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Archive-name: 3plus/sue.txt

Archive-author: 

Archive-title: Sue





	All semester long, Sue had admired her roommate, Judy. 

Judy seemed the woman about campus, always with a flock of guys around

her. Many nights, Judy had quietly slid back into the room, late at

night.

	They had agreed to be roommates again the next semester.  

	All during the break, Sue looked forward to returning to school.

At last it was time to return.  Back to her same dorm room and

sameroommate.  

	Judy was just as glad to see her and hugged Sue enthusiastically.

Judy quizzed her about her break.  "Meet any guys?" ,she asked.

	When Sue answered in the negative, Judy replied that it was

timefor Sue to get with the program.

	Later that evening, when Judy strolled out of the bathroom

aftertaking a shower, Sue averted her eyes, as she always did.

	"Hey, lighten up!"  Judy exclaimed.  "There's nothing here

that'sgonna hurt you."

	As she finished drying herself, Judy casually dropped her towel

onthe bed.  "Hey, look up."

	Sue reluctantly raised her eyes.

	"There's a lot of guys that would give their left nut to see

this body, let alone touch it, " Judy stated, as she stood before

Sue,cupping her own firm breasts.  "I'm rather proud of this body."

	"Com' on, take off that nightgown, let's see what

you'rehiding..."

	Very hesitantly, Sue removed her nightgown and clutched it

infront of herself.

	"No, no, put it down.  That's better.  Wow, you're a

littleknockout yourself!"

	Sue blushed crimson at the compliment, but secretly took

pleasurein it.

	"You don't need that silly gown, girl.  There's only the two of

ushere and it's not cold.  Put it away."

	Sue had to admit to herself later that night, as she drifted

offto sleep, that it felt good to lie naked under the sheets.

	A couple of nights later, Judy brought a six pack back to

theroom.  After her second beer, Sue was feeling fuzzy and relaxed. 

Shewas sipping on her third when Judy's question made her heart race.

	"Ever played with yourself?"

	"Nnnno...." Sue stuttered.

	"I thought not."  With that, Judy started to strip.  Sue

watchedin secret fascination as Judy began caressing her now naked

body.

	"Feels soooo good." Judy sighed.  "Finish your beer and get

naked,girl....."

	Sue swallowed the last of her beer and slowly undressed, her

mindtoo fuzzy to protest.  She began caressing herself as Judy

coached,demonstrating on herself.  In time, she reached an

earthshattering climax.

	"Wasn't that good?" ,Judy asked.  Sue could only murmur in reply.

She sank soon after into a restful sleep.

	Over the ensuing days, Sue found herself touching herself at

oddtimes, enjoying the sensations.  It was a few weeks later that she

layin bed, masturbating.  She was so intent on the feeling, that

shedidn't hear Judy come in the room.  When she realized that she was

notalone, she stopped in alarm and covered her body with her hands.

	"Hey, don't stop, you look like you were enjoying yourself. 

God,jthat Jimmy knows how to make love to a girl."

	As Sue listened to her roommate talk of that night's

adventure,she found herself becoming aroused.  Before long, her finger

was againburied in her cunt, stroking her clit.  The combination of

her ownactions and listening to her roommate's story brought her to

athundering orgasm.

	Afterward, Judy came over and hugged her.  "Wasn't that good?"

	"Wow!"  Sue replied.

	As the days passed, Sue found herself masturbating often,

often with Judy's encouragement or while listening to Judy's tales of

herexploits.  Sue found herself secretly wishing she could be more

like Judy.

	One weekend, Judy came back early Sunday evening with a smile

on her face.  "Have I got a treat!" she said, as she pulled a

small plastic bag from her purse, filled with something green.

	"What's that?" Sue asked.

	"Grass, ever done any?"

	"I don't know....."

	"It won't hurt you."  Judy assured her as she deftly

rolled several joints and lit one.

	When the lit joint was passed to her, Sue hesitantly took a puff.

Although smooth, the smoke made her cough.  She watched as Judy

tookback the joint and took a deep drag, holding the smoke deep in

her lungs.  Sue tried to follow her lead, but still found it

difficult.

	After a few tries, she was still having trouble.  Judy came

over and sat beside her.  "Now, when I tell you to, open your mouth." 

Judy said, just before taking a deep drag.  On Judy's signal, she

turned herhead toward the other girl and opened her mouth.  Judy put a

hand onher shoulder and leaned close, blowing a stream of smoke into

Sue'swaiting mouth.  Sue sucked the smoke in deep.  After a few times

doing this, Sue started feeling strange, giddy.  When the joint was

done,Judy looked at her and asked her how she felt.

	"Loose.  Like I'm floating."

	They did another joint and devoured a bag of potato chips. 

Sue felt detached from reality, at peace.  Judy rolled and lit

another joint.

	"I don't know about you, but smoking this stuff makes me horny."

Judy commented as she readied to take another drag.  Sue was too

high to answer.  As they continued to smoke, Judy began slowly,

sensuously caressing herself, slowly removing her clothes.  Sue found

the idea somehow appealing and soon followed suit.

	It was not the first time they had masturbated in sight of

each other, but always in the past, they had been in their own beds,

across the room from each other.  This time, they were sitting next to

each other.  

	This time, when Judy leaned over to blow smoke in Sue's

mouth,their lips nearly met.  Sue felt a thrill course through her. 

The thoughts she was having here forbidden, but she didn't care.  The

next time, when Judy's lips did brush hers, Sue offered no

resistance,eagerly sucking in the smoke.

	Judy seemed to tantalize her the next few times, hinting

atillicit pleasures.  Sue didn't notice that her friend's had no

longer rested on her shoulder, but on her side.

	Taking another drag, Judy again leaned over to offer Sue

the smoke.  Sue leaned forward slightly to accept it.  Their lips

met solidly.  Neither girl broke the contact quickly.  The next time,

 there was no question but that the contact was a kiss.  Sue felt her

heart racing.  Again, Judy leaned over.  Again their lips met.  They

held the kiss long after the smoke had been passed.  Sue felt the hand

that had been at her side slide over to lightly brush her breast.  She

shuddered with excitement.

	Taking one last drag, Judy once again leaned over to pass

the pungent smoke.  This time, the kiss was longer still.  The hand

that had brushed her breast last time lingered, caressing her tit,

lightly pinching the nipple.  Another hand slid between her legs,

searching forher womanhood.  Sue parted her legs, giving better

access.  A second hand joined hers, stroking her swollen pussy.

	When Judy gently pushed her down, Sue did not resist.  She

layback on the bed as the other girl's hands explored her body,

sending thrills through her.  When Judy finally broke the kiss, Sue

 was disappointed, until they other girl's lips trailed down her chest

 to her breasts, licking them, sucking them, nibbling at her nipples. 

 Sue felt herself nearing a climax.  She fingered herself faster and

Judy's finger seem to keep time.  She almost screamed with delight

when her orgasm finally came.

	Judy cradled her in her arms after wards and Sue quietly

drifted off to sleep.

	When Sue woke up the next morning, it was to find herself naked

 in the arms of an equally naked Judy.  At first, she was startled. 

Had they done what she thought they did last night?  Yes they had. 

And,admittedly, it had felt good.

	Judy lifted her head.  "Have a good sleep?"  

	"Relax, we don't have a class until late today.  I know you had

a good time last night."

	Sue had to admit that that was true.

	"I've wanted to make it with you for some time."  Judy admitted.

"You've got a lovely body."  As she spoke, her hands gently

caressed Sue's body.

	At first Sue hesitated, but the sensations were so nice that

she quickly yielded.  Judy's expert caresses aroused her.  When Judy

leaned over to kiss her, Sue returned the kiss.  Her hands meekly

ventured to feel her roommate's body.  She imitated Judy's actions,

knowing that what Judy was doing to her felt great and wanting to

return the favor.

Judy finally broke the kiss and moved up, presenting a breast to

Sue'smouth.  Sue eagerly licked and sucked the proffered tit.

	Judy slowly pulled away again and bent down to return the favor.

This time, after sucking Sue's nipples to painful erectness, she

slid her tongue down Sue's belly.  Sue jumped involuntarily when Judy

tongue slid into her red thatch of pubic hair.  Judy's tongue

continued its journey, exploring her vagina, finding her clitoris. 

Waves of pleasur ecoursed through Sue's body.  She pressed her pubis

against Judy'shungry mouth.  She finally shook in orgasm as Judy

expertly brought heroff.

	That evening after dinner, they wasted little time.  They

were quickly in each others arms.  Sue was anxious to return the

pleasure that Judy had given her.  She greedily sucked Judy's tits

until Judy moaned with pleasure.  Slowly, she trailed her tongue down

her friend's belly to her blonde bush.  Eagerly, she sought the other

girl's clit, sucking the swollen knob while Judy writhed above her. 

Her efforts were rewarded before long when Judy shuddered in orgasm.

	After she'd recovered, Judy told Sue, "We can do each other at

the same time.  Swing your hips up this way and lay on your side." 

Before long, they were in a 69 position, avidly tonguing each others

twat.	

	"We've got to do something about your clothes."  Judy remarked

as she watched Sue rummaging through her closet.  "You dress like an

oldmaid.  Let's go do some shopping today."

	"No, no!"  Judy exclaimed as she saw the clothes that Sue

was planning to wear.  "We're close enough in size, you can wear some

of my stuff."  

	Looking through her clothes, Judy selected an outfit for Sue. 

Sue hesitated.  "What's the matter?"

	"I don't know if I can wear those things."

	"Sure you can.  Stop worrying."

	"Well, okay...."

	Under Judy's watchful eye, Sue dressed.  Tight blouse,

silk panties, short skirt, and a pair of heels.

	"I don't feel right without a bra."

	"You'll be fine.  You've got a nice set of tits.  Don't be

afraid to show them off."  Judy said as she softly stroked Sue's

breasts through the soft material.

	Judy slipped on a pair of tight shorts, knotted a blouse under

her breasts and slid into her heels.  They headed out the door for

their shopping spree.

	Hours later they returned, exhausted but happy.  Sue was

still expressing reservations about wearing some of the clothes she'd

bought. Judy again reassured her.

	After a quick shower, Judy began dressing.  "Don't wait up,

I'll be late.  Got a hot one tonight."

	She noticed the sad look on Sue's face.  "Hey, it's time you

got yourself a guy.  With a body like yours, there's no reason you

can't. Did you see all the looks you were getting this afternoon?"

	"Come here, girl."  Judy took Sue in her arms.  "You'll be fine."

	Judy looked thoughtful.  A wicked look came into her eyes.

	"Wanna be really kinky?  I can bring Joe back here tonight. 

All you have to do is hide.  That closet over there.  I'll ring

from downstairs.  Three rings.  Just hide and watch, okay?"

	The idea had a strange appeal to Sue.  She had done so many

things lately she'd never thought she'd do.

	After a long soulful kiss, the girls parted and Judy headed

out the door.

	As agreed, Sue kept the lights low.  A few hours later, the

phonerang.  Three rings.  The signal.  Her heart racing, Sue slid into

the closet and positioned herself.

	A few minutes later, the door opened.  Judy entered on the arm

of a tall blonde man.  From her vantage point, Sue watched as

they embraced and kissed.  Joe's hands were all over the blonde girl's

body. When his hand cupped a breast through the silky blouse, she

offered no resistance.  His hand slid inside the blouse and stroked

the naked tit underneath.  Meanwhile, her hand slid down the front of

his pants and stroked the outline of his erection.

	Sue was perfectly positioned to see everything as the

couple slowly and erotically undressed each other.  She was shocked

when Joe's prick came into view.  She'd never seen an erection before.

She was equally shocked when her roommate slid to her knees before the

waiting man and took his cock into her mouth.  How could she swallow

that big thing?  She was taking every bit of it!

	Before long, Joe raised Judy up and led her to the bed.

Positioning her on the edge of the bed, he prepared to enter

her waiting pussy.  No, he'll split her apart with that big thing,

Sue thought.  But it slid easily into place.  Before long, he was

thrusting in and out of the girl's cunt.

	Sue's hand slid to her vagina as she watched the

sensuous exhibition.  Before long, she was frantically fingering

herself in time to the fucking action of the couple across the room. 

She climaxed right after Joe did, stifling a moan.

	Sue watched a few minutes later as Judy attempted to revive

Joe's limp organ.  She watched as Judy expertly sucked his prick back

to life.  As she continued to watch, Judy turned her back and leaned

over the bed.  Joe positioned himself behind her.  It took a moment

for Sue to realize that he was fucking Judy's ass!  Leaning over her,

he was fondling her tits while his cock stroked in and out of her

anus.

	Sometime later, Joe dressed and let himself out of the

room,leaving an apparently sleeping Judy lying on the bed.  When Sue

crept out of her hiding place, Judy opened her eyes.

	"Come here, love.  Enjoy the view?"

	"Oh, my god." Sue replied as she crawled in next to Judy. 

Judy silenced any further comments with a kiss and they were quickly

making love.  Sue noticed the strange salty taste as she licked the

other girl's pussy.

	"You tasted a little bit of Joe's cum.  You're a cocksucker

once removed."  Judy told her with a laugh.  The girls talked about

the events of the night until they fell asleep in each others arms.

	When they woke up the next morning, Judy casually said, "I've

got to introduce you to Harry.  Wait right here and I'll go get him."

	"Shouldn't we get dressed first?"

	"No, Harry's at his best around naked women." Judy laughed. 

With that, she opened a drawer in her chest, reached in, and turned

around.

"This is Harry."

	"What is it?"

	Judy held a 6" dildo in her hand, shaped like a cock.  "He's

my dildo.  He's only average size, but he's a real lady killer.  He

never gets limp, always wants to fuck."

	"But what do you do with it?"

	"Use your imagination, girl.  What do you think?  He looks like

a cock for a reason....  Here, watch."

	Judy walked back to the bed and sat at one end.  Sue watched

infascination as her friend sucked the plastic phallus into her mouth.

Her head bobbed up and down, swallowing the entire dildo on

each down stroke.

	"Learn to do that to a man and he's yours for life," Judy joked.

She brought the saliva covered prick to her waiting pussy and slid

it in.  As Sue watched, Judy fucked herself with the artificial dick

until she brought herself to a roaring climax.  "God, that was good"

she breathed.

	"It's time you started learning about making it with a man. 

And Harry's just the man to teach you.  Here."  Judy handed the dildo

to Sue.

	"Just kiss the head at first.  That's right.  Now take just

the head between your lips.  Okay, now a little more.  Good, keep

going."

When Sue started choking, Judy explained how to relax the muscles

of her throat to accommodate the intrusion.  Before long, Sue was able

to easily swallow half the length.  "That's good, keep going, a 

little more...."

	In time, Sue was able to duplicate her roommate's

action,swallowing the entire plastic penis.

	"The guys'll love you, dear.  Suck his cock properly and

he'll follow you anywhere.  Damn, watching that action made me horny. 

Let's make it."

	Sue started to put the dildo down and move toward Judy.  

	"No, bring him with you.  Remember how I fucked my cunt?  I

want you to fuck my ass with that thing while you eat me."

	As they settled into position, Sue gingerly placed the dildo

at Judy's anus and slowly inserted it.

	Judy broke her mouth away from Sue's hungry snatch.  "Don't

play with it, fuck my ass, ram it in and out.  I know you saw Joe

last night.  Do it like that."

	Sue picked up the pace, buggering her friend's asshole with

the dildo with feeling, sucking her clit at the same time.  Judy's

response was to redouble her efforts on Sue's cunt.

	Judy stifled a scream of pleasure against Sue's pussy as

 she reached a shuddering orgasm.  Her renewed efforts drove Sue over

the top as well.

	Later that afternoon, Judy told Sue, "We're going out to

dinner after classes tomorrow.  You're going to be wined and dined."

	"Why?"

	"It's time you got your cherry busted."

	"But, who?"

	"Harry, who else.  The perfect gentleman.  He does it with

style."

	The next day, Sue waited on the end of classes with a mixture

of anticipation and dread.  Finally, it was time to head back to the

dorm.

Judy was already in the room when Sue arrived.

	"Shower's yours, I'm done, I'll get your clothes ready."

	Judy was already dressed when Sue came out of the bathroom. 

A frilly, almost sheer pink blouse, short, silky white skirt and

white spiked heels.  Sue could see her nipples straining against the

fabric,in fact, she could almost see Judy's aureoles through the

material.

	On Sue's bed lay the short, silky light blue dress and heels

she'd bought recently.  As she headed for her chest to get a pair of

panties,Judy stopped her.  "Wear exactly what's on the bed."

	"But!"

	"But nothing!  Who knows, you might wanna flash some guy in

the restaurant."  With that, Judy lifted her skirt to expose her 

blondebush.

	"Not likely."  Sue replied, as she slid into the dress.

	"Ah, but you never know.  Hurry up with the shoes, it's

almost time for the three of us to get going."

	"Three?  Who else is coming?"

	"Harry, who else?"  Judy smiled as she patted her purse

to indicate she was carrying her dildo.

	Sue had to admit to herself that she enjoyed the looks they got

as they entered the restuarant and all the time they were there. 

They were a couple of great looking broads.

	Dinner was excellent, as was the wine.  For dessert, they

decided to split a sundae.  Judy motioned to the cherry atop the

sundae.  "It's yours, you won't have your other one too much longer, "

she laughed.	Back at the room at last, Judy took her dildo out of

her purse.

	"If Harry has one weakness, it's that he's a little short

on foreplay, so I'll have to stand in for him.  Come here, sweetie."

	Sue melted in Judy's arms.  While Judy expertly kissed her,

Judy's skillful hands fondled Sue's body.  Before long, Sue's dress

was on the chair.

	Judy stepped back.  "Hmmmmm, much more of that and I'll

forget about what we're supposed to be doing.  Here's Harry, he does

need some preparation.  Remember what you learned the other day."

	Sue took the dildo from Judy.  Treating it like a real penis,

she kissed and sucked on it until it was coated with saliva.  Lying

back,she spread her legs and positioned the dildo at the entrance to

her vagina.

	"Okay, now start fucking.  Take it easy at first.  Slow, not

too deep.  Speed up as you need it.  If it hurts if you go in too

deep,pull back.  Wait until you're cumming, than ram him home.  Won't

hurt quite so bad."

	Following instructions, Sue pressed the prick slowing into

her cunt.  She could feel the walls of her vagina expanding to

accommodate the invasion.  Slowly, she increased the speed and depth. 

Damn, it felt good.  She felt herself nearing the brink.  A little

faster. Almost.  There!  God, it was great.  She was exploding.  She

rammed the cock home.  The quick tearing sensation and sharp pain she

felt was overwhelmed by her pleasure.

	Judy had by now stripped and climbed onto the bed. 

Straddling Sue, she presented her wet cunt to Sue's face.  Grabbing

Judy's asscheek with her free hand, Sue nuzzled Judy's pussy while

she continued to fuck herself and Judy stroked her own tits.  After

several orgasms, they collapsed in a heap on the bed.

	The big night had finally come.  No "date" with Harry this

time,this time it was a man.  Judy had helped her prepare.  Stockings,

lacy garter belt, silk panties (don't make it too easy) drawn on over

the garters (don't make it too hard, either), tight skirt (show off

that ass, girl), tight blouse, unbuttoned just right (show plenty

of cleavage), and the highest heels she could walk in (really firms

up your ass).

	Bob was right on time.  What a hunk!  Sue trembled

with nervousness.  His admiring gaze reassured her, though.

	Over dinner, they talked of many things.  It turned out that

he was an old friend of Judy's.  Sue could imagine what some of

that implied, she knew her roommate well.

	By the time they finished dinner, the band was playing, a

nice slow ballad.  When asked to dance, she melted in Bob's arms.  He

pulled her body to his and she offered no resistance.  By the end of

the song,his hand that had been at her waist was resting at the top of

her asscheeks.

	When the band segued into another ballad, they remained on

the dance floor.  Bob's hand slipped lower on her ass.  She could feel

his erection pressing against her belly.  God, she wanted him!

	At the end of the number, by mutual agreement, they decided

that it was time to leave.  Judy had told then that the dorm room

would be free, although Sue knew the truth.  Judy would be hiding, as

she had a few weeks ago.

	Once in the car, she quickly slid over next to Bob.  Once

safely out on the highway, his right hand dropped to her knee.  As he

fondled her knee, she parted her legs slightly.  Sensing the

invitation, his hand slid between her lower thighs and slid up

slightly.  As his hand stroked her thigh, she opened up more.  His

hand slid further up, to the bare flesh above her stockings.  She slid

down in the seat slightly, hiking her skirt up a little bit in the

process.  His hand wasted little time traveling up to her panties. 

She knew he could feel the moisture.  As his fingers stroked her sex

through the thin material, she thought she'd go insane.  When a finger

worked it's way under the elastic to worm it's way into her sopping

cunt, she practically impaled herself on the probing finger.  

	Mean while, her own hand was stroking the bulge in his lap.

	Just in time, they reached the dorm.  She couldn't take any

more of this.  They hurried to the room.  Once inside, they picked up

where they'd left off.  While their tongues greedily explored one

another's mouth, their hands explored each others body.  While his

left hand caressed her ass and felt for the zipper, his right hand was

strokingher tits, first through the blouse, then unbuttoning her

blouse to caress the bare breasts.  By this time, she had unbuttoned

his shirtand was working on his belt.

	She felt him pull down the zipper on her skirt and let it

slide down her legs in a heap.  His pants followed.  Boldly, she

pulled down his shorts.  God, was he huge!

	By now, he had kicked off his shoes.  Taking but a moment

to discard the rest of his clothes, he slid her blouse off her

shoulders.

Pausing to slide her panties down, he walked her backwards to the

edge of the bed and sat her down.  Dropping to his knees, he buried

his face in her muff.

	Sue wrapped her legs around his neck as his tongue ravaged

her exposed pussy.  Bob deftly sucked and nibbled on her swollen

clit,bringing her closer and closer to climax.

	"Yes!  Yes!  Eat me!  I'm gonna cum!  Oh, yesssssss!!!!"

	A moment later, Sue slid off the bed to her knees before Bob. 

She grasped his huge erection in her hands, bringing it to her

waiting mouth.  Using the techniques she'd learned, she began sucking

Bob'scock.  Sliding her lips over the shaft down to his pubic hair,

she cupped and stroked his balls with a hand.  She could feel his

balls tightening as his climax neared.

	Sue redoubled her effort, sucking greedily at his dick until

it exploded a torrent of cum down her throat.

	As they rested on the bed, Sue reached down to undo her garters.

	"Leave them on, I think it's sexy."  Bob said as he reached

to caress a stockinged leg.

	"God, you're turning me on again!"

	"Exactly what I had in mind."

	Sue reached for Bob's limp prick and stroked it while his

hand slid up her leg to her pussy.  While his finger probed her cunt,

he sucked each of her nipples to rock hardness.  Then he turned his

body and buried his face once again between her thighs.  Sue needed

no urging to take his semierect penis in her mouth.

	Her ministrations quickly had their desired effects and

hismanhood rose to full erection.  Bob pulled free form her sucking

mouth.

	"Where would you like this?"

	"In my pussy!"

	"Anything to please a lady..."  With that, he slid between

her legs and placed his prick at the lips of her vagina.

	It was finally going to happen!  Her first real fuck!  Slowly,

he entered her.  Sue could feel her vagina stretching to accommodate

him. He slid in some more.  He pulled out partially.  Slowly, he

began fucking her.

	"Please!  Don't tease me, fuck me!"

	Bob picked up the pace.  Each downthrust seemed to bury his

cockdeeper, each thrust brought her closer to climax.  Bob's pace

quickened again.  He was obviously close.  So was she.  Yes!  Yes! 

Yes!  She wasthere, over the top.  She felt her cunt clamping down on

his pistoning prick.  His cum erupted from his cock, filling her cunt.

	Not long after, it was time for Bob to leave, as the time

was approaching at which Judy was to return.

	After Bob left, Judy came out of her hiding place.  "You

know,he's right.  You do look sexy in that garter belt, stockings and

heels. You look good enough to eat.  In fact, that's a hell of an

idea."

	"Be my guest."  Sue said, parting her legs.  Judy wasted

little time attacking Sue's waiting pussy.  Her talented tongue

swiftly brought Sue to another orgasm.

	"God, I love the taste of cum."  Judy said.  "Enjoy yourself? 

I must have climaxed a dozen times watching you two."

	"It was great!"



	It was a few days later when Judy approached Sue.  "Wanna

go on a double date?"

	"Sure."

	"Tomorrow night, Dave and Gerry, to a drivein.  Be ready for

some fucking before the nights out."

	"I can go for that."

	"Hmmmmm, what ever happened to my shy innocent roommate of

last semester?"

	"She got corrupted by her roommate this semester.  And she

loves it!"

	"Good to hear.  Wanna have a little fun with Harry?"

	"Harry's always fun."

	The next night, Judy again selected their wardrobes.  Sue

looked at the selection and remarked, "This is more clothes than you

usually wear."

	"I dress for the occasion.  Sometimes the fun is removing

clothes. That's why bra and panties tonight."  As they dressed in

short skirts,blouses and heels, Judy told Sue about their dates.

	"I've gone out with both of them, I've fucked both of them. 

In fact, I once fucked them at the same time.  That was a

great experience."

	There was a knock on the door.  It was Dave and Gerry.  

	"I'll take the red head," Dave said, grabbing Sue's hand.

	"Fine by me," Gerry answered, taking Judy's hand.

	The couples engaged in small talk on the way to the drivein. 

When they arrived, Judy asked the guys to go for food.  After

their departure, she and Sue talked.  

	By the time the men returned, they had positioned the

rearview mirror in such a way as to best be able to keep track of what

each other was doing.

	Initially, they paid a little attention to the movie.  In

time,when Sue glanced in the mirror, Judy and Gerry were kissing in

the back seat.  She was beginning to wonder about Dave when he leaned

over and kissed her ear.  She snuggled closer to him.  He responded by

licking her ear while a hand rested on her belly.

	Sue turned her face to him.  They kissed.  When his tongue

probed hers, she parted her lips to admit him.  His hand slid up to

her breast, caressing it through the clothes.  She pressed against his

hand as he continued to stroke.  Emboldened, he undid several buttons

on her blouse and slid his hand inside to fondle a bra covered tit. 

She murmured her approval.  Dave did not take long to realize that the

bra had a clasp in the front.  Her breasts were quickly released from

their confinement and assaulted by his hand.  His mouth again left her

lips and again assailed her ear.  A quick glance indicated that Judy

and Dave were probably a step or two ahead of them.

	As Dave's tongue trailed down her throat, his hand slid down

her belly.  Sue parted her legs in anticipation.  His mouth found her

left breast while his hand slid to her leg.  When Sue opened her legs

wider,Dave's hand slipped beneath her dress.  Meanwhile, her own hand

was massaging the leg nearest her.  His hand quickly found her

panty covered pussy.  Her hand just as quickly found the outline of

his manhood.  

	As he slid a finger under the elastic of her panties, she slid

his zipper down and reached inside.  Her other hand undid his belt

buckle. Dave squandered little time finding the waistband of her

panties and tugging them down.  Sue lifted herself slightly to

facilitate his action.  Mean while, she pulled his erect cock from the

confines of his shorts.

	Another glance in the mirror showed her Gerry, but no Judy. 

Judy must be going down on Gerry, Sue realized.

	More clothes were discarded as they continued to

mutually masturbate each other.

	"I want to fuck you."  Dave whispered in her ear.

	"I want you to fuck me."  Sue answered back.

	"Well, what are we waiting for?"

	Dave slid over to the center of the seat and positioned

Sue astride his hips.  Kneeling on the seat, she skewered herself on

hiser ection.  Although it meant more work for her, it also

afforded control to her.  And she had a view of the action in the back

seat,where the other couple were going at it doggie style.

	Sue bounced happily up and down on Dave's dick, while he

nuzzled her boobs.  As she felt her climax nearing, she increased her

tempo.

	"That's it girl, my balls are almost ready to pump a load of

jism into your tight little cunny.  Fuck, you little redheaded mink. 

Here it comes!"

	As Dave's cock erupted, Sue felt her own orgasm nearing.  With

one final effort, she drove herself over the top.

	For several minutes there after, Sue clung to Dave, savoring

the after glow, listening as Judy and Gerry finished.

	Near the end of the semester, Judy returned to the room to

find Sue looking upset.

	"What's wrong?"

	"That one damn class we're both in."

	"I guess you know we're both flunking."

	"I figured as much."

	"What would it be worth to you to get an A?"

	"Huh?  There's no way to do that.  I'll be real lucky even

topass."

	"I said, what would it be worth to you to get an A?"

	"God, I'd do almost anything for that."

	"Good, there might be a way to pull it off."

	"How?"

	"Well, I'm late because I've been in Professor Harris' office."

	"So?"

	"Our professor is a lech.  He's willing to give an A for

certain considerations."

	"Oh, he wants to trade an A for a fuck?"

	"More along the lines of that he'd like us to put on a little

show for him.  It appears that he's a voyeur and gets off watching two

girls make it."

	"But, is it honest?"

	"Fuck honest.  We both need this course to graduate."

	"What if he starts talking about us, or won't give us the grade?"

	"Who's got more to lose?  Two undergrad coeds or a professor? 

I think we're safe in that respect."

	"When would this little show happen?"

	"This weekend.  I take it you're game?"

	"You're right, I need this fuckin' course."

	"Well, we've got some shopping to do.  Gotta get the right

props."

	"Props?"

	"Clothes.  We're gonna earn those A's.  We'll knock his

socksoff."

	"What do you have in mind?"

	Judy explained her plan to Sue.

	"God, he'll be cumming all over the ceiling.  Let's do it."

	"My, my, my sweet little innocent roommate, now totally

depraved." Judy laughed.

	"And look who corrupted her!  A girl with absolutely no morals."

Sue shot back as she hugged Judy.

	"You've got that right.  They only get in the way.  Hey, we've

got shopping to do."

	By the time Saturday arrived, the girls had worked out all

the details of their plan.  Before they walked out the door, Judy

gazed at her roommate.  Sue, dressed in a frilly white blouse, long

white skirtand heels, was the picture of innocence she was supposed to

portray.

	"Yum, I could eat you up right here."  Judy remarked.

	"Control yourself, it won't be long."

	"It's no fun controlling myself.  Any amount of time is too long.

Look out when I do get to you."

	"I'm looking forward to it.  How do I look?"  Judy was dressed

all in black.  Tight black satin blouse, unbuttoned as to expose

an indecent amount of cleavage, short, tight black leather skirt,

black stockings, and short black suede boots."Sexy."

	"But, of course, I always look sexy."  Judy grinned.  "Let's go."

	They were met at the door of his house by Professor

Harris,wearing a robe.  It did not take much imagination to figure out

that he was probably naked under the robe.

	"Come in, ladies."  He greeted them.  "Would either of you

care for some wine?"

	Judy accepted for both of them.  They followed him into the

house. He led them to his basement.  "This is my game room."  he said

as he ushered them into a room richly carpeted, with a small bar and

large bed, made with satin sheets.  Opposite the bed was an

expensive recliner.  The professor poured three glasses of wine.  "I

don't stand on formality here at home, just call me Rod."

	"Okay, Rod."  Judy replied for both girls, as had

been prearranged.  She took the proffered wine glasses and passed on

to Sue.

	"Make yourselves comfortable, ladies.  There's plenty of places

tosit, the bed, the cushions, the ottomans, the floor.  Anywhere but

the recliner.  I must insist that that is mine."

	Acting out her part, Sue sat primly at one corner of the bed.

Judy plopped down on the floor near the other corner, her

legs positioned as to afford just a glimpse of inner thigh.

	The three engaged in small talk as they sipped their wine. 

After they'd finished the second round, he looked at them.

	"My dear ladies, it's time for your final exam for my course. 

You may take your time and you may start any time you're ready.  I

know I'm ready," he quipped, glancing down at his lap, where an

erection was tenting the front of his robe.

	As previously agreed, Judy played the part of the aggressor. 

Sue playing the innocent, began by resisting all of Judy's advances. 

Only when Judy pushed her back on the bed, pinned her wrists, sat on

her hips and kissed her, did she stop resisting.  Her resistance

stopped,but neither did she respond.  When Judy discretely glanced

over, Rod had opened his robe and was slowly stroking his prick. 

Putting her lips to Sue's far ear, she whispered, "Keep it up, looks

like he's enjoying it.  He's beating off."

	Sue shook her head as if resisting Judy's advances, but

actually signaled her understanding.  They continued kissing for

a while until it was apparent that Sue was no longer actively

resisting.  At this juncture, Judy let go of Sue's wrists and slid her

hands down to Sue's sides.  When Judy slipped her hands forward to

Sue's breasts, Sue again made a show of resisting Judy's advances.  In

time, she acquiesced. After further attention to her breasts by Judy,

she began actively arching her chest against Judy's stroking hands.

	Judy began unbuttoning Sue's blouse.  Beneath the blouse was

the top half of a white silky basque, that accentuated Sue's proud

tits. Judy wasted little time attacking the exposed mammaries with

her tongue, while Sue moaned and writhed beneath her.  While she

continued her onslaught, Judy undid her own blouse, revealing that she

too was wearing a basque, but this one black leather.  Her breasts

demonstrated to be equally magnificent as Sue's.  She soon paused in

her nuzzling to stroke Sue's haughty tits with her own.

	Sue once again feinted resistance when Judy pressed a breast

to Sue's lips, but soon was suckled on it.  Mean while, Judy, who had

moved to Sue's side, slid a hand down her leg and began slowly raising

Sue'sj dress, revealing the silvery white stockinged leg, stroking the

exposed leg as she went.  Soon, Sue's dress was up to her waist.  Her

stockings were held up by a lacy white garter belt and she wore frilly

white panties.

	By this time, Sue had ceased feinting resistance.  When

Judy'shand stroked her slit through the soft material, she sucked

harder at the nipple in her mouth.

	Judy finally disengaged her tit from Sue's mouth.  Sliding

between Sue's legs, she slid Sue's skirt down and off.  As her face

nuzzled Sue's still panty clad snatch, Judy unzipped and discarded her

skirt. In keeping with her outer ensemble, underneath she wore a black

garterbelt and black leather Gstring.  She squandered little time

discarding Sue's panties and diving back in Sue's strawberry muff.

	As she continued to lap at Sue's slit, Judy slowly worked

herself around until she straddled Sue's face.  In contrast to her

earlier supposed reticence, this time Sue buried her face in Judy's

still cloth covered crotch, stopping momentarily to remove the Gstring

in order to expose Judy's blonde thatch.

	Now their lovemaking began in earnest.  Hands stroked bodies

while tongues laved quims and teeth nibbled clits.  It was obvious

that there was no pretend.  Sue reached the summit when Judy inserted

a finger in her anus, the new sensation drove her over the top. 

Knowing Judy's proclivities, Sue forcefully introduced two fingers

into Judy's rectum as she continued her cunnilingus.  Judy swiftly

climaxed inresponse.

	"Bravo!  Excellent!  Now, for extra credit, a cooperative task."

	The girls looked up to find Rod still sitting in the chair,

slowly stroking his penis.  It was obvious what he wanted.

	Judy was first to reach the chair.  Sitting between Rod's

legs,she sucked first one ball and then the other into her mouth. 

While she was doing this, Sue started giving Rod head.  The effect was

almost immediate.  Judy sensed his balls tightening in preparation

for releasing his load of jism.

	Equally aware of his impending orgasm, Sue increased her

effort,taking his cock deep in her throat.  As his member erupted,

she swallowed it to the base, taking all of his cum.

	Later, as the girls dressed to leave, Rod announced,

"Absolutely one of the finest dissertations I've ever received.  You

ladies are to be commended on your excellent presentation.  A most

note worthy effort."

	Judy was to remark to Sue later, "What a pompous ass, but if

it gets us our grade...."

	At the end of the semester, they indeed received A's for

the course.  "At least the old pervert kept his end of the bargain." 

Judy noted.

	"Well, I don't know how, but we made it through the year."  Judy

said.  "You are coming to visit me, aren't you?"

	"No way I wouldn't," Sue replied.

	"My parents will be away from July the 4th until Labor Day, so

plan on coming during that time.  I should have my wheels before they

leave.  You don't live that far away, you know."

	"I'll be there."

	With that, the girls said goodbye for awhile.  Sue thought back

on the previous school year.  What an experience.  People back home

would be shocked if they knew half the things she'd done.  But she

 didn't regret it.  And there was two months at Judy's with no classes

to worry about to look forward to.

	Sue found it a little difficult to adjust to being back home. 

She had to be careful around her parents.  July kept looking better

and better.  Fortunately, they'd agreed to her staying with Judy until

right before the start of classes.  Of course, she hadn't told them

that it would be just her and Judy....

	Judy was waiting when Sue reached the train station.  After a

quick hug, the rounded up Sue's luggage and headed outside.  Sue

waited while Judy got the car.

	"A convertible!  How'd you swing that?"

	"Nothing's too good for daddy's little girl.  Let's get your

stuff back to the house.  We'll go cruisin' later."

	A few hours later, Sue was finally unpacked.  Judy looked at her

longingly and said, "Let's get naked and have some fun."

	"Sounds great to me."  Sue replied, stripping off her clothes. 

They wasted little time getting into bed and were promptly lapping

each others pussies.

	"God, that was good," Judy breathed, as they lay in each others

arms after multiple climaxes.  "I just haven't been getting enough sex

the last month.  But, I don't have to worry about that anymore."

	That evening, after dinner, they dressed and went out for a

drive. With no destination, they simply drove down the highway,

enjoying the wind blowing through their hair.

	They'd been driving about an hour when a carload of guys pulled

up along side of them.  Through the open windows of the car, several

of the guys yelled, "Show us your tits!"

	After several repetitions of this, Judy looked over at Sue with a

grin on her face.  "Whataya think?"

	Sue answered by tugging the bottom of her tank top out of her

shorts.

	"Sounds good to me."  Releasing one hand from the wheel, Judy did

likewise.  "Ready?  On three.  One, two, three."

	With that, both girls pulled up their tank tops to reveal their

naked breasts.  For several minutes, the cars rode along, side by

side.

	They could hear the comments from the other car.

	"What knockers!"

	"Wow, two great sets of boobs!"

	After a few more minutes, Judy floored the gas pedal and they

roared away, laughing.  After they had rearranged themselves, Sue

looked back to see the other car chasing theirs.  "Shall we let them

catch us?"

	"Nah."  With that, Judy quickly exited the highway.  Looking

back, they saw the other car continuing rapidly up the highway.

	"There's a decent bar in this town, wanna stop there?"

	"Sure, sounds good."

	The parking lot was nearly full as they pulled in.  A sign in the

window caught their eyes.  There was to be a 'wet t-shirt' contest the

following night.  Contestants were to bring a t-shirt and swimsuit

bottoms to change into.  There was a $500 dollar prize.

	"Are you game?  Wanna come back tomorrow night?"

	"Sounds like fun."

	The bouncer inside gave them a long look.  "You ladies gotta come

back tomorrow night," he remarked as he stared at their chests.  "You

heard about the contest?"

	"Yep, and we probably will be back."  Judy replied.

	They went inside and found a table.  A few hours later, they

decided to head home, there wasn't much action tonight, although the

bar was crowded.

	On the way back, they approached a semi.

	"Wanna give this trucker a real thrill?"  Judy asked.

	"What id you have in mind?"

	"Pull your shirt up over your tits and unzip your shorts."

	Sue complied.  They caught up to the semi and pulled along side

the cab.  Sue turned to the right and began playing with her breasts. 

Judy honked to get the driver's attention.

	When they were sure he was watching, Judy reached a hand over and

fondled the tit nearest her, then dropped her hand to Sue's lap and

played with her exposed pussy.

	After a few moments, Sue told her, "keep that up and you're gonna

have to pull off the road, you're driving me wild!"

	Judy continued her fondling for a moment before she turned her

full attention back to the road and sped away.  The trucker gave them

several blasts on his air horn as they left.

	"We gave him a real eyeful, didn't we?"  Sue asked.

	"Sure did.  Let's get home and get to bed."

	"You're sleepy?"

	"I said to bed, not sleep." Judy replied as she stroked Sue's

knee.

	The next night found them back at the bar.

	"Here for the contest?"  The bouncer enquired.

	"Sure are." they replied.

	"Dressing rooms are in the back.  Things start in about 15

minutes."

	At the appointed time, they came out on the stage with the other

contestants.  Each girl took a turn strutting before the audience

before the wetdown.  Sue enjoyed the response both she and Judy got.

When they were hosed down, Sue reacted to the water, it was cold!  She

could feel her nipples harden in response.  Drenched with water, the

t-shirt was virtually transparent.  Her big erect nipples show clearly

through and her equally large aureoles, too.

	In the end, the contest was declared a draw.  The judges couldn't

decide.  She and Judy were to split the prize!

	When they returned from dressing, four men offered them seats at

their table.  The girls looked at each other and decided to join the

four hunks.

	Introductions were made.  The men were Sam, Bill, John, and Art. 

They were also on summer break and were touring the state in their

Winnebago.

	They chatted for awhile and drank several rounds of beer.  Each

girl was being attended to by two of the guys and neither was

discouraging their advances.  As the night wore on, everyone was

copping feels under the table.

	When closing time arrived, Art suggested continuing the party out

in their Winnebago.  The girls agreed.

	Accommodations were tight and they all ended up sitting on the

floor in the living room area.  Bill made up a batch of shooters and

they sat downing one after another.

	Both girls were flirting unabashedly with the boys they were

sitting between.  Before long, Sam leaned over and stole a kiss from

Judy.  She reacted by grabbing his head and giving him a long soulful

french kiss.  When she broke the kiss, she turned to John on her right

and repeated her action.

	Not to be outdone, Sue turned to Art, on her left, and kissed him

before he had a chance to make and advance.  When she turned to Bill,

he was waiting for her.

	While their tongues probed each others mouths, Bill reached a hand to cup her nearest breast.  Sue made no move to stop him.  Seeing

this, Art reached over to stroke her other breast.  Sue turned

slightly to afford him better access.

	On the other side of the room, Judy's blouse was quickly being

unbuttoned.  Her now naked breasts were receiving all the attention

they could want.

	After caressing Sue's left nipple to painful erection, he bent

down to suckle on it.  Bill quickly claimed the right.  The girls held

the boys heads as they licked and sucked at the glorious mammaries.

	Before long, hands were stroking thighs.  Both girls spread their

legs to expose their pantied mounds to the probing hands.  The panties

were quickly removed, followed by the skirts.

	In a few moments, everyone was naked.  Judy turned around and

began stroking the two cocks, alternately sucking each one.

	When her two were ready, Sue positioned herself on hands and

knees.  While she went down on Bill's cock, Art entered her waiting

pussy from behind.

	Judy, meanwhile, was sandwiched between Sam and John.  While Sam

pounded into her ass, John was fucking her cunt.

	As Sue eagerly sucked Bill's prick, she fondled his balls.  As

she sensed his nearing climax, she felt her own building up.  Art was

artfully fucking her pussy to distraction.  She continued to bob up

and down on Bill's joystick until he erupted, coating her throat with

his cum.  Moments later, Art sprayed her insides with a load of jism. 

This action pushed her over the top and her vagina spasmed as she

reached her orgasm, milking more cum from Art's still pistoning dick. 

When Art finally pulled out, they collapsed in a heap.

	Judy, Sam, and John were still fucking.  The men were enjoying

the feeling of Judy's tight orifices and Judy loved being fucked in

two holes at once.  The friction between the two penises transmitted

through the thin tissue separating her pussy and rectum was driving

both men wild.

	Sam was the first to cum, filling her asshole.  Judy was right

behind, both orifices clamping down on the embedded organs as she

climaxed.  John lasted slightly longer, bringing her to a second

orgasm before shooting his load.

	All six of them were exhausted.  They knew, however, that the fun

had just started and they would soon be ready for more.

	A little later, somewhat rested and still horny, Judy looked

around the room.  "Well, any of you studs ready to go again?  I'm

horny as shit."

	"I'm game," replied Art.

	"Anyone else?  Or is he the only man here?" Judy queried.  "I'm

ready to take on any one or all four of you."

	"Hey. leave at least one for me!"  Sue chided.

	"I'll be glad to take care of you."  Sam told Sue.

	"The rest of you, come here, I want some serious action."  Judy

demanded.  "Well, what'll it be boys?  Who wants what?"

	John spoke up first.  "You've got some bodacious ta ta's.  I've

always wanted to fuck a girl between her tits."

	"I'm your girl.  Come here."

	Judy proceeded to give John head until his rod was stiff and

ready.  Lubricated as it was with her saliva, it slid easily between

her tits, as she pressed them around his plunging cock.  In a

surprising short time, John cried, "I'm ready to come!"

	"Do it!  Spray your come all over my tits and my face."

	As John continued to fuck between her boobs, his dick let loose a

torrent of cum in the valley between her breasts, splashing her face. 

Judy his cum all over herself when he was done, licking her fingers to

finish the job.

	"I want some of that ass," Art demanded.

	Judy went to her knees and sucked him to full erection.  When she

dropped to hands and knees in preparation, he positioned himself at her backdoor.

	"Shove that cock up my ass!"

	Art was more than happy to oblige.  As he started packing her

fudge, Bill slid under her body.  His mouth clamped on her pussy and

he began tonguing her for all he was worth.

	Meanwhile, Sue and Sam had not been idle.  Between their own

fondling and the scene before them, they were ready for another round.

Sam's glistening erection shone with Sue's saliva.

	"Name your pleasure, little lady."

	"I want it up my ass."  Sue couldn't believe she'd said that. 

She'd never had anal sex (other than a finger).  What was she getting

herself into?  Well, Judy seemed to enjoy it.  Nothing ventured,

nothing gained.

	Sam positioned himself behind her.  They were facing the other

three and could follow the action.  He placed the head of his dick at

her anal sphincter and pressed.  He was surprised at the resistance he

met.  My god, this might be a virgin asshole!  Slowly, he applied

gentle pressure, gradually forcing the head of his cock pass the ring

of muscle.  When he had sufficient depth, he began a slow fucking

motion.

	Sue couldn't believe it, his thing was so huge back there.  She

almost whimpered with pain as he slowly worked his way in.  When his

prick started fucking in and out of her ass, she felt the first

stirrings of pleasure.

	Meanwhile, Sam bent over her.  One hand slid between her legs to

finger her clitoris, while the other stroked her tits.  With the

combination of stimuli, she began to feel better.  She watched as her

girlfriend was cornholed and eaten at the same time.  She found herself rocking her hips backward, in time with Sam's fucking.  It was

feeling better all the time.  

	Across the room, Judy was in heaven.  Getting eaten and fucked in

the ass at the same time was great.  She glanced over at Sue.  Well,

damn, she was getting it up the ass, too.  And seemed to be enjoying

it.

	One thing she could do to add to this great fuck.  Lowering her

head, she engulfed the cock waving in front of her face.  This was

perfect, all three holes being attended to.

	In response to her oral manipulations, Bill's tongue increased

its velocity.  Another few moments and she'd be there.  She redoubled

her efforts on Bill's prick.  Yes, almost...  It was coming... Oh,

yes! And Art was flooding her ass.

	She deep-throated Bill's dick until he filled her mouth with cum.



Judy looked across the room just in time to see Sue in the throes of a

earth-shattering orgasm.

	A few hours later, satiated for the time being, they headed home,

pausing only to undress before falling into bed.

	Later that day, when they finally woke up, Sue headed for the

shower.  Judy quickly joined her.

	"Want your back scrubbed?"

	"Sure."

	Judy's back scrubbing quickly strayed to Sue's front.

	"Is that all you ever think about?  Sex?"

	"Well, can you think of something better?"

	"Ah, nooo...  If last night is any indication of what the

summer's going to be like, I don't know if I can survive."

	"Complaining?"

	"No."

	They spent the rest of the day lazing around the house.  As

darkness fell, Judy suggested going for a swim.

	"Fine.  I'll go get my suit."

	"Suit?  Fuck a suit.  I know a nice quiet, secluded place,

nobody'll be there.  Come on."

	An hour later, they were at a little known strip of beach.  After

laying out their blanket, they sat talking.

	"This is nice."  Sue remarked.

	"Trust me, I know what I'm talking about.  Nobody for miles. 

Ain't a lot of people that know about this place."

	They chattered on for a few more minutes.  "Hell, I came to

swim."

Judy stated, standing up and stripping off her clothes.  Sue quickly

followed her lead.  Naked, they ran across the still warm sand to the

surf.

	The girls frolicked in the ocean, splashing through the waves

until they were too tired to play anymore.  Returning to the blanket,

they lay down, letting the still warm air dry them.

	Before long, Judy's hand strayed to Sue's delta.

	"Girl, you do have a one-track mind." Sue chided.

	""It's getting to be that you're not far behind," Judy answered,

"I notice you're not exactly moving my hand away."

	"This is true."  Sue replied, as she reached for Judy's left tit.

	One thing led to another and they were soon in a passionate

embrace.  Neither heard the footsteps.

	"My God, a couple of lezzies!"  a voice remarked.

	They looked up to see a boy not much older than they standing

over them at the edge of the blanket, eyeing their enticing bodies.

	"You're awful quick with labels."  Judy retorted.

	"I call 'em as I sees them,"  he answered.

	"Well, when there aren't any MEN around, it helps to go both

ways."  Judy came back.

	"There's one here now."

	"I don't see any proof of that."

	In answer, the boy unzipped his jeans and pulled down his shorts.

He was indeed well hung.

	"Impressive, but can you do anything with it?"  Judy queried.

	"Try me and find out."

	"Less talk and more action, stud."  Judy shot back.

	The stranger quickly finished undressing and joined them on the

blanket.  Judy wasted no time sucking his cock.

	"Need a place to sit?" He asked, looking at Sue.  "My face is

available."

	Sue laughed and quickly straddled his head, lowering her pussy to

his lips.  Before long, Judy abandoned her sucking and impaled herself

on his erection.

	Everyone was happy with the arrangements.  Being both eaten by

the nameless stranger and kissed by Judy was driving her wild.  This

guy knew how to eat pussy.  His tongue was driving her up a wall. 

When she reached her climax, Judy hugged her and gave her a deep soul

 kiss as she came.  Sue maintained her position aboard the alien face

until Judy and the boy both climaxed themselves.

	"Got some words you might want to eat?" Judy asked the boy.

	"Well, I guess it is more fun that way.  By the way, I'm Joe."

	Judy introduced herself and Sue.

	"God, I wish I'd come across you two earlier.  I gotta get

going."

	Before he left, Judy gave him her phone number.  "Call if you're

ever in the area again."

	"Will do."  With that, he walked off into the night.

	Later, back at home, they talked about the night's events.  The

element of danger had added spice.  And Joe would be worth seeing

again.  Who knew, maybe they would.

	"You've never told me how you learned about sex."  Sue commented

to Judy a few  days later.

	"I haven't, have I?"

	"Well?"

	"It all started about three years ago.  My parents were going

away for the summer and they couldn't take me.  I was sixteen.  They

decided to leave me with my aunt Mary.

	"Aunt Mary was about 24 at the time.  She'd been out of college

for a few years, working.  My memories of her were that she was kind

of a frump.  Rather plain, dull.  Exactly the chaperon my parents

wanted for the summer.

	"I wasn't really too keen on the idea, but I was stuck.  When I

got off the plane, I couldn't find her.  Imagine my surprise when this

gorgeous looking blonde comes up to me.  It was my aunt!  I couldn't

believe it!  She'd dyed her hair, started using makeup and started

wearing sexy clothes.

	"It really blew me away when I saw the red Corvette she was

driving.

	"Anyway, we finally got back to her place, a really nice house. 

I'd been told she worked as a librarian.  This kind of place didn't

look like the kind of place she could afford.  When I said something

about it, all she said was that she had changed jobs.

	"After she got me settled in, she told me she had to work that

evening and left.  I don't know what time she got in, I was asleep.

This got to be a regular routine.  She'd be home a lot during the day

and out evenings.

	"After a few weeks, I didn't mind staying with Aunt Mary.  She

was teaching me how to use makeup and how to dress.  I began to notice

little things.  She often went braless.  She was very casual about

clothes around the house.  She always went off at night dressed to

kill.

	"One weekend, she told me she'd be gone all weekend.  I'd have

the place to myself.  Friday night, I was bored and looking for

something to do.  I went to find a videotape to watch.

	"I found some in a cabinet and put one on.  It was an X-rated

tape!  I'd never seen one of those.  God, it was wild!  I sat there

playing with myself all through the movie.

	"I looked some more and found more tapes.  I must have spent half

the night watching those tapes, fingering myself until I was sore. 

She had every theme imaginable.

	"The next day, I decided to do more exploring.  If those tapes

were around, what else might there be?  Sure enough, I found a stash

of porn magazines.  I spent that night going through those.

	"The best was yet to come, though.  Going through her lingerie

drawer, I found a vibrator hidden under some lacy panties.  I turned

that sucker on and started rubbing it over my titties.  They got rock

hard immediately.  Finally, I worked my way down to my snatch.  As

soon as that thing hit my clit, I thought I was going to explode!

	"God, if it was that good, what would it do when I put it inside

me?  I wasn't gonna wait too long to find out.  I eased that vibrator

into my cunt.  It was driving me up a wall!  I don't know how many

times I came.

	"That evening, I figured it'd be awhile before she got home, so I

popped in a tape and settled in a comfortable chair with that

vibrator. The tape showed two girls making it.  I was getting hot from

watching the tape, let alone the vibrator.  I had that thing shoved

all the way up my pussy, about to reach another monster orgasm, when I

looked up and saw my aunt standing in the doorway.  I was so close to

cumming that I kept on fucking myself to I came off.

	"I was so embarrassed that right after that I dropped everything

and ran to my room.  I expected my aunt to come storming in at any

moment.  I waited, scared shitless.  I waited and waited.  No aunt.

Meanwhile, my cunnie was itching for some more.  I fingered myself to

one more orgasm before I fell asleep.

	"The next morning, I walked into the kitchen rather sheepishly. 

My aunt was standing over the stove, wearing her short robe, cooking

breakfast.  I muttered a good morning.

	"All throughout breakfast, I waited for the axe to fall.  It

never did.  I kinda avoided Aunt Mary for the rest of the day.  When

she went out that afternoon, I was relieved.

	"She came back before dinner.  She still didn't say anything.  I

was on pins and needles all evening, waiting.  Came time for bed and

she still hadn't said anything.  I slunk off to my room after a hasty

good night.

	"I got the shock of my life when I looked on my bed.  There was a

package there and a note.  The note read, 'Since you enjoyed mine so

much, here's one of your own.  Feel free to watch any of the tapes. 

Let me know if you want to watch one together.  By the way, nice show

you put on last night.  Love, Mary.'

	"In the package was a vibrator, just like the one she had.  And a

set of batteries for it.  I had that bad boy loaded and cranked up in

no time.  Got off a least three times before going to sleep.

	"I felt a lot better the next day when I got up.  When I walked

into the kitchen that morning, Aunt Mary had a grin on her face. 

'From the look on your face, you must've found your package.' she

commented. I thanked her and we hugged.  I was relieved to no end.

	"Nothing more was said the rest of the day about the other

night's incident.  We both lounged around all day in our robes, as

there wasn't any reason to dress.

	"After dinner, Mary asked if I wanted to watch a tape.  I agreed,

trying not to appear too anxious.  We watched a couple of them and I

was getting really hot, but trying to hide it.  Then Mary pulled out a

couple of tapes from her 'private stock'.  She must have caught on to

the fact that I had really gotten off on the group scenes, because

this one started out with three girls making it.

	"I was going crazy!  I wanted to finger myself so bad.  Finally,

I looked over at Mary.  It was then I realized that she had her hand

in side her robe and was stroking her clit!  I discretely lowered my

own hand to my lap and parted my robe enough to rub my pussy while I

watched the tape.

	"A couple of guys had joined the girls on the tape.  Before long,

one girl was sucking off one guy, taking it in the ass from the other,

and having her pussy eaten by one of the girls, while the other girl

watched and beat off.

	"Fuck discretion!  I started fingering my cunt like there was no

tomorrow.  I didn't realize that I was moaning until I noticed Mary's

moans.  She had her robe wide open and was playing with her tits while

she fingered her quim.

	"Then it hit me!  The girl in the foursome on the tape was Mary! 

I almost creamed right there!  My aunt, the porn star!  I almost

screamed when I came.  God, it was good.





  	"I almost couldn't believe it, my aunt, a porn star.  Neither of

us said anything, but kept watching the tape.  This time, there was no

hiding.  I'd never masturbated in front of someone before, but doing

it in front of my aunt just made it so much better.

	"I came twice more before the end of the tape.  At that point, I

was exhausted.  Mary, her robe still hanging open, got up and popped

out the tape and turned everything off.  Before going to bed, we

hugged and she gave me a quick peck on the mouth.  The feeling when

our almost naked bodies touched sent shivers through me.  I laid in

bed for quite awhile that night, fantasizing about doing more with my

aunt.

	"The next afternoon after lunch, Mary said she was going out for

a swim, did I want to join her?  Did I tell you, she had a big,

fenced-in yard with a swimming pool?  Anyway, she threw off her robe

and strolled out to the pool.  I ditched my robe and joined her.

	"We spent about an hour in the pool, swimming and horsing around.

The occasional body contact was driving me wild.  Finally, we got out

and laid down on the lounge chairs by the pool.

	"Out of the blue, Mary asked me about my sexual experience.  I

admitted that my only experience was masturbating.  She asked me about

my fantasies.  I admitted to being turned on by the group sex scenes

on the tape.  'One step at a time', was her only reply.

	"She suggested we go back in the house.  I followed, wondering

what was going to happen.  She led me to her bedroom.  She had a

waterbed, with satin sheets.  Climbing into bed, she invited me to

join her.  My heart was racing.  Was this to be my first sexual

encounter with another person?

	"Mary was politely aggressive.  She kissed me softly.  Only when

my own tongue probed her lips, did she dart hers out, exploring my

lips and mouth.  We kissed for a long time, while her hands began to

explore my body.  I followed her lead and began exploring her

voluptuous form.  She actually let me take the lead a little.  When my

finger found her pussy, she parted her legs to give me better access. 

We ended up fingering each other to climax.

	"After we rested, she again began kissing me.  This time, her

lips trailed down to my boobs.  God, her mouth was talented!  She

sucked my tits until I was going crazy.  Then she trailed down to my

belly.  When she finally reached my snatch, I was in orbit.  It wasn't

long before I blasted off.

	"We rested again and the next time, I was the aggressor, sucking

her tits, fingering her cunt, and finally eating her pussy until she

climaxed.  The next time, it was mutual.  She taught me about 69.  It

was great, eating each other.  I don't remember how many times we got

off that afternoon.

	"The next day, she was gone for most of the day.  I was lounging

around in a robe when she returned with a friend.  I was all set to go

and change when Mary told me not to worry.  She introduced Roxanne, a

stunning redhead.  I recognized Roxie from the tape we'd watched

together.  Then they told me I was to have another fantasy fulfilled. 

Leading me into the bedroom, they stripped and climbed in with me. 

For the next few hours, it seemed like there was never a time one of

them wasn't kissing me, sucking my tits, licking my cunt or asshole,

or fingering one of them.  It was heaven.

	"The next morning, my sexual education continued.  Using a dildo,

they taught me about sucking cock.  At one time or another, I had a

dildo stuck in every hole.

	"The next day was the best.  We were all lying naked by the pool

when a man entered the yard.  By the way they greeted him, he was

obviously a friend.  I was more than a little shy when we were

introduced, standing there naked as he ogled my body.  Mary and Roxie

quickly had him naked as the rest of him.

	"Here was my first penis, in the flesh, as it were.  Andy laid

down on the lounge chair.  With encouragement from the women, I sat

down next to him and stroked his cock.  It seemed so huge!  And it

kept getting bigger!  With coaching, I leaned over and kissed the tip.

Before long, I was sucking my first cock, taking a little more at a

time.  I could handle his size, but I almost chocked when he came. 

But, I swallowed every last drop.

	"While Andy recovered, we three women played among ourselves.  It

wasn't too long before he was ready again.  Now I was to be center

stage again.  I was laid on a mat.  Andy knelt between my legs. 

Somehow, an audience to my first fuck made it even more exciting.  He

entered me slowly.  He filled me up.  Slowly, he began fucking my

virgin pussy.  It took but a short time before I was begging him to

fuck me harder and deeper.  He was happy to oblige.  I climaxed twice

before he filled my cunt with his jism.

	"I wanted more.  I wanted it up the ass.  Later, after Mary had

licked my asshole to distraction and Roxie had sucked him hard, he

positioned his cock at my rectum.  God, it was tight!  But, God, was

it good!  He followed his same established technique, going slow until

I begged for more.

	"By the time the summer was over, there wasn't much I hadn't

tried.  Every conceivable combination.  I hated to see the summer end.

I still see Aunt Mary when I get the chance.  She's a hell of a woman.

	"I'd love to meet your aunt sometime."  Sue remarked after

listening to Judy's story.

	"Hell, she's only a few hours from here, not a bad idea."  Judy

replied.

	After a quick phone call to Judy's aunt, the girls were on their

way.

	When they arrived a few hours later, Mary was in the back yard,

sunbathing.  She made no attempt to hide her nudity when she greeted

them.

	As Sue watched, she hugged her niece.  They engaged in a long,

soulful kiss.  Then Mary turned to her and embraced her.  Mary seemed

to hesitate slightly when she kissed Sue on the lips, so Sue darted

her tongue from between her lips.  Mary quickly responded in kind.

	After introductions, Mary said, "Why don't you girls get naked

and join me for a swim?"

	Neither girl wasted much time shucking off clothes and they were

soon merrily frolicking in the water.  Judy told her aunt about

telling Sue about their relationship and about her relationship with

Sue.

	"So, you passed the favor on?"  her aunt chuckled.

	After a refreshing swim, Mary told them that she had a surprise

for them and led them to the spare bedroom.  On the bed lay a naked

man, his ankles and wrists tied to the corners of the bed.

	"Help yourself, girls, he yours to do with as you like.  This is

Tom, he enjoys this sort of thing."  The man on the bed said nothing,

but shook his head in agreement.

	"Which end do you want, Sue?"  Judy asked, "heads or tails?"

	"Heads."  sue answered, walking to the head of the bed and

climbing into bed.  Without further ado, she straddled Tom's face. 

His tongue was immediately active, licking deep into her pussy.

	"That's right, leave me with the work."  commented Judy, as she

stroked and sucked Tom's prick to life.  Once his dick had reached its

full glorious size, she mounted it.  "Ah, so good."

	"Not bad at this end, either."  Sue sighed.  Tom had a talented

tongue and his licking was driving her wild.  His oral digit was

flicking her clitoris to distraction.  She felt herself nearing

orgasm. "Yes, yes, keep it up!  Eat me!  More!  Yesssssss...."

	Judy meanwhile, was pistoning up and down on the captive cock

buried deep in her snatch.  "You ought to try this.  His cock is

fabulous!  God, it's in so deep!"  Judy kept bouncing.  "I'm almost

there, just a little more, oh!  Oh, my god!  Damn!"

	They rested a moment, the Judy asked, "Wanna trade places?  He's

still hard."

	"Love to."

	As Judy replaced her on Tom's face, Sue lowered herself onto his

erect penis.  Judy was right, this guy was hung.  She felt filled up. 

God, it felt so good!  She started hopping up and down on the embedded

phallus.  She couldn't believe how good it felt.

	Judy was not complaining, either.  His tongue was about to bring

her to another orgasm.  She leaned over and kissed Sue as she

climaxed, her moans of passion muffled against Sue's mouth.

	Sue was nearing her own completion.  She kept pounding until

Tom's prick erupted, coating her insides with cum.  In response, she

rocketed to her own orgasm.

	Temporarily satiated, the girls asked Mary, "Where did you find

this guy?  Got anymore like him?"

	Mary answered cryptically, "You haven't seen anything yet."

	A few hours later, the girls were lounging in the living room

when Mary walked in.  She was clad all in metal-studded black leather.

Black cincher, garter belt, crotchless panties, gloves and

spike-heeled boots.  In one hand, she held a whip, in the other, one

end of a leash.  In a moment, what was attached to the other end was

revealed.  It was attached to a collar, around Tom's neck.  He crawled

into the room at Mary's command.

	Mary turned to him.  Pointing to the girls, she commanded, "Eat

their pussies until they cum."

	When Tom hesitated slightly, she cracked the whip on his bare

ass. Tom hurried over to the closest girl, Judy.  As she spread her

 legs, he buried his face in her crotch.  As Sue watched, he adroitly

performed cunnilingus on her friend.  Before long, Judy was writhing

in passion, nearing her orgasm.  She lifted her hips, pushing her quim

into his face.  

	In short order, Judy climaxed, crying out with pleasure.  When

Tom once again paused, he received another smack with the whip.  He

hurried in Sue's direction.

	Sue leaned back and spread her legs in anticipation.  Tom was

quick to attack her muff, licking and suckling on her clit.  Sue found

herself moaning with pleasure, pressing his head into her groin, as he

adeptly ate her.  She found herself climbing toward an

earth-shattering climax as he continued to eat her.  Then it happened.

Sue screamed with pleasure as he brought her to fulfillment.

	But, still, he was not done.  As she felt her climax subside, Tom

continued his work.  In little time, she was peaking toward a second

orgasm.  This guy wasn't good, he was great!

	The sensation was almost unbearable.  His tongue was driving her

wild!  When she reached her peak, she felt as if she would explode. 

Yes, she was over the top.  She screamed once again as her climax

detonated over her.  It seemed to go on for hours.  It was unreal!

	The next day, lying by the pool, Mary asked the girls if they

were interested in being in a movie.  Judy and Sue both eagerly

accepted.

	A short drive took them to the studio.  Introductions were made

and formalities seen to.

	Mary had been intrigued by their tale of their adventures with

their professor and to reenact the episode on film as part of a

montage of stories.  A big name porn star was to play the professor

and the girls themselves.

	When the set was ready, they took their places.  Sue, once again

dressed in white, sat alone on the bed in the opening scene.  A

flashback set up the scenario.  The scene reverted to Sue sitting by

herself.  Judy entered the picture, again dressed in black.

	Judy sat next to Sue and engaged her in idle chatter.  Sue

appeared upset about something.  It came out that her boyfriend had

left her, according to the story.  Judy sympathized and took her hand.

She let Sue cry on her shoulder, hugging her.  Judy's hand caressed

Sue's back.  She lightly kissed Sue's ear.  Emboldened, she delicately

kissed Sue's lips.

	Sue drew back.  Judy continued to talk softly to her, reassuring

her, stroking her.  Again she kissed Sue's mouth.  Again Sue withdrew,

but not as firmly.  The third time, Sue offered no resistance as Judy

gave her another quick kiss.

	Sue acquiesced to Judy's suggestion that she lay down.  Judy lay

down beside her, taking Sue in her arms.  As she continued to console

the allegedly distressed girl, she leaned back and rested a hand on

Sue's belly.  Sue offered no protest as the hand began stroking her

tummy and lower ribs.

	Judy again lightly kissed her while the hand on her stomach slid

up to daintily pet her breast.  When Sue offered no protest, Judy more

firmly fondled her bosom.  Sue arched her back in response.  Again,

Judy kissed her, this time holding the kiss.

	At first, Sue attempted to break away, murmuring her objections

again the lips pressed to hers.  As Judy continued to fondle her tits,

her protests subsided.  Abandoning her target, Judy slowly began

undoing Sue's blouse, exposing the naked tits beneath, uplifted to

their full glory by the white bustier Sue was wearing.  

	As Judy's fingers fondled Sue's nipples to erectness, her tongue

probed Sue's mouth.  Sue offered no resistance, but did not

participate.  Judy trailed her lips from Sue's, down the exposed neck,

leaving a trail of kisses.  She slid her tongue into the valley

between Sue's mounds and then up the left slope to the summit.  As

Judy's tongue licked the nipple, Sue moaned.  

	Judy was meanwhile undoing her own black silk blouse, baring her

own magnificent mammaries, displayed to their full potential by the

uplift demi-bra she was wearing.

	Judy continued to suckle on Sue's engorged nipples, already

painfully erect.  She then lowered her own tit to Sue's, lightly

rubbing the nipples together.  When she pressed a breast to Sue's

lips, Sue at first attempted to pull away, but Judy's persistence paid

off and Sue began licking and sucking the intruder.

	Meanwhile, Judy's hand slid to Sue's ankle and slid up the

stocking-clad leg, pushing Sue's skirt before it.  First the firm

calf, then the knee.  Before long, Sue's white silk panties were in

view as Judy stroked her thighs, reaching the bare skin above the

stocking tops.  

	Sue unconsciously spread her legs as the exploring hand caressed

her inner thighs.  When Judy's finger lightly traced the outline of

her panty-covered slit, Sue raised her hips.  Judy wasted little time

sliding a hand under the waistband of Sue's panties.  Her fingers slid

softly through Sue's red thatch, sliding into the valley of her sex,

questing for the clitoris.  The redhead again thrust her hips against

the invader, moaning with pleasure.

	Judy could feel Sue's juices flowing in response to her

fingering. As she continued to play with Sue's Vagina, she slowly slid

the redhead's panties off, followed by her skirt.

	Judy then undid her own black leather skirt, revealing the her

own black garter belt and G-string.

	For a time, she suckled on Sue's tits while her fingers explored

Sue's pussy, until she at last abandoned the breasts and slowly

trailed her tongue down Sue's belly.  Her tongue glided through Sue's

red triangle of pubic hair to her slit.  

	Her tongue cleaved the outer lips of Sue's vagina, searching for

the clit.  Finding it, she began licking and nibbling on the little

erection.  Sue was writhing in pleasure from the onslaught.

	Judy swung her hips around so that her G-string covered muff was

above Sue's face.  Sue quickly began stroking the cloth covered pussy

before her, wasting little time in removing the G-string and lowering

the other girl's blonde thatch to her face to return the favor she was

receiving.

	Their climaxes, when they came, were not faked.

	Their co-star had been sitting stroking his ten inch erection all

throughout their scene.  He ordered them over for 'extra credit'.  Sue

knelt down between his legs and began licking his balls as he

continued to stroke.  Judy quickly joined her and sucked the prick

into her mouth, slowly swallowing more and more of it.  Sue continued

her actions, occasionally sucking a testicle into her mouth while Judy

bobbed her head up and down on the shaft.

	When he neared his climax, the girls redoubled their efforts

until he filled Judy's mouth with jism while Sue licked the overflow

that flowed down his prick.

	They paused for a moment to share his cum between them, before

Judy turned and mounted his still erect cock.  Sue kept her position

and continued to lick his balls and sample Judy's twat each

downstroke. With this action, Judy got off quickly.

	Hardly missing a beat, the girls changed places.  Sue was now

skewered on the immense prick.  The combination of the fucking she was

getting and the licking Judy was giving her was out of this world. 

She continued to pound up and down on the dick buried in her cunt

until she felt him explode a second time, filling her vaginal cavity

with cum. Her own climax followed right behind.

	Unbelievable, that's all I can say, unbelievable.  I was hitchin'

north, getting the usual rides, when this convertible pulls up. 

Great, another ride, wonder how far this one's going I think. 

	I looked up and almost lost it.  Two sexy bitches, a blonde and a

redhead.  Asked me where I was going.  When I told them, they told me 

to hop in.  The redhead got out and told me to throw my bag in the

back seat and sit up front, between them. 

	I slid into the front seat near the blonde and the redhead slid 

back in next to me.  God, these two broads were gorgeous!  Built like 

brick shit houses. 

	We hadn't driven too far down the road before introductions were 

made.  The blonde was Judy, the redhead, Sue (I'm Mike).  From there, 

the conversation got wild.  I'd been trying to hide the hardon I had 

when the blonde said something about it.  'Poor boy got a hardon,

let's give him a reason for one,' she said.  With that, she slid her

skirt up.  The redhead followed suit.  Shit, no panties!  A bare

blonde pussy to my left, a red one to my right!  Then the redhead

pulled up her shirt and flashed a beautiful set of ta-tas at me. 

	'I got this itch, maybe you can help me scratch it.'  the redhead

said as she rubbed her twat.  I didn't need a second invitation.  I 

started fingerin' that cunt to beat the band.  She turned around in

the seat to give me better access.  God, she was juicin' big time. 

She was going nuts. 

	Then she told me that it hurt and asked if I'd kiss it and make

it feel better.  I love to muff-dive.  I buried my face in her box in 

record time.  It was crazy, here I was, riding in a car, a convertible

at that, riding down the highway with two girls I'd just met, eating 

one of them out.  I loved it. 

	So did she, she was pressing my face into her cunt like she

wanted me to crawl up inside of it.  I knew it wouldn't be long before

she got her rocks off.  I kept eating that pussy like I was a starving

man.  I nibbled on her clit until she creamed. 

	By this time, my johnson was so stiff, I thought it'd break.  Sue

didn't waste too much time returning the favor, though.  She had my 

jeans unzipped and pulled down in no time.  It was a bitch getting my 

cock out of my drawers, but she managed.  Swallowed the whole damn 

thing in one motion.   

	God, this girl knew how to give head.  She was deep-throating me 

and playing with my balls like there was no tomorrow.  She knew when I

was ready to cum.  She took the whole thing into her throat, down to 

the base.  She must have swallowed a gallon of my cum. 

	I only had a few moments to recuperate when Judy asked me how

long before I'd be ready to go again.  I told her, not long with some

help. 'Great', she said, and pulled over to the side of the road.  She

and Sue switched places and we drove off again. 

	Judy was just as good as Sue at giving head.  It wasn't long 

before I was hard as a rock again.  I wasn't just sitting there 

enjoying the blowjob.  I was playing with her titties and fingering

her box. 

	When she saw that I was ready, she let the seat back a bit and 

told me to slide over.  She straddled my hips, facing the front and 

lowered herself onto my cock.  When she had me all the way inside of 

her, she reached up and pulled her blouse up above her tits.  While

she bounced up and down on my dick, she was playing with her boobs. 

	My hands were on her hips, helping her bounce.  After we'd been 

fucking for a few minutes, she asked me to stick a thumb up her ass. 

I was more than happy to oblige.  It slid right in and drove her nuts.

She kept pounding up and down on my prick and thumb.  She must have

cum twice before I came. 

	I had to rest for awhile after that workout.  We drove on in 

silence for some time until we neared their exit.  About then, Judy 

asked me if I was in any hurry.  I told her I wasn't in any rush.

When the girls offered to put me up for a couple of days, I couldn't

refuse.

	We were no sooner in the house then they were all over me.  

"Ladies, ladies!"  I pleaded, "Give me a break!  You two gave me quite

a workout." 

	Their only answer was to lead me to the bedroom, strip me naked, 

and sit me in a chair.  As they climbed onto the bed, Judy looked at

me and said, "If this doesn't get your dick hard, you're dead.  Come

join us when you're ready." 

	With that, she took Sue in her arms.  The girls started kissing 

and feeling each other up.  Damn, these girls were bi!  She was right,

I could feel a stirring in my crotch already. 

	Judy had Sue's top off in no time, stroking and kissing her 

boobies.  As I watched, she kissed first one and then the other.  From

where I was sitting, I could tell that Sue was digging it.  She got 

Judy's top off and then slid up her skirt.  While one hand caressed a 

tit, the other was between the blonde's leg, stroking her pussy. 

	It didn't take them long to finish undressing each other.  Judy 

laid on her back and Sue climbed over her in a 69 position.  They 

started lapping each others cunts like there was no tomorrow. 

	This was hot!  My own private showing.  I could feel my dick 

getting stiffer the longer I watched.  The girls obviously enjoyed

what they were doing, and so did I. 

	I'd never gotten it up this fast after sex before.  My cock was 

rock hard.  I climbed onto the bed.  When I positioned myself behind 

Sue, she lifted her hips to give me access.  I slipped my prick into 

her cunt like it was greased.  God, it was tight! 

	While I fucked in and out of the redhead's pussy, Judy

alternately licked her cunt and my balls.  The only thing that kept me from shooting was the fact that I'd just cum twice on the way here.   

	I kept fucking that hot little cunt until she came, nearly

pulling free of my prick.  Then they asked me to pull out.  They

turned over, with Judy on top.  It was obvious that she wanted more of

the same her girlfriend had gotten. 

	"In my ass." she said, as I knelt behind her. 

	My dick was so slick with Sue's juices that I slid right in.  I 

thought Sue's box was tight?  This was unreal!  And Sue was eating

Judy to beat the band while I was pounding in and out of the rear

door. 

	I kept fucking Judy's ass until I felt it clench down on my dick 

as she came.  I was getting near climax myself and kept fucking.  Sue 

slid down a little and started licking my balls.  That was enough.  I 

shot a load of cum I didn't know I still had in me deep into the 

blonde's ass. 

	Thank goodness they gave me a break after that.  I was fucked

out. I drifted off into a very satisfied sleep. 

	I woke the next morning to the smell of food.  Sue walked into

the bedroom with a tray.  Service fit for a king, a naked serving

wench.  As I ate, she told me that Judy had gone out to the store and

to let her know if there was anything I needed.  My first request was

that she stay there with me.  There was something about lying in bed

eating with a naked, sexy little redhead in the bed with you. 

	I almost couldn't finish eating, my dick was getting so hard.  I 

finally did and put the tray aside. 

	"I would love some dessert."  I told her. 

	"What would you like?" 

	"Some strawberry pie." 

	"I don't think we have any." 

	"Some strawberry hair pie." 

	"Oh," she giggled and straddled my face.  I buried my face in her

muff.  When I found her clit, I sucked on that little button until she

was going wild.  I kept suckin' on her nub and eating her snatch for

all I was worth until she creamed.

	"And what would you like in return?"  she asked.

	"I could really get into a blow job."

	"Your wish is my command."  she answered.

	With that, she slid down and sucked my peter down her throat. 

Did she ever know how to give head!  I decided to experiment a little.

	"Suck my balls."  I told her.  Immediately, she lowered her mouth

to my testicles and began licking them.  

	"I said suck them," I ordered her.  She was quick to respond to

the command, engulfing my balls with her lips.  I didn't have to tell

her to stroke my cock while she sucked.  

	I felt the pressure building up.  I was almost ready to come.  "I

want to cum on your tits."  I told her.

	Obediently, she repositioned herself so that my cock head was

between her breasts, while she continued to stroke the shaft and suck

on my balls.  Her tittieflesh was so soft and silky that I couldn't

hold back any longer.  I unloaded all over her boobs.  I seemed to

keep on cumming, endlessly.  Finally, as I lay back, blissfully

satisfied, she knelt before me, fondling her breasts, rubbing my cum

into her skin, stopping occasionally to lick her fingers.  Had I died

and gone to heaven?

	The summer was almost over.  What a summer it had been.  Sue was

going home for a few weeks before classes started again.  She did not

look forward to it.

	Sue was surprised when she arrived home.  Her parents were taking

a vacation and leaving her in charge of her younger brother and

sister. Well, at least things might be a little bit more bearable.

	The night after her parents left, she had a long talk with Judy

on the phone.  The idea Judy put in her head intrigued her.  Did she

dare pull it of?

	She tested the waters.  She took to going braless under her tops

around the house.  Occasionally, her robe showed a little too much leg

when she sat down.  She waited and watched.

	Chris, her brother, 2 years younger was definitely noticing.  Sue

had long suspected that Chris had been spying on her in the past. 

What surprised her was the occasional glances she got from her sister,

Denise.

	Then came Friday evening.  Chris was staying over at a friend's

until sometime Saturday night.  She and Denise had the house to

themselves.  

	After an early bath, Sue walked out clad only in panties.  Denise

went in to take her bath and returned later in t-shirt and panties. 

They had always been casual about dress among themselves.

	They sat and chatted for awhile about things in general until the

subject turned to boys.

	She asked her sister about her latest boyfriend.  "Has he tried

to get into your pants?"

	Denise answered, "He's tried."

	"Did you let him?"

	"Well, no....  Well, he did play with my breasts."

	"Inside or outside your bra?"

	"Inside." Denise confessed.

	"Didn't it feel good when he played with your titties?"  Sue

asked as she casually let her hand drop to her crotch.

	"Oh, yes, it made me feel all tingly between my legs."

	"Did he do anything else?"

	"Well..., he played with my panties."

	"You mean he played with your pussy through your panties,

Dennie."

	"Yeah, that's what I mean."

	"Felt good, didn't it?  Did he get under your panties?"  Sue

asked as she began stroking herself lightly.

	"It felt great!  He wanted to put his hand under them, but I

wouldn't let him."

	"You should have.  Let me tell you what happened to me."  Sue

went on to relate her first experience with a man.  As she related the

story, Sue felt her arousal growing.  She could tell Dennie was

becoming equally aroused.

	Dennie was showing signs of arousal by the time Sue finished her

story.  She was absentmindedly stroking her own crotch as she

listened. Sue continued, relating the events at the drivein.

	By the time she finished, Dennie was openly stroking herself. 

Sue slid her own hand under the waistband of her panties.  She

continued her story with the events after the movie, back at the

trailer.

	At the conclusion of her story, she glanced over at her sister. 

Dennie was openly masturbating.

	"Feels good, doesn't it?"

	"Huh?"  Dennie sheepishly pulled her hand from her underwear.

	"Don't stop on my account.  Enjoy."  Sue continued fingering

herself.  With her free hand, she began sliding her panties down. 

"Judy and I often did this together."

	Dennie watched as her sister fingered her naked pussy.  She was

so hot.  She stuck her hand back in her panties and began fingering

herself again.

	"It's easier without clothes in the way", Sue remarked, her own

panties now down around her ankles.  "Nobody else is here, just

strip."

	Dennie didn't need a second invitation.  She discarded her few

clothes and went back to enjoying herself.  It felt wicked, sitting

here naked in front of her sister, masturbating, but it felt so good. 

The wickedness only added spice.  She felt her climax nearing.  As she

looked over at Sue, Sue was reaching her peak, shuddering in orgasm. 

That was enough to send Dennie over the top.

	They both lay back, savoring the feeling for awhile.  Then Sue

got up and motioned Dennie over to the hall mirror.  "People would

think we were twins, instead of a year apart."

	Dennie looked in the mirror.  Sue was right.  Almost the same

builds, same red hair.

	"Time for bed."  Sue remarked, turning to her sister and giving

her a quick peck on the lips.

	Dennie lay in bed for sometime after, too excited to sleep.  It

had been so kinky, beating off in front of her sister.  As she lay

there, thinking of the night's events, she thought she heard a noise

from Sue's bedroom next door.

	Slipping quietly from her bed, Dennie softly stole out of her

room.  Sue's door was opened a crack.  Dennie peeked in.  What a

sight! There was her sister, lying on the bed, her legs drawn up, with

a dildo in her pussy!  Dennie watched in astonishment as her sister

continued to play with the plastic phallus.  Her fingers sought her

own pussy to caress her swollen clit while she watched.

	Dennie stood and watched for some minutes until she received

another shock.

	"Come on in, you can see better up closer."

	Dennie hesitated for a moment, but Sue again invited her in. 

Timidly, she walked in.  Indecisively, she made her way to the bed at

her sister's repeated invitation.

	Before long, she was lying between her sister's legs, watching as

she fucked herself with the vibrator.

	"Here, why don't you do it for me."

	Dennie was reluctant to respond.

	"Please, I's really like it."

	Dennie hesitantly reached for the dildo and began fucking her

sister's pussy with it, as she had seen Sue doing.

	"Yes, keep it up!  That's the way!"  Sue cried as her hands

reached to caress her tits.

	Dennie continued the fucking with one hand as her free hand

fingered her own twat.  This was wicked as hell, but it felt sooo

good!

	"Yes!  A little more, I'm almost there!  Just a little longer! 

Yes!"

	Dennie still hadn't reached her own climax.  Her sister done, she

now lay back and concentrated on herself.  She was on the edge, but

not quite there.  She was nearing her peak when she felt a hand

caressing her breast and tweaking her nipple.  That did it!  She was

there!  It was earth-shattering.

	"I just wanted to say thank you."  Sue breathed, as she bent over

Dennie's recumbent form and again kissed her lips, this time allowing

the kiss to linger a moment.

	"Come here, I want to give you a hug." Sue ordered.  Dennie felt

a thrill as their breasts mashed against each other.  "I never told

you yet about what else I learned at school, did I?"

	Dennie lay in her sister's arms as Sue went on to describe her

seduction by her roommate, Judy.  Dennie was only dimly aware of her

sister's hands caressing her body.  As the story progressed, Sue's

caresses became bolder.  Dennie parted her legs as Sue's hand slid

between her thighs.  The hand that had been cupping her breast now

began feeling the tit, brushing the nipple.  This was so wrong, but it

felt so right!

	Dennie offered no resistance when, at the end of the story, Sue's

lips brushed hers.  They held the kiss as Sue's hands explored

Dennie's body.  When Sue broke the kiss and trailed her tongue down

Dennie's throat, Dennie moaned.  Sue's tongue continued its journey

past her collarbone and up the slopes of her breast.  It continued its

 travel up the peak, flicking the already swollen nipple.  Descending

from the apex, her tongue slid down to the valley between her sister's

breasts and up the slope of the other breast.

	While her tongue licked its way up and down alternate tits, Sue's

hand was stroking through a thatch of red hair identical to her own,

searching for the hidden valley, dipping into the parted lips when it

found its goal.  Before long, her tongue left its conquered peaks and

slithered down the flat belly toward the moist mons.

	Dennie was in ecstacy as Sue's tongue found her slit.  She

writhed in pleasure as her sister expertly ate her out.  Sooooo

wicked, but soooo good.  She arched her hips toward the invading

tongue.  She could feel another orgasm building rapidly.  She almost

screamed in joy as she climaxed again.

	Not long after, they fell asleep in each others arms.  Dennie was

slightly disoriented the next morning when she woke.  She thought back

on the events of the preceding night.  Had they really done what she

thought they did?  Yes, she was sure.  It seemed so unreal.  So nasty.

So good.

	Sue finally woke up.  She looked at her sister and smiled.  "Have

fun?"  she asked.

	"It was so good."

	"Let's do it again."

	"Lets."

	This time, their mouths eagerly sought each others.  Hands

fondled bodies.  When Sue moved to repeat her actions of the last

night, Dennie stopped her.  "Let me do you."

	Sue guided her sister's actions.  Dennie knew instinctively what

to do.  She needed little coaching.  Just do to Sue what she knew felt

good herself.

	She hesitated for a moment when she reached her sister's cunt,

but quickly buried her face in the waiting womanhood.  Before long,

her sister was moaning with pleasure, nearing her first climax of the

day.

	Afterwards, they lay as they were.  "You know, we can do it

together", Sue said.  "Turn on your side."

	In the 69 position, they easily sucked each other to yet another

orgasm.

	As they lay in each others arms, Dennie commented, "This is

sinful."

	"Is it sinful to enjoy yourself?  Is anybody hurt?"

	"No."

	"So, enjoy..."

	"What about Chris?"

	"I have plans for our brother."

	"Well, what do you have in mind for Chris?"  Dennie asked.

	"I know he's a little voyeur.  We're going to set a trap for him,

using you as the bait.  When we're done, we'll have him right where we

want him."  Sue replied.  "Here's what we'll do...."

	It was fortunate that both girls were the same size.  Before

Chris returned, they were ready.  Sue had dressed Dennie with care. 

An underwired demi-bra, bikini panties, blouse unbuttoned enough to

reveal extensive cleavage, tight skirt, and heels.

	Chris was feeling particularly horny when he arrived home.  He

and Joe had spent most of the afternoon looking through Joe's father's

collection of men's magazines.  God, he wished he could get pictures

of either of his sisters like those.  That was the nice thing about

Sue being home, it doubled his chances of catching a view of

woman flesh. 

	His sisters were sitting chatting when he walked in the door. 

Denise must have been out somewhere.  She looked sharp as shit.  Damn,

he'd love to get a better look at those boobs.  He even got a quick

flash of pantie when she wasn't looking.

	All evening he seemed to get little glimpses, a flash of panties,

a lot of cleavage, plenty of leg, just not enough.

	When bedtime came, he was almost out of his mind.  He headed to

his room, horny as hell.  Once in his room, he stripped and lay in

bed, stroking his hardon.  No choice but to beat off.  He continued

stroking until he realized that he had to piss.  Throwing on his robe,

he headed for the bathroom.  Once there, he had to wait a moment for

his erection to subside enough for him to piss.

	Once finished, he headed down the hall, passing Sue's room.  He

was just getting ready to pass Dennie's room when he noticed that her

door was slightly ajar.  He couldn't resist, he had to take a peek.

	Jackpot!  She was standing by her bed, undressing.  The moonlight

provided enough light for him to see.  As he watched, Dennie slid her

skirt off.  Such little panties!  Now she was removing her blouse. 

Wow!  He could see her tits, her bra didn't cover anything!  Nipples! 

As he watched and waited, she removed the bra.  Chris waited anxiously

as she slid down her panties.  She was at just the right angle, he

could see her bush!  This was too much!

	He almost rushed back to his room to beat off, but decided to

stay a little longer.  Hmmm, she was climbing into bed.  Show's

over... But, no, she didn't slide under the sheet, she was lying on

top, on her back.

	As he continued to watch, his sister began stroking her breasts. 

Soon, she spread her legs and slipped a hand to her pussy.  Unreal! 

She was beating off!  Chris continued to watch as his sister

masturbated.  His dick was so hard that it hurt.  He parted his robe

and exposed his prick, stroking it as he observed the scene in the

bedroom.

	Dennie was obviously almost ready to cum, he so was he. 

Suddenly, the lights came on!  "What the hell do you think you're

doing?"  came Sue's voice, sternly.

	She stood just outside her own doorway, clad in a silky robe,

with a severe look on her face.  Oh, shit...  He glanced back in

Dennie's room.  She was scrambling into a robe.  He looked back at

Sue.  She looked mad.  "Go to the livingroom."  she ordered.  Chris

scurried away.

	Sue stomped into the livingroom and switched on the light. 

Dennie was right behind her.  Sue turned to her sister and asked, "Do

you know what this little pervert was doing?  He was standing outside

your door, looking at you and beating off..."

	"Of all the nerve!  What are we going to do about him?"

	Chris waited apprehensively.

	"Well, if he's so ready to look at girls and beat off, maybe he

should let us watch him jack off."  Sue suggested.  Dennie agreed.

	Chris stood where he was, amazed.

	"Well, what are you waiting for?  You heard me!  Take off that

robe and sit in that chair.  Show us how you jack off."  Sue ordered.

	Timidly, Chris removed his robe and sat back in the chair.  His

erection had shrunk considerably, but the ministrations of his hand

and the perverse joy of doing it in front of two women quickly brought

him to full erection.

	His sisters seemed to be teasing him as they watched.  Sue's robe

was partly open and he could almost see her tits.  The way Dennie was

sitting, he could almost see her crotch.  And knowing that they were

both naked under those robes made it worse.

	He continued masturbating, to his sisters' obvious delight. 

After awhile, Dennie remarked, "I'm going to finish what I started

before I was so rudely interrupted."

	With that, she opened her robe and began finger fucking her cunt.

He almost shot off right then.  Glancing over a Sue, he discovered

that she was fingering herself too.

	He couldn't hold back any longer.  His cock erupted, sending gobs

of cum all over.  Dennie got off right after.

	"Hey, damn it, how about some help?"  Sue complained.  "Chris,

get over here and suck my tits."

	Chris couldn't believe his ears or what was happening, but he

didn't need a second invitation.  Eagerly, he sucked one nipple into

his mouth, fondling the other breast with his hand.

	"Easy!  Be gentle."  Sue scolded him.  Following her directions,

he continued with his attention to her breasts.

	"I'm almost there, eat my pussy!"

	This was unreal!  Chris enthusiastically began lapping his

sister's cunt, following her instructions.  In no time at all she

climaxed.

	"You're forgiven for spying.  In fact, I think he deserves a

reward, don't you Dennie?"

	"I guess so."

	"Okay, everybody into my bedroom."

	They made their way to Sue's bedroom.  Following her

instructions, Chris laid on the bed and closed his eyes.  Before long,

he felt a hand on his semi-erect penis.  It quickly became fully erect

as the hand stroked up and down.  Another hand began stroking his

balls.

	Before long, the hand on his prick was replaced by a pair of

lips. Shortly after, a tongue replaced the hand on his balls.  this

was unbelievable!  The only sex he'd ever had before tonight was with

his hand and the only naked girl he'd ever seen was in a magazine. 

Here he was, having seen both his sisters naked, sucked a tit, and

eaten a pussy, and now he was getting a blow job from two women!

	He felt the mouth leave his cock, only to return.  After this

happened a few times, he realized that they were trading off.  He

didn't know how much more he could take.  He could feel the pressure

building up in his scrotum.

	They seemed to sense his impending climax.  The mouth on his

prick redoubled its efforts, until he shot his load deep into the

waiting throat.  He'd never cum like this before!

	He soon discovered that the fun was not over yet.  Dennie wanted

her pussy licked.  He was more than happy to oblige.  Using the skills

Sue had taught him, he quickly brought Dennie off.

	But it was not over yet.  Again on orders, he lay back and closed

his eyes.  He felt movement near his head and then felt someone

straddling his head.  He didn't have to be told what to do with the

quim riding on his face.  He buried his tongue in the waiting gash.

	Meanwhile, his other sister (Sue?  Dennie?) was sucking his cock

back to erectness.  When he was fully erect, she stopped.  Chris tried

on concentrate on the twat above him, but wondered what was going to

happen to him next.

	He soon found out.  He felt her vaginal lips part as his sister

lowered her pussy onto his dick.  A blow job, and now he was going to

get fucked!

	Slowly, the stretching womanhood engulfed his cock as his sister

continued to lower herself onto him.  He felt some resistance at

first, but then suddenly, he was buried to the hilt.  She began

prolongedly fucking up and down on his prick.  Her pace quickened and

he stepped up his licking in response.

	Despite having cum twice already, he could feel his jism building

up once again.  Whichever sister was riding his cock was obviously

nearing her climax as well, as was the sister on his face.

	Finally, the pussy he was licking spasmed as its owner climaxed. 

The cunt engulfing his prick followed suit.  As it contracted

rhythmically around his cock, he felt his own orgasm coming and spewed

jets of cum into the waiting twat.

	When he opened his eyes, Sue was climbing off of his face. 

Dennie had dismounted his shrinking cock and was lying nearby.  She'd

been a virgin too!  That's what he'd felt, her cherry.

	Exhausted, the three snuggled together and where quickly asleep.

	All the next day, Chris was frustrated.  Neither of the girls

would make it with him.  They kept telling him to wait until evening,

they had a surprise for him.

	By late afternoon, he was going crazy.  He was none too thrilled

when Sue told him they were going out to dinner and to put on a suit. 

Begrudgingly, he did as he was told.  

	He waited in the livingroom for the girls to finish dressing. 

His eyes almost bugged out when they walked in the room.  Denise was

wearing a white outfit, with short skirt and low cut blouse, which

showed a lot of cleavage, white stockings and heels.  Sue was dressed

identically, but in pink.  Chris couldn't help staring at his two sexy

sisters.

	Dinner was a treat.  He found it hard to pay attention to his

food.  His eyes kept wandering toward the partially exposed bosoms

across the table from him.  Somehow, he managed to get through the

meal.  On the way home, he sat between the girls, but again neither of

them would let him touch them.  He knew they had something big

planned, but the suspense was killing him.

	Once in the house, Sue broke out a bottle of wine.  After a few

glasses, they were all feeling good.  Sue announced that it was now

time for his surprise.  The girls led him into the bedroom and sat him

down in a chair.  He was to sit and watch.  Sue turned on the stereo

and put on some soft music.

	As he sat, Dennie stood a few feet in front of him, swaying

gently to the music.  She began caressing herself.  Chris sat

enthralled, anticipating a strip tease.  What happened next was a real

shock. While Dennie continued to feel herself, Sue, who had been

sitting on the bed, got up and walked over behind her sister.  Her

arms encircled Dennie's chest, her hands fondling the cloth-covered

breasts.  Dennie leaned back slightly and turned her head.  As Sue

continued feeling her chest and slowly unbuttoning her blouse, they

kissed.  They held the kiss while Sue finished undoing Dennie's

blouse, revealing her breasts, minimally supported by the half bra. 

Sue's hands slid back up to the exposed tits, tweaking the already

erect nipples.

	They broke the kiss and turned to face each other.  Dennie

quickly undid Sue's blouse to reveal a similar set of half-naked

boobs.  They stepped close enough that they could rub their tits 

together. Meanwhile, Sue was slowly and tantalizingly sliding Dennie's

skirt down.  When Chris saw her bare ass exposed, he realized that

she'd worn no panties, just a garter belt.  Sue's skirt quickly

followed Dennie's to the floor.  The girls turned to him momentarily. 

He felt like he was seeing double.  Two gorgeous sets of tits, two

red-thatched pussies, one surrounded by white lace, the other by pink.

	They quickly turned to face each other again and embraced.  As

hungry mouths sought each other, hands caressed bodies.  God, this was

hot!  His sisters putting on a lezzie show for him.  He felt like he

would cream in his pants.  He slowly began undoing his shirt as he

continued to watch.

	The girls had climbed onto the bed and were taking turns sucking

each others tits.  Chris stroked his hardon through his pants as he

watched them finger each others pussy.  He slid his pants down as they

slid into a 69 position and began eating each other.

	By the time they had climaxed, he was sitting naked in the chair,

his dick hard as a rock.

	Sue looked up from the bed.  "I could really go for a stiff dick,

any takers?"

	Chris almost jumped out of the chair onto the bed.  He climbed

between the wide-spread legs and positioned his cock at Sue's vagina.

	"Stick it in, fuck me!" Sue cried.

	He rammed his cock into her twat, burying it to the hilt.

	"Fuck me!"

	Chris began eagerly pistoning in and out of the grasping pussy. 

He felt Sue's nylon-covered legs encircle his back as he continued.

	"That's it, fuck me!  Fill me up with your cock.  Cum in my cunt!

Fill me with your jism."

	As if in answer, his cock exploded, pouring his load deep into

her pussy.  It felt so good!

	As soon as he slid free of the cum-filled pussy, his other sister

buried her head between the gaping legs, sucking his jism out of her

sister's cum-filled pussy.

	Chris was quickly erect again, watching the byplay.  Dennie

looked up from her licking.  "My turn, fuck me doggie-style."

	He moved behind her and slid his cock into her waiting pussy. 

While he fucked her, she continued to eat out Sue's cunt.  This was

wild, they could all get off at the same time!

	Hours later, they lay together, satisfied.  Chris felt like he

wouldn't be able to fuck for a week.  What a night it had been!



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