his
behind and then up to clasp the back of his neck.  His penis was no longer
soft but pressed against her belly as they stood.

"You make me feel so good!"  she murmured.  She wanted to say more, much more,
but she was afraid to spoil the moment.

She did not have to, for his hands running over her back and holding her waist
talked for him.  They really knew very little about one another, but the
feeling was there, all right.  She was too street-wise to hope it would last
forever, but she knew it was much more than a fast lay!

Don's hands moved further and soon he was cupping her large buttocks, pulling
her close to him as he continued kissing her. Connie liked to have him play
with her behind because she knew he really appreciated the smooth, round
globes of her ass.  His penis continued pressing against her belly and she
slid her own hand down to finger its probing tip.

A tiny bell rang somewhere.

"Oh damn!"  Connie swore.  "I've never fucked in a hot tub!"

Don laughed and pulled her down into the water, causing her to straddle him.
She squealed in surprise as his cock pressed against her pussy, and she
shifted her weight to let him enter her.

"Tasulla is going to catch us!"  she giggled and felt his cock sliding along
the tight walls of her cunt.

"Would you like another drink?"  Tasulla said from behind them, causing Conne
to freeze momentarily.

"Not right now," Don replied.  "We're working on our own recipe."

The island girl giggled as Connie rotated her hips on his cock.  Don raised
himself trying to thrust into her and lifted her ass almost clear of the
water.  She knew the girl could easily see his cock going into her and blushed
when she realized that Tasulla showed no inclination to leave them.

Instead, she felt strong hands massaging the back of her neck and realized
Tasulla was in the hot tub with them.  The hands felt good, as did Tasulla's
muscular body pressing her flank as she felt Don going deeper and deeper into
her.  In the water, she felt almost weightless.  Tasulla's hands were rubbing
her back and slipping under her arms to lightly cup her full tits.

"Such a pretty lady and such a big man," the girl crooned as she fondled
Connie's tits and tweaked her nipples.

"Oh God!"  Connie moaned as her orgasm began to come.

Don was already moving in short spasms that told her he was shooting deep
inside her and she burried her face in his neck as she came.  Tasulla laughed
softly and slipped her hand under the water to caress Connie's pussy.

"How was it?"  Don asked.

"Too much!  You do things to me nobody else even thinks of doing!"

"Hungry?"

Connie nodded as she watched Tasulla climb out of the tub. She was an ebony
statue with glistening breasts and firm, round buttocks.  Her muscular thighs
framed a bush of tight curls as she picked up a broad terry cloth and wrapped
it around Connie.

"Dinner be ready soon," she said and left the room, carrying her scanty
costume with her.

"Is that part of the service?"  Connie asked as they watched the black girl
undulate from the room.

"The dinner suite comes with a complete fantasy," Don told her.  "Tasulla is
highly trained and very capable, I'm told."

They towelled briskly and dressed as Tasulla entered the room once more.  This
time, she was accompanied by a young black man dressed in tight-fitting
trousers and a colorful shirt open to the waist.  He wheeled a large cart that
held their dinner.

"What are we having?  I'm starved!"  Connie said.

"I think it's curried goat," Don told her.  "Whatever it is, I'm sure it'll be
delicious."

They talked quietly as they ate, words flowing from them easily.  He told her
of his divorce and the unhappiness he had left behind, and she spoke quietly
of her life and the hopes she had always kept to herself.

"I never considered remarrying because I never really believed I could be
faithful to just one person," he confided.  "I guess that means something."

She smiled and avoided his eyes.

"Maybe you don't have to," she said.  "I feel the same way. Do you think you
could stand your wife screwing someone else?"

"I never thought so, but now I'm not sure.  Tying your sex life to just one
person just wouldn't seem to fit you," he told her.  "Sometime I'd like to see
what you're like with another man."

Connie looked at him evenly.

"Sometime I'd like to see what you're like with another man!"  she challenged.

Don blushed.

"It depends on the man," he told her with a shrug.  "Right now, I can't think
of anyone that would fulfill your fanstasy."

Connie looked down at her plate.  One of her secret fantasies was to be shared
by two men.  She had made it come true once, but the men were nervous and
intimidated by one another.  Perhaps, she later wondered, things would have
been different if they had been bisexual.  She remembered the feeling of cocks
exploding in her pussy and her mouth at the same time and shuddered.

They were curled up on a wide couch drinking a sweet liquor as Panna and
Tasulla cleared away dinner.  As the two of them moved around the room, she
noticed that Panna's trousers were made of the same thin material as Tasulla's
sarong.  She could see his cock lying thick and long against his thigh and
stared at it hungrily.  Don saw her interest and gently rubbed her breast as
she followed the young man.

"I'm sorry!"  she apologized when she realized what she had been doing.  "You
must think I'm terrible!"

"I was wondering when you were going to get around to the real entertainment
of the evening," Don laughed.  "Panna and Tasulla think you're a very pretty
lady.  So do I!"

"I feel funny!"  Connie said self-consciously and put her head on his
shoulder.  She felt him motion and decided to close her eyes and wait.

Moments later, she was rewarded by soft hands unbuttoning her blouse and
feeling her breasts.  When she opened her eyes, a naked Panna was standingover
her, gently removing her clothes. His large cock hung down, its black head
shining like a large plum.  Next to her, an equally naked Tasulla was on her
knees working Don's pants down his legs with one hand while the other fondled
his stiff dick.

"How do you like them?"  he asked.

"They're beautiful!"  she breathed.  "Look how lovely his cock is!"

Tasulla knelt back and looked at her.

"Panna thinks you very pretty, Lady," she said shyly, and the young man looked
down at Connie expectantly.

She leaned forward to kiss the head of his huge penis, running her tongue into
the tiny slit.  Beside her, Tasulla filled her mouth with Don's cock.  Panna
knelt down and buried his face between Connie's thighs and expertly licked her
pussy.  Without warning, he stopped and Tasulla took his place.

The girl's touch was gentle and exciting as she ran her tongue into the
secrets of Connie's snatch, but Panna was even more interesting as he engulfed
Don's cock, his own nine inches sticking out straight.  As Tasulla lapped her
cunt, Connie reached out and stroked the huge black cock bobbing alongside of
her. Don's eyes squinted shut as he enjoyed the remarkable blow-job he was
receiving.  Wriggling around, she captured the huge cock between her lips and
marvelled at the spongy feel of its head as she pressed her lips down on it.
The tip of her tongue opened the large slit and she tasted the light saltiness
of clear fluid.  As she sucked more of it in, she could feel it jump as
Panna's muscles spasmed at her touch.  Concentrating, she took the black man's
full cock deep into her throat and felt the coarse hair of his balls against
her cheek.

Tasulla was doing something interesting ot her pussy, filling it with air one
moment and sucking it out the next.  No one had ever done that to her before,
and the repeated sensation was sending eerie feelings up and down her back as
she sucked the throbbing cock.  Glancing down, she saw the black girl's hands
busily frigging herself as she worked on Connie's soft cunt. Panna groaned as
she relinquished his cock and slid around to grasp the girl's hips.  Tasulla
moved expertly to cover Connie's mouth with her pussy and raised one knee so
that she could look beside her and watch the spectacle of her lover going down
on Panna's huge cock as the two men sucked one another in the 69 position.

Connie sobbed as she started to come and sucked eagerly on Tasulla's clitoris
until she felt the tremors shake the pretty girl's body as they had hers.
Beside her, Don humped furiously into Panna's mouth and filled his own with
the man's huge dick. Even as he was writhing under the pangs of his own
orgasm, he stopped sucking and massaged the long penis until great fountains
of white shot up and sprayed the two women with sticky come.  A thick glob
landed on Tasulla's cheek and Connie sensuously licked it off, savoring the
strong taste of male sperm.  Leaning over, she licked Panna's cock clean and
then kissed Don deeply, letting her tongue carry the taste of come to him.

"Wow!"  she said.

Don laughed.

"Does that satisfy your curiosity?"

"For the moment, anyhow," Connie told him.  "There are probably a lot more
things I have to learn about you!"

"That goes double.  I bet Panna's never been sucked like that in his life!"

The young man grinned shyly and Connie looked at his cock lying flacid along
his thigh.  She reached out and stroked it and felt the blood begin rushing
back to swell it once more.  Beside her, Tasulla giggled and she felt the
girls hands stroking her ass.  Panna's cock continued to grow until he had a
full hard-on once again.  He rolled over and she opened her thighs for him.
The huge cock entered her quickly and easily, spreading her wide and pressing
hard against her cervix.  She spread her legs wide and stroked his hairy balls
against the tender skin of her ass as he began fucking her.  She closed her
eyes and savored every inch of the long rod that was stretching her pussy to
impossible limits.

Tasulla had turned around and was stroking them where they joined, bringing
her pussy to Connie's eye level.  She watched as the beautiful brown legs
parted to expose black lips surrounding a firey pink pussy.  Don's white cock
slid between the velvet lips and disappeared into the wet hole as Connie
watched.  The rhythm of the two fucking people was accentuated by Panna's deep
thrusts and she realized Don was fondling her tit as he fucked Tasulla.

Slowly and gradually, Panna increased his rhythm and Connie became less and
less aware of Don and Tasulla although their slippery genitals were scant
inches from her face.  The huge cock had her entire attention and she knew
Panna was getting ready to come.  Her own orgasm was only moments away, and
when the man started making frantic sounds and thrusting deep inside her, she
wrapped her thighs around him tightly and thrust her ass up and down with a
rotating motion that fucked him deep and strong.  Her pussy flexed and flexed
as she milked the big cock like a cow's tit and felt a river of come squirting
out of her pussy to run down the crack of her ass.

Don had pulled Tasulla up to her knees and drove into her from behind.  Connie
looked up at his cock going in and out of her and impulsively kissed her
clitoris and the thrusting shaft with its wrinkled sac hanging down.  Don was
moaning and she could see white liquid seeping out around the driving cock as
he shot into her.  As his cock slipped out, she kissed the gaping cunt and his
come flooded down into her mouth.  Tasulla held onto Panna's chest as she
caught her breath.  Both of them might have been professionals, Connie thought
to herself, but they had been soundly fucked that night!

"When you take a girl to dinner, you really turn her head!" she remarked as
they drove back toward home.

Don laughed at that.

"I love being with you!"  he told her.  "You're the most exciting woman I
think I've ever met."

"More exciting than Tasulla?"

"She's a trained and seasoned pro.  You're real.  Besides, I think you're
prettier.  You're my type of woamn."

"That's why you took Carolyn back to your apartment and let me watch you
screwing her, I guess.  That's some kind of courtship!  I guess it's all
right, though.  I ended up screwing her too!"

Don slowed the car down and half turned toward Connie.

"I don;t want to say the wrong thing, but Carolyn was a long time ago and so
was Suzy.  I'm working on right now, and it's a lot more than I bargained for.
You're enough woman to keep any man busy!  I'm not the one-woman type, you
might have noticed - no more than you're a one-man woman.  I think we can work
it out.  If you'd like, tomorrow we can do something a little more ordinary."

Connie flinched as she remembered her date with Carolyn.  She regretted ever
making it now.  Don was beginning to say the right things and she had no
desire to involve anyone as volatile as Carolyn in what promised to be a true
love affair for her.

"What's the matter?"  Don asked.  "Am I coming on too strong for you.  I
thought you wanted me to be honest."

"Oh Don," she gasped, "I'm sorry.  I was just thinking of something else. What
you were just saying is wonderful.  In fact, I feel just about the same way
about you.  It's just that I had made other plans for tomorrow and I'm
wondering how I can break them.  I love being with you!"

She put her hand on his arm as she spoke and then slid it inside his shirt to
caress his bare chest.  His arm around her, he slid it under the hem of her
blouse nad cupped her breast, his fingers playing over the nipple as they
drove.

"Don't change your plans.  We'll do it the following night and, if you want,
we can spend the weekend together.  I'm sure we can find something to do!  -
Or somebody!"

Connie giggled and ran her hand between his legs to feel the bulge of his soft
cock.  They continued in silence for a long while, each savoring the lush
pleasure of being close to the other.  When the car stopped in front of
Connie's building, she wrapped her arms around him and kissed him passonately.

"Do you want to come in?"  she asked.

"It's late," he told her regretfully, "and we have to work tomorrow.  We'd
beter save it for later.  Besides, I don't think there's much more left."

She smiled and opened the car door.

"Leave your curtain open," she told him.  "I want to see you getting ready for
bed."

When she had gotten ready for bed, she slipped on a robe and looked out the
window.  Don waved to her.  He was naked, laying on his bed.  His cock was
still soft and hung down between his open legs.  She waved back and let the
robe slide down her body, exposing her broad, white bottom.  She knew how much
he loved her ass and she ran her hands over it knowing he was watching her
every move.  Slowly, she crawled up on her bed, exposing the soft flesh
between her thighs as she drew herself up on the bed. Reaching over, she
turned out the light.

Don's light remained on for a few moments as he savored the evening and
thought about Connie.  She was more than just attractive - she was the most
exciting woman he had ever known and he wondered if she had any idea of how
attracted he was to her.  He slowly rubbed his cock as he remembered Janna's
going in and out of her.  She was even less inhibited than he and was probably
laying in the dark watching him.

He stood up and thought about going over to her apartment to fuck her, but
thought better of it.  He was fucked out!

Connie arrived at Carolyn's apartment after much indecision. She did not want
to alienate the woman, but her growing relationship with Don made a sexual
encounter such as Carolyn suggested somewhat awkward.  Had it been another
man, she would have rejected it immediately.  But the tryst with Carolyn was
just off-beat and excitingly wicked enough to pique her curiosity.

"I'm just a hot-blooded slit!"  she told herself as she had so many times in
the past.

Connie had long ago recognized that she had never really been seduced, but had
been a passive seductress.  Her early affair with Kathy had been as much
prodded along by her as anyone, and she remembered her persistence in finding
out just how far her Aunt Carlie would take her.  Connie loved sex in all its
forms and each time she tried something new, it seemed, she found something
else she liked.

As she rang Carolyn's doorbell, her stomach filled with tiny, fluttering
butterflies that grew to be 747's as the door opened and Carolyn stood before
her dressed in an ultra-sheer gown that hugged her trim body like another skin
and displayed every dimple and hair as if it was not there.  She was truly
breathtaking.

"Like my outfit?"  she asked with a wink.

"It's great!"  Connie told her.  "I wish I could get away with something like
that.  I'd just look like the great white whale!"

Carolyn gave her a playful kiss and squeezed her behind.

"If you were wearing something like this, I'd rape you on the spot!"  she said
when she closed the door.

Connie stroked the other girl's behind and felt the warm flesh under the
slippery material.

"Maybe you wouldn't have to," she replied.

"I bought something for you," Carolyn told her, indicating a package on the
sofa.  "I had to guess at the size, so try it on while I finish getting dinner
ready."

Connie protested, but opened the package.  Inside was a gown similar to
Carolyn's.  Connie looked around the apartment and began unbuttoning her
blouse as the other woman moved about the kitchen.  While Connie changed,
Carolyn kept up a light conversation, chating about the weather, her job and
her last vacation.  Connie could tell she was nervous with anticipation, and
felt her own butterflies growing as she slipped off her clothes and let the
thin, slippery material slide over her body.

In the mirror, she could see why Carolyn had bought it.  Her breasts stood out
opaquely and she could see the traces of each little bump around her nipples.
Her pubic hair was a dark shadow that moved sexily as she walked and, turning
around, she saw her ass stood out round and firm.  Putting her hands on her
hips, she flexed the muscles in her buttocks and saw the material jump as her
ass cheeks firmed and relaxed.  It was the sexiest thing she had ever worn.

A low whistle from behind signalled Carolyn's approval.

"I was about to say dinner's ready, but I think I'd rather eat you!"  she said
as she ran her hands over Connie's waist and hips.

Connie put her arms around her and cupped her trim buttocks, feeling her warm
body against hers.

"I'd like that," she whispered huskily.  The butterflies were flying high.

Carolyn broke away suddenly.

"Come on!  We eat first.  If I start with you, I'm liable to go all night!"

Connie alughed and followed Carolyn to the small alcove that served as a
dining room.  Her appetite was set for something other than food, but she
could see the woman had put some effort into the meal which was steaming and
looked delicious.  They sat down and Carolyn poured two glasses of white wine
to offer a toast.

"To our very special friendship," she toasted.

Connie looked directly into her eyes as she sipped the delicious wine.  Any
doubts she had had about the night had gone away.  As Carolyn dished out the
shrimp bisque, Connie watched her small breasts move under the sexy gown she
wore.

"It looks delicious!"  she said and tasted it.  "Mmm!  It's wonderful."

"I like to cook, but I don't often get a chance.  I thought you'd enjoy it
tonight.  Eat up, girl.  You're going to need the energy!"

As they ate, Connie saw that Carolyn ws openly staring at her breasts.

"Do you like them?"  she asked.

"What?  Oh, I'm sorry.  I guess I was letting myself get carried away.  You
have a great set.  In a little while, I'll show you how much I like them."

"They've gotten me in trouble before," Connie replied lightly, and went on to
tell her about her early experiences with Kathy, adding just enough detail to
spice the conversation.  As she talked about Kathy, visions of Carolyn's naked
body filled her mind, and she felt herself getting wetter and wetter.

Carolyn, too, was feeling the effects of Connie's story and poured each of
them a healthy glass of wine and suggested they go into the living room where
soft music was playing.

"Can I help you clear the table?"  Connie asked.

"No.  Just make yourself comfortable," Carolyn told her. "I'll get dessert for
us, and then we can continue our conversation.  There are some pictures in the
album on the coffee table, if you like snap shots."

She said the last with a bit of a leer and Connie knew to look at the picture
album before she did anything.

"Carolyn!"  she whistled.

The album was filled with photos of Carolyn in all poses of sexual abandon
with any number of people.  In one, she and four men made up an interesting
configuration while two other women looked on.  Connie assumed a fourth took
the picture.  Another photo showed the four women performing an intricate
daisy chain with Carolyn in a pivotal position between two of them.

One complete section dealt with Carolyn and a handsome young man.  No one else
was in the pictures, and Connie was sure they had been taken with an automatic
time-delay camera.

"That's Alan," said Carolyn sitting close beside her.  "Best fuck I ever had.
He could keep it hard for hours!"

Connie smelled her perfume and also the unmistakeable odor of excited pussy -
perhaps her own!  Connie turned the page and saw Alan fucking Carolyn
dog-style, Carolyn jerking off Alan, and Alan's tongue laving Carolyn's pussy.

"I can't believe you have all these pictures," Connie said. "What if soeone
gets ahold of them?"

"I keep them locked up, normally.  I took them out tonight because I thought
you might like them."

"You're a little sex bomb!"  Connie laughed.  "What's the wildest thing you
ever did?"

Carolyn laughed.

"I don't know.  I pulled a train on five guys when I was nineteen," she said,
"but the Butterflies were a lot more exciting than that."

"The Butterflies?"

"Sort of a club I belong to.  We get together every couple of months and
party.  Everybody's bisexual, and you know how much fun that can be!"

Connie nodded but did not get a chance to say anymore as Carolyn's mouth came
down on hers, tongues lashing one another in a frenzy.  Carolyn's hands roamed
over Connie's large tits and she, in turn, fondled the other girl's nipples
and felt them grow stiff and hard.  Without breaking their kiss, they stripped
one another's gown away and Connie ran her hand down the length of Carolyn's
smooth body, feeling her smooth, tight ass.

"So pretty!"  Connie murmured as they finally broke their kiss for Carolyn to
slip down and begin sucking an excited nipple.  She slipped further down until
she was kneeling on the floor between Connie's feet, her cheek resting on the
other girl's stomach.

"Lie back and lift your legs," Carolyn told her.

Connie obeyed and looked down.  Carolyn bent to her open cunt and captured the
swollen clitoris between her lips.  Her wet tongue wiped langorously from the
rich nest of hair to the puckered anus and back again.  Connie closed her eyes
in ecstasy as Carolyn's tongue ran in and out of her pussy while a wet finger
tickled her asshole.  Carolyn sucked and licked her as no one had for a long
time.  Not even Don with his experienced tongue, or Suzy with her eager mouth,
had come close to bringing her this much concentrated pleasure and her orgasm
came within moments.

Carolyn slid up onto her and kissed her again.  She could taste her cunt on
the other girl's lips and cupped her ass as she returned the kiss.  Then she
eased her body over until she was on top of her and slid back to her knees
beside the sofa.  It was her turn!  Lifting the small woman's leg, she placed
a full kiss on her pouting cunt and tasted the wet juices running out of it.
The odor of Carolyn's was a little stronger than she had remembered, but it
fired her lust even more and she caught the girl's fat clitoris in her lips
and bored her tongue along the length.  Then she peeled back the tiny folds at
its tip and licked it more. Carolyn twisted and squealed as Connie worked.
Digging her heels into Connie's back, she came violently, gasping and
shuddering as the other woman gave her no mercy, but pressed her face into her
cunt and shook her head as if she was possessed.

Finally, the two lay back in exhaustion, Connie's cheek pressed against
Carolyn's wet thigh.

"My God, you're good!"  Carolyn exclaimed.  "I haven't come like that for
years - not even with a vibrator!"

"Don't tell me you use a vibrator!"  Connie said.

"Sure.  It's a girl's best friend.  Don't you have one?"

Connie shook her head as they untangled themselves and got off the sofa.

"Come on, then," Carolyn laughed.  "The night is just beginning!"

In her bedroom, Carolyn displayed her collection of dildoes to Connie's
amazement.  They came in all sizes and colors, some so life-like they scared
her.  At Carolyn's insistence, she chose one, a nine-inch replica of a penis
that seemed impossibly wide, although Carolyn assured her it was nicely
accommodated.  When she picked it up, she found it was made of a rubbery
substance that felt not unlike the real thing.  Carolyn flipped a switch in
its base and it came to life, vibrating and twisting in her hand.

Carolyn led her to the wide bed and began kissing her slowly and sensously
from her head to her navel.  Her fingers played at Connie's pussy as she
sucked the big girl's tits and carressed her smooth skin.  Her hairy bush
rubbed against Connie's thigh and she opened her legs to make the wet lips
smear a wet trail of pussy juice along the bigger woman's leg Connie raised
one knee and let her slip two delicate fingers into her cunt as Carolyn's
tongue swirled around the dimple of her navel and across her soft pubic hair.

Carolyn replaced her fingers with the twisting, throbbing dildo and Connie
gasped as the vibrating cock entered her vagina, spreading the walls almost to
the limits of their endurance. Moments later, she felt a second one playing
across her clitoris as Carolyn pivoted around on the bed to bring her dripping
pussy to Connie's lips.  While Connie sucked the girl's clitoris, she reached
down and took the dildo rubbing her clit from cvarolyn's hand and slowly
inserted into the girl's pussy.  Carolyn squealed in excitement and rotated
her pelvis into Connie's mouth.  Her strong woman odor evoked a heady
sensation in Connie as she watched the broad vibrator sliding in and out of
her cunt. Carolyn's ass rode high and vulnerable, and Connie tickled it with a
wet finger as she spread her own legs as widely as she could.  Without
hesitation, Carolyn began finger-fucking Connie's ass and Connie returned the
favor with gusto as another orgasm built within her.

As the two women twisted and shuddered their ecstasies between them, Connie
altered between reveries of Kathy's feverish caresses and the steamy presence
of Carolyn's highly skilled touch.  The heavy taste and odor of cunt lingered
in her mouth and when they kissed, she tasted the subtly different taste of
her own pussy on Carolyn's lips.

It had been Kathy who had first thought of rubbing their pussies together, but
it had been she who had turned it into a lush and sensual kiss.  This night,
it was Carolyn who scissored their legs together until her wet cunt pressed
squarely on Connie's, both sets of lips open and pulsing with desire.  They
moved against one another in slow, heavy circles, making sure of full contact
on one another's vulva and clitoris.  As they moved, Carolyn took one of
Connie's feet and sucked her toes one by one while Connie did the same.  Their
juices flowed and mingled as each experienced orgasm after orgasm.  Finally
they collapsed, exhausted.

Connie awoke and stretched.  Carolyn was sprawled beside her, snoring lightly
and she quietly eased herself out of bed and went into the bathroom.  Sitting
on the john, she examined herself and saw her pussy lips swollen and red.  She
peed and patted herself tenderly with the toilet paper.  Carolyn's lips and
thick cunt hair had taken their toll on her soft flesh.  Looking in on the
bed, she could see Carolyn sleeping on her back with her legs spread wide. Her
pussy lips were dark and puffy and her clitoris lay full and prominent. Had
not Connie had such satisfying night already, she would have been tempted to
taste those luscious petals again.

Instead, she quietly slipped on her skirt and blouse, stuffing her underwear
and pantyhose into her pocketbook.  Softly, she kissed the sleeping girl's
nipples and then her lips.

"Good night, Carolyn," she whispered and was answered by a warm moan.

Outside, she felt the cool night air against her bare skin and slid into her
car.  As she drove home, she could still taste the girl's strong pussy on her
lips and she remembered the excitement of making such illicit love.  As she
drove along, she continued thinking and her pussy began to seep once more.
This time, however, she was thinking about Don and the way he fucked her the
last time they were together and the way he had held her after the passion was
spent.





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