Warning:

 The material that follows is adult in nature, containing

graphic sex descriptions.  If you are not over 18, or if such

material is offensive to you, stop here and move on to another

story.

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This is the second part of a story is based on the TV show 

Picket Fences. I got the idea from an episode where Kimberly, 

the 18-year old daughter of the main family in the show, has 

a brief flirtation with her best friend.



I was always disappointed that nothing more came of this, though

of course I knew it couldn't on network TV. So I decided to write

my own follow-up story. 



Here it is.  



*************************************************************

If you like the story, please let me know via e-mail. And if

you have any similar stories to share, please send them to me.

*************************************************************



Karen



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PART 2 (A)



As she hurried home, Kimberly could hardly think straight. Her
mind was going a mile a minute, filled with thoughts about
Rachel, about sex, about her own feelings and desires. The
events of the past couple hours could be a turning point in her
young life. So much to sort out. Where did she go from here?



One thing was certain: she could no longer deny her interest in
women. Even now, she felt her excitement build as she thought
back on what she had just done. In her mind, she could still see
Rachel on the couch, flushed with passion, her body open for
Kim's pleasure. Kim could still feel the supple warmth of
Rachel's skin against her own. Lifting her hand to her face, she
caught the trace of Rachel's scent. The taste of her lingered in
her mouth.



"Come on, Kimber," she told herself as she neared home, "get it
together. They're going to know if you don't play it right." 



Kimberly tried to act nonchalant as she entered the house and
called into the kitchen, "Hi! Sorry I'm late!"



Her mother seemed mildly concerned. "Where have you been? You
almost missed dinner." 



"I know. I'm sorry. I was over at Rachel Harris's shop and we
just lost track of the time. And I'm going to skip dinner, if
you don't mind. I have a lot of homework to get done."



"Are you sure? You should eat something."



"Maybe later. I think I'll just go up to my room."



"All right. How is Rachel, anyway? I haven't seen her in weeks."



"Oh, she'd just ... great! It was really nice spending time with
her."  Kimberly's heart was racing. She knew she was blushing.
She turned away and quickly went up the stairs before her mother
could notice. 



"Ohhh, that was close!" she said to herself. "Mom's so
inquisitive, she surely would have sensed something if we kept
talking." Looking in the mirror, she realized how precarious her
position had been upon returning from Rachel's place. She had
thrown her clothes on when she realized how late it was, and her
hair, usually so perfectly groomed, was all mussed from Rachel's
frantic grip on her head. Anyone looking at her would think that
she had just had a roll in the hay, which of course, she had.
Luckily, she got upstairs before anyone in the family got close
enough to notice.



Collapsing on the bed, Kimberly tried to work out all the things
going through her mind. Being with Rachel was so wonderful. She
was so sexy, so mature, she clearly had had a lot of experience
sexually, probably with both men and women. The idea that she,
Kimberly Brock, could get such a woman so aroused, could make
her come so intensely! It almost seemed unreal now.  



Looking back, Kimberly was disappointed that Rachel had not gone
down on her as she had for her. Of course, Rachel was probably
afraid to be too pushy under the circumstances, seeing Kimberly
as the novice. Really, Kimberly had never had anyone do that to
her, except for a few feeble, aborted attempts by her
ex-boyfriend. Yes, for sure, next time would have to be
different!



As she thought about it, the urges started again. Slipping her
hand down the front of her jeans, Kimberly started a gentle
rhythm between her legs.  She was surprised at how wet she had
become already.  Her middle finger slipped inside her lips and
was immediately coated with vaginal fluid. She pulled her hand
back out, and, with eyes closed, placed the finger in her mouth,
pretending that the taste was from Rachel ... or perhaps some
other girl. 



"God, I'm still so horny," she thought, "if I don't do
something, I'll be distracted all night." Locking the door to
assure her privacy, Kim slipped off her jeans and began to
pleasure herself in earnest.  As her fingers teased her delicate
tissues, she pictured in her mind what she and Rachel had done
together. More excited now, she looked between her own legs,
drawing an image of Rachel's face pushing into her muff. As her
passion built, she pictured other women - movie stars, singers,
even her friends - in that spot, eager to satisfy her with their
talented tongues. 



Spurred by these images, it took little time for Kimberly to
reach orgasm.  With her brothers just in the next room, she
turned face down in her pillow to muffle her cries as her
insides quivered in delight. For some time after the initial
wave, her hips continued to twitch into the mattress, little
aftershocks of pleasure racing up her spine.   



"Well, that's better," she muttered as reality returned. 
Relieved of some of her built-up sexual tension, Kim applied
herself to the homework she still had to do. But despite her
best efforts, her mind continued to wander back to her new
obsession. 



Kimberly wondered what Rachel was doing at that moment. "Is she
thinking about me? Is she masturbating, too, fantasizing about
us together? Or is she feeling guilty, regretful?"  



That last thought was disturbing. There was a good possibility
that Rachel did regret what they had done. Not that she should;
after all, Kimberly seduced her, not vice versa.  But Rachel was
older, probably forty or so, despite her looks, and was supposed
to be the responsible one. And her mother's good friend besides.
Maybe she wouldn't see Kimberly again. That was troubling.



.........



Kimberly didn't talk to Rachel for several days. Both of them
needed time to think about their encounter, to contemplate what
it meant and where it would lead. But Kimberly was never one to
just let things lie. On Tuesday, almost a week later, she was
back at Rachel's shop again. 



"Kimberly ....  hi."  Rachel seemed surprised to see her, and a
little uncomfortable. Neither of them said anything for a moment.



"Hi," Kimberly said finally. "How have you been?"



"Oh, you know, uh ....good."  Rachel was obviously flustered.



"Rachel," Kim started, "you know that what we ... did ... it was
wonderful. And I ... I  know it makes things a little
uncomfortable right now ... but ... I ... hope it doesn't change
anything between us."



Rachel looked at her oddly. "Kim," she said, "how can it not
change things between us? You just don't do what we did with
anybody."



"Well, I know, but, ... I ... I hope we're still friends and
everything. I wouldn't want to lose that."



"Honey, I don't either. It's just that, ... well, ... I don't
want to hurt you.  But we can't have a relationship like ...
that,  ... you understand?"



"I see." Kim thought for a moment. "I understand that. I think I
assumed that, really. It would be a real mess if anyone found
out. And besides, I'm not ready for a serious relationship right
now - not with a man nor with a woman. But I have to say, I'd
like to do it again. Wouldn't you?"



Rachel didn't know what to say. Of course she wanted it again.
It had been incredible, exhilarating. And seeing Kimberly in
front of her, asking, almost pleading for her, was both
flattering and exciting. Why did things have to be so
complicated?



She couldn't say no. "I have to admit, Kim, I do want to be with
you some more. You've been on my mind a lot over the past week."



A little smile came to Kim's lips as Rachel admitted this. Brief
images entered her mind, of Rachel, her hands between her legs,
calling out Kim's name as she played with herself. She felt a
little twinge between her own legs at the thought.



Eventually, they both agreed. Neither had any need nor desire
for a "serious" sexual relationship, but there was no reason not
to meet and talk occasionally as they always had. They only
difference was that now they could also share their bodies and
provide some mutual joy. Rachel once again seemed completely
comfortable, and Kimberly left the shop feeling very satisfied
with the outcome.



..........



It was Friday afternoon, and Kimberly was on her way to the
sheriff's office to see her dad, Sheriff Jimmy Brock. He needed
some papers that he had left at home, and she offered to bring
them over. It was an unusually warm spring day, so it was nice
to be out and about. Besides, she needed something to keep her
busy.



Unfortunately, settling her relationship with Rachel had done
nothing for Kimberly's immediate needs. Their tryst had opened a
whole new world, and Kimberly couldn't wait to continue her
exploration. But she couldn't go back to Rachel right now, just
two days after their talk. So she found herself in very horny
again, desiring the touch of another woman. Some of the girls at
school were driving her crazy. They had no idea, of course, but
the short skirts and tight jeans they wore to attract the boys
were having the desired effect, but on her! She could have
settled for a boy, actually, but as luck would have it, no one
seemed very interested at the moment. "Just as well," she told
herself, "it would probably be a let-down anyway." 



In truth, Kimberly had already ruled out the girls at school.
How could she approach someone? And even if one of them were
interested, it was sure to get out somehow, and she couldn't
live with the embarrassment and shame, especially when her
family found out. She even thought briefly about driving to
Milwaukee that night, to look for a prostitute, but she quickly
realized that was a crazy idea. It  just made her realize how
desperate she had become. She had to find someone! But where?



As she entered the office, she saw Kenny, the local hunk and
along with Maxine, her father's most trusted deputy. "Hey,
Kenny," she said, "have you seen my dad?"



"I think he's back in the records room," he replied.



She walked down the hall until she found the right room. The
door was open, and as she turned the corner to enter, the first
thing she saw was someone's uniformed rear end. She stopped
suddenly, then realized it was Maxine, bent far over a desk,
reading something.



Kimberly couldn't resist a sarcastic remark. "You must be really
proud of that thing to show it off like that."



That gave Max a start. "Huh???? Oh,  what do you mean?"



Kim smiled. "I mean you had your butt on display there for
everyone walking by." 



Max gave a little laugh. "Oh! Sorry. I just started reading this
and forgot what I was doing."



"Just kidding, Max," Kimberly assured her. Actually, if anyone
were going to show off, it may as well be Max. Kimberly had
always envied her bottom, comparing it with her own. She
couldn't count the times she had noticed some guy's gaze
following Max down the street after she passed, and it
definitely wasn't focused on the back of her head! Max had an
almost perfect tush - nicely rounded and just the right size,
what most people would call "tight". Usually, it was hidden by
her bulky, unflattering uniform, but at the pool, or at the
department picnic, when she wore those now famous little shorts,
lots of people noticed. 



"So how are you, Max?", she said.



"Oh, good, real good." Max's face belied her answer. The weak
little smile on her face made it obvious that she was in one of
her low moods.



"It doesn't sound like you're 'real good'", Kimberly offered.
"What's the matter?"



"Nothing, really, I'm fine."



Kimberly just looked at her, waiting for the real answer. She
knew Max. and Max knew she knew her.



"Oh, all right," Max finally admitted. "I'm feeling kind of
down, I guess."



"Why?"



"The usual ... men! I just get so frustrated that I can't find
SOMEBODY that I can stick with. And the thing with Kenny was the
worst, because now it's awkward to work together, too. And here
it is the weekend and it looks like I'll be home alone for the
whole time."



Max and Kenny had had a "thing" for a while. It had a long time
coming, but it was very short-lived. And Max never handled these
things very well.



"Hey," Kimberly said. "why don't I come over tonight? We can get
a good movie, make some popcorn, you know, have a girls' night
out - or in, I guess."



Max considered the offer for a few seconds, then brightened up
and said, "Okay! Yeah, let's do that. Is 7:30 good?"



"7:30 is perfect! I'll get the movie. See you then."



Kimberly left the room with a rush of excitement. This situation
had promise. She had no idea about Maxine's sexual preferences,
although everything she knew told her she was completely
heterosexual. On the other hand, she knew Max. Max was always a
bundle of mixed up emotions, and Kimberly was pretty confident
she could use that to her advantage. The fact that Max was just
coming off a sour ending to her relationship with Kenny was even
more encouraging. She was vulnerable right now, and while Kim
would normally be appalled at taking advantage of such a
situation, at this point, her urges were getting the best of
her. Besides, Max might really like it.



"Hey, Kim!"   Her thoughts  were interrupted by her father's
voice. She felt herself blushing at her thoughts in from of him.



"Hi, Daddy. Here's the papers you wanted."



"Thanks, sweetheart. Say, is anything wrong? You look a little
flushed."



Kimberly tried to be cool. "Oh? Why, no, I don't think so, ...
but I have run, really ... bye now!"

She quickly left the station, already plotting her strategy for
what she hoped would be tonight's seduction.

It was exactly 7:30 when Kimberly arrived at Max's place. She
could have been there much earlier - in her anticipation, she
had found herself ready to go forty-five minutes early. Max
opened the door and greeted her with a warm smile. She was
wearing shorts and a T-shirt - light clothing for early April in
Wisconsin. 



Chiding her playfully, Kimberly said, "Gosh, Max, rushing the
season a bit, aren't you?"



Max was in good spirits. "Yeah, I know, but it was extra nice
today, and it got me in the mood, so I thought I'd just push the
feeling. I was going to go for a run, but I just never got
around to it, so I turned up the heat a little and made like
summer!"



Kimberly noticed the warmth in the room. "Gee, I wish you'd told
me. I would have dressed lighter."



"Oh, I'm sorry! I'm so thoughtless," Max said. "Just take off
your sweater."



Shrugging her shoulders, Kim replied, "Uhh ... nothing
underneath, I'm afraid."



"Oh. Well, here, let me give you something lighter. I'm sure
they'll fit okay. And we'll just have a 'summer' night!"



That sounded good to Kimberly. She knew she couldn't stand the
heat in her current dress. Besides, the more exposed skin they
each had, the simpler her task would be. So Max found another
T-shirt and shorts for Kim, which she quickly slipped into.



Kimberly had rented the movie, and her choice was carefully
planned. "The Hunger" starred Catherine Deneuve as a female
vampire. It was an old movie, for sure, but she knew that it had
a mild, dreamy lesbian scene between Catherine and Susan
Sarandon, which she hoped might provide some opportunity for
her. Her excuse to Max was that she'd always wanted to see it,
being a twist on the usual male vampire bit. 



So they watched the movie, eating popcorn, talking , drinking
wine (Kimberly had to laugh at Max's concern: "You won't tell
Jimmy, will you?" Little did she know. What would her father
think if he knew what Kimberly really had planned?).



Kim drank just a little, enough to give her that relaxed, warm
feeling. Max was drinking more (with Kimberly's subtle
encouragement), and was obviously feeling very good. Kimberly
sat on the floor, Max on the couch, putting Kimberly's eyes on
level with Max's hips. Each time Kim would sneak a look at Max's
lovely legs, her excitement grew a little more. At first she
worried that Max would notice her little peeks, but she soon
realized that her guard was down. She never suspected Kim's true
desires. At one point, she even changed positions to sit
Indian-style on the couch, which allowed Kim to look right up
the leg of her shorts. Kimberly felt her heart race as she got a
clear view of the crotch of Max's plain cotton panties. She kept
stealing looks, teasing herself, getting more aroused while
trying not to show her feelings or get caught.



Unable to resist, Kimberly took her first step. "Would you pass
me that popcorn?" It was an innocent question, but as she asked
it, she touched Max's thigh with her hand. It wasn't overt
enough to be really noticed, but she did let her hand linger, to
enjoy the feeling of Max's skin and perhaps put the start of an
idea in her head.



"Gosh, are your legs always so smooth? You must have just
shaved."



Max suspected nothing. "No, not really - a couple days, I think."



Just then the lesbian scene started. Kimberly feigned innocence.
"Well, this is interesting," she said. 



"I kind of thought this was coming," Max replied. Then she
added, "There's always an underlying sexual thing with vampires.
Why should it be different just because the vampire's female?"



Kimberly gave Max a look that showed she agreed, but she said
nothing. This train of thought had promise, and she wanted to
let Max mull it over. Finally, she said, "But why wouldn't a
female vampire go after a man?"



"I guess she just has good taste!" Max said flippantly. 



Kimberly's senses perked up at this. "Oh? What do you mean by
that?"

 

Max was suddenly flustered. "Oh, nothing!. I mean, I was ...
just ... trying to be funny."



Kimberly kept her gaze on Max, trying to see if there were more
to the comment, subtly indicating that if so, she was willing.



Max looked away, slightly embarrassed. Suddenly, Kimberly moved
up to the couch next to Max and said, "Let me rewind this a
second. I missed part while we were talking." Without waiting
for Max's response, she backed up to the beginning of the scene
a started again. Without being obvious, she let her leg settle
against Max's. The feeling of their bare skin together was
electrifying, but she managed not to show how much she enjoyed
it. 



Both women were silent as they watched the two attractive
actresses making love. The scene was very tasteful, mostly
implied, though it did include a sensuous kiss and a brief touch
of a breast. 



"This is kind of erotic," Kimberly said.



All Max could say was "Uh huh."  It was erotic, but she felt
funny sitting there watching it with Kimberly so close to her.



Still looking at the TV, Kim said tentatively, "Have you ever
thought about it, Max?" Then looking over at Max with her most
innocent expression, "You know, with another girl?" She shifted
a little on the couch, just enough to create more contact
between their legs. She could see Max reacting, trying not to
show it. Her breathing changed ever so slightly. Was she nervous
or excited? 



"Oh, I don't know... really. ... Have you?"



This was encouraging. "Everybody thinks about it sometime," Kim
replied, "don't they?"



"Yeah," Max said hesitantly, "... I guess so."



Kimberly placed a hand about two-third the way up on Max's
thigh, then moved it slowly down toward her knee. Her own breath
was coming faster now, but as usual, she remained in control as
she asked, "Do you want to try it?" Her hand gave Max a subtle
squeeze.



Max's eyes were wide in amazement, or terror, or some other mix
of emotions. She just looked at Kim, trying to decide what to
say. Kim's hand moved back up her thigh, caressing, trembling
slightly as it moved. They looked at each other in silence for
what seemed like a long time, but was really about ten seconds.
Kimberly's liquid brown eyes drew Max in, absorbing her. Max's
lips were slightly parted. Finally, with her typical initiative,
Kimberly leaned forward to bring their lips together.



Four eyes closed as they enjoyed the rapture of their first
kiss. Still the aggressor, Kimberly took Max's upper lip between
her own, running her tongue over its soft tissue before letting
it enter Max's now ready mouth. Arms moved to embrace one
another as Kimberly's tongue explored, until at last Max
responded in kind. Kim's hands caressed Max's arms, her cheek,
her side, even brushing briefly over her breast.



When Kimberly finally pulled away to look at Max, she was highly
aroused. She was panting, her eyes staring intently at the
red-haired beauty, her nostrils flared with passion. Max, too
was aroused, and while she was still clearly nervous, it was
obvious to both of them that they wanted to go on. 



Kim placed a wet kiss on Max's neck, followed by many more as
her hands reached under her  T-shirt. Through Max's thin sports
bra, Kim could tell that her nipples were already erect. She
played with one, rolling it lightly as she delighted in the warm
fullness in her hand. Moving her mouth to Max's ear, she swirled
her tongue in, drawing a gasp and tremble from her new lover. 



"Let's do it," she whispered.



Max nodded her agreement, then added, "In the bedroom."



They quickly moved to the next room, where they both started
taking off what little clothes they wore. As Max removed her
bra, Kimberly was treated to the lovely sight of her breasts,
not large, but perfectly shaped, with deep pink nipples against
their milky-white background. When Max  reached for her white
cotton panties, however, Kim stopped her. "Don't," she said,
"leave them on ... for now." Since she had caught that glimpse
of Max's crotch earlier, Kim had been thinking about those white
panties. Now, as she neared her goal, she wanted to savor the
sight, to let her tension build a little longer. Besides, she
wanted the thrill of taking them down herself. 



Kim herself stripped naked before Max's watchful eyes. Her body
had the easy firmness of youth, the lovely contours that come so
easily at her age. Her breasts were more conical than Max's, and
the nipples stood out due to Kimberly's state of arousal. The
winter whiteness of her skin made her seem extra soft. Between
her legs, the dark tuft of her pubic hair appeared damp already.
Max felt a growing excitement in anticipation of touching her.



Kimberly, despite her age and smaller stature, continued to play
the dominant part. After days of private fantasies, after an
evening of furtive glimpses at Max's body, she was in no mood to
wait.  She gave Max one more long, soulful kiss, then pushed her
down onto the bed, positioning herself on top. They continued to
kiss, Max uttering little cries of pleasure, until Kimberly
moved down to suckle one pink nipple.



Kimberly took each tender nub in her mouth while her hand drifted 
down to tease between her legs. Then she began moving further down, 
over Max's smooth, taut stomach. The young woman responded with a 
quiver and a sigh, loving the feel of Kim's wet tongue on her 
underbelly, acutely aware of where it was heading. 



Kimberly moved down steadily, over the curve of Max's hip, to
the tender flesh of her inner thigh. Max parted her legs
slightly, and Kim was now just inches from the crotch of Max's
panties. Seeing the wet spot in the middle, she smiled with the
knowledge that she had caused it. She placed her mouth directly
over it, filling it with the taste of cotton and woman. A heady
aroma invaded her nostrils.  She sucked gently on the fabric,
taking in the soft flesh beneath it. Her tongue worked back and
forth over the hidden slit, drawing still more moisture.



"This is so good," she said to herself, "so hot, so sexy. All
those people who think of sweet Kimberly Brock, sheriff's
daughter, Miss goody- two-shoes, what would they think if they
could see me now, sucking on some girl's, no ... some woman's ...
panties?"  The idea turned her on even more, and she stroked
Max's thighs as she continued to lick and suck with increased
passion.



After a few minutes of this had raised Max's temperature just a
bit higher, Kimberly pulled back. Her hands were shaking as she
placed her fingers inside the waistband of Max's panties and
slowly pulled them down. Max's hips came off the bed momentarily
as the modest garment slid over the soft curve of her buttocks,
revealing the dark red patch of her pubic hair. As Kimberly
pulled them over her feet and off, Max's legs opened wide. At
their center point, the dark pink folds of her vulva glistened
with wetness. Kimberly moved closer until, unable to suppress a
little cry of lust, she placed her lips inside.  



Max responded with a cry of her own. Kimberly had been
successful at prolonging this for both of them, until they both
were at a fever pitch. Max's hips moved rhythmically against
Kim's hot mouth, trying to extract as much pleasure as possible.
And Kim was willing to give all she could.  Her tongue wormed
into the red heat of Max's vagina, loving the taste of the young
woman's horniness. Her hands were everywhere - holding Max's
breasts, parting her thighs, cupping the firm cheeks of her
bottom. Her lips locked onto her swollen clit and sucked
gingerly, causing Max to squeal from the intensity of the
sensation.



Kim was like the proverbial kid in a candy store, wanting to try
out all the tricks she had. It seemed obvious that this was
Max's first time, and she was anxious to give her the best. 



"Max, turn over, will you?" Lost in the torrent of passion, Max
quickly rolled onto her stomach. "Now lift your butt up," Kim
continued, "on your knees." Max now had her head on the pillow,
with her lovely derriere raised obscenely in the air. "Oh,
Maxine ..." Kim muttered.



Kimberly climbed onto the bed behind Maxine's incredible sexy
bottom. She could see the red tuft of her bush trailing down
between her legs.  Warming up, she placed soft, wet kisses on
Max's rear, teasing her with one in the crease of her ass. Then,
placing one hand on each cheek, she reached her head underneath
and took a long, slow lick at Max's now very wet pussy. 



Max arched her back as the shivers ran up and down it. "Oh sweet
Jesus!!!" she cried, "Kimberly! Oh... that's nice ...
mmmmnnngghh"



Kimberly quickly put her tongue to work between the soft folds
of Max's pussy. She ate Max out for twenty minutes or so, doing
her best to show her the subtle joys of lesbian sex. Max seemed
close to orgasm, but Kim didn't want that yet - she wanted to
stretch this out, to drive Maxine crazy with lust, to give her
the best orgasm of her life.



Running her tongue up the wet slit from behind, Kimberly
continued up, between the cheeks of Max's magnificent ass until
she reached the tender tissues of her anus. Uttering low grunts
and groans as she went, she wet the pink, little hole with her
saliva, licked over the whole surface and tickled the most
sensitive center with her tongue-tip. 



Max was beside herself now. Her ass had always been very
sensitive, and on several occasions her dates had provided her
with this particular treat.  But his was different. This was no
horny guy behind her. This was Kimberly, her boss's daughter,
expertly rimming her asshole and apparently loving it. As Max
looked to her right, she caught the image of them in the mirror,
Kimberly's face only half visible, pushed deeply into the crack
of Maxine's ass. 



That image, combined with the luscious feeling of Kim's wet
tongue up her butt, almost put her over the top. But once again,
Kim stopped her short, pulling away just as she thought she was
there. She moved again, this time climbing under Max, between
her legs. With a gently pressure, Kimberly lowered Max's hips
onto her face. Opening wide, she took Max's entire mound into
her mouth, sucking it as if it were a juicy peach. Drops of
girl-cum fell into her mouth as she thrust her tongue deep into
Max's core. 



"OH MY GOD!!!!" Max screamed, "That's it .. YES! ... OH! ...
GOD! ... Here it comes... OH!!!!!" Kimberly's own cries were
muffled by the convulsing pussy that filled her mouth. She had
superbly worked the young deputy's body into a tumultuous orgasm
that went on and on, waves of pleasure rocking her body as she
rode Kimberly's face to completion.



When she finally recovered, Max climbed off Kimberly and lay on
top of her, kissing her tenderly. She reached down to cup Kim's
pussy with her hand. It was very, very wet. She tasted herself
on Kim's tongue and thought about the next steps. The girl had
made had come so hard, so nice, she wanted to please her, too.
But she wasn't sure if she was ready to do that to a girl. 



"Kim, I ... I don't know if I can do what you just did. I never
have."



Kimberly was disappointed, but she didn't show it. She knew Max,
and she felt confident she could change her mind. "Oh, that's
okay," she said, "I understand."  But her tone was such that Max
could clearly hear the letdown. And she continued, "I can do
myself." 



As expected, that woke up the guilt in Max. Closing her eyes as
if talking to herself, she said, "No, I can do it, I know I can.
Just give me a second." She sat there for a few seconds,
breathing deeply, preparing herself, wondering how it would
taste. Then the turned back to Kim and said, "Let's start with a
kiss."



They did kiss, but Kim clearly needed more fast. She had made
love to Max for almost an hour, building her up, exploring her
body in ways she never had anyone, and she was more excited than
she could ever remember. Reaching down, she confirmed her
suspicion that her fluids were actually running down her legs.
She needed relief now, and she knew how she wanted it.



Placing her hands on Max's shoulder, she gently but firmly
pushed her down her body. Max moved first to her breasts,
sucking them sweetly, but Kim again pushed her down. As Max
moved over Kim's belly, she could clearly smell her excitement.
Kim was really turned on now, whimpering, moaning, playing with
her own nipples. When Max was finally between her legs, Kim
spread herself obscenely, pushing her pelvis forward, begging
for Max's tongue. "Oh Max, please, eat me, oh I need it, please!"



Max looked at Kimberly's inflamed pussy. The whole area between
her legs was shiny and wet. She could see her swollen clitoris
peeking out at her. Suddenly, she found this very arousing. As
Kimberly's hips began a sexy rumba, Max grabbed her tush and
placed her mouth over her wet lips. Kim's hips shot forward as
she cried out in ecstasy.  



Surprisingly, the taste was not the thing she noticed first. It
was the heat - the hot, wet heat of Kim's pussy surrounding her
tongue as it probed inside. And that was incredibly erotic for
Max. Now she was into it. To Kim's delight, she began eating her
pussy like she couldn't get enough. Max was moaning and crying
into Kim's moist flaps, raising Kim to even higher levels of
passion. Max loved the feeling of Kim's walls clutching her
tongue, and she plunged it deep, deep inside her. Kimberly's
hands grabbed the sheets as Max worked on her. Suddenly, Max
felt Kim's hand on her own, guiding it between her asscheeks.
Taking the hint, Max first wet her finger in Kim's sopping
pussy, then drove its full length into Kimberly's asshole. Kim's
hips shot off the bed, her hands grabbed at Max's hair, and she
came with a fury, grunting and crying out, screaming Max's name.



For the next two hours, the two young women enjoyed each other
to the fullest, discovering each pleasure spot, experimenting
with new things, and repeating the best of them. They could have
gone on all night, except that Kimberly had to go home.



On the way home, a funny thought occurred to Kimberly. She
should send Kenny a thank you card. After all, if he weren't
such jerk, she wouldn't have had her first two lesbian lovers. 
The next time she saw him, she'd have to ask what ever happened
to those two twins he used to date (just kidding).





***********

..........





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