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We came home early, that night. The party was not very exciting, so we made 
excuses and left before 10, even though we had told Heather, our babysitter, 
not to expect us until after midnight. 
 
And obviously, she did not expect us -- at least, not right then. Although we 
made a normal amount of noise driving up to the house and walking in, she 
didn't hear us at all. In fact, neither of them did. Not she or her boyfriend, 
lying on the couch in a passionate embrace, seemed to notice as we entered the 
living room. We were both startled, and hesitated awkwardly, not knowing what 
to do. Then you placed a finger on your lips, motioning me to be quiet; and we 
both relaxed, leaning quietly against the doorframe, enjoying the unexpected 
entertainment. 
 
Both Heather and her companion (who was unknown to us) were fully clothed, but 
the young man was trying to correct the situation. He slipped his hand inside 
her blouse, which was already half unbuttoned; she moaned softly, but slowly, 
reluctantly, pulled his hand away. He slowly reached in again, undoing one 
more button; even more slowly, she removed his hand again. Like a stuck 
record, the identical motions were repeated over and over. 
 
It was not difficult to understand the young man's fascination with what was 
under Heather's blouse. When she had arrived, it was obvious that she was not 
wearing a bra; her large, firm breasts stood out proudly from her magnificent 
17-year-old body. I suppose I stared, but she didn't seem to mind. As we 
walked out to the car, you laughingly told me that I could stop drooling. And 
now, as if in a projection of my fantasy, those luscious young tits were being 
stroked and fondled. 
 
Suddenly, the boy seemed to tire of the game, and sat up on the couch in a 
huff, still looking away from us. Heather, suddenly concerned, pressed up 
against him, her breasts nearly overflowing her blouse, now almost fully open. 
At first, he would not be consoled; then he relented, and began to kiss her. 
How long would it be before he tried again, I wondered, but the youth had 
decided to try a different tactic; as he held her with one arm, he began to 
unsnap and unzip his jeans with his free hand. With remarkable dexterity, and 
without relinquishing the kiss, he opened his fly and pulled his jeans down 
just a little. 
 
Just a little -- but enough. The sexual teasing that he had been subjected to 
had give him an enormous erection, which sprung free with such force and 
suddenness that we both had to stifle giggles. Still without breaking the 
kiss, he took Heather's hand and wrapped it softly around his cock. After a 
few moments, she withdrew her hand; then, she slowly broke the kiss and gazed 
down, dreamlike, at his erection. Slowly, on her own, she reached for it, 
stroked it lovingly, caressed its length with hypnotic fascination. 
 
Heather's friend moaned softly; and slowly, gently, but inexorably, began to 
push her head toward his lap. We exchanged amused, excited glances; it was 
obvious what he wanted. We nearly gasped out loud as Heather began to lovingly 
kiss the side of kiss cock, as he moaned in sudden pleasure. She began to lick 
the length of his cock with long strokes, obviously aware of -- and enjoying 
-- the effect she was having on her partner. Her red tongue danced slowly up 
and down his swollen prick, teasing him, unleashing his passion. Suddenly, 
boldly, she encircled the head of his cock with her moist, full lips. The 
magnitude of the unexpected pleasure seemed to be too much for her friend to 
bear; holding her head down on him, he thrust wildly with his hips, driving 
his shaft deep into her mouth. Not surprisingly, she gagged. Unfortunately, we 
gasped. Out loud. And this time, they heard us. 
 
Instantly, pandemonium reigned. Our living room, calm 
and sedate only an moment earlier, was transformed into a three-ring circus in 
the blink of an eye. The boy, a bright shade of crimson, was grabbing at his 
pants, trying to stuff his wilting hard-on back in, running for the door at 
the same time, stumbling and tripping as he run, cursing. Heather, shrieking, 
was covering her face with her hands; then, still screaming unintelligibly, 
she began to dash around the room aimlessly. 
 
I guess we didn't know exactly how to react. On the one hand, we were trying 
to reassure them both, to tell them that everything was OK. But we were both 
trying with only moderate success to stifle our laughter, not wanting them to 
feel any more humiliated than they obviously were. 
 
But we were too surprised to take any control of the situation; and, an 
instant later, the boy had stumbled out the door, and Heather was on her knees 
in front of me, actually sobbing and begging. "PLEASE don't tell my mother," 
she said frantically. "Oh God, and don't tell my father he'd KILL me I won't 
do it again I didn't mean it please, PLEASE don't tell anybody, I'll do 
ANYTHING, just don't tell them. I'll do ANYTHING!" 
 
With obvious effort, she stopped sobbing, and began to regain a glimmer of her 
composure. Hesitantly, she raised her face and looked up at me. I was standing 
there with my mouth open, caught in mid-thought. I was trying to say, don't be 
ridiculous, of COURSE we're not going to tell anybody, now calm down, and for 
God's sake get up off the floor, you have nothing to apologise for ... but 
that's when I realized that she had said "I'll do ANYTHING!" 
 
Anything?, I thought. Hmmm.... As if she was reading my mind, she repeated, 
more softly. "Please, don't tell. They'll KILL me. Please. I'll do ANYTHING. 
Please." Her eyes glistened with drying tears as she looked up at me 
pleadingly. Getting no reaction from me, she turned her head to look at you; 
but your eyes were locked with mine, as we both weighed the exciting 
possibilities. 
 
As she gazed hopefully at you, she must have been surprised to hear the sound 
of my zipper being quickly lowered. As if in disbelief, she turned her head 
slowly back towards me; then gasped when she saw my cock hanging just inches 
from her face. 
 
"Well," I said, "for a start, you could suck me off." Her eyes, wide in 
astonishment, never left my semi-erect and rapidly-growing prick. "It looked 
to me like you were beginning to enjoy yourself with your friend, and I'd be 
happy to continue your lessons!" 
 
For a long moment, I couldn't tell what she was going to do; then, as if in a 
dream, she leaned forward and circled the head of my cock with her luscious 
young lips. From behind her, I was dimly aware that you gasped as my prick 
slid into her mouth. She began to suck on my shaft, gingerly, tentatively. 
 
You kneeled down behind her, hands around her waist, and put your face next to 
hers. "He likes for you to lick it, not just to suck it," you informed her; to 
demonstrate, you gently licked the point where her lips clasped my cock. I 
could hear, or maybe feel, Heather as she moaned softly. 
 
"Now," you said, like a patient instructor, "lick the underside of his cock. 
Right down the ridge. All the way to his balls." An apt pupil, Heather 
followed your instructions with increasing eagerness. As she reached my balls, 
you gently lifted them, caressing them in your hand. "Now lick under his 
balls, and between his balls and his legs. See how far you can get your tongue 
back towards his asshole." 
 
>From my viewpoint, as I watched Heather lick and suck me, I could see most of 
her tits, barely covered by her mostly-opened blouse. I saw you grin as you 
followed my gaze; obligingly, you reached over and completed the uncovering. 
Released from their bondage, Heather's tits were large and ripe, thrusting up, 
nipples hard with excitement, bouncing and swaying erotically as she moved. 
You cupped one breast in each hand, kneading her firm flesh, teasing her 
enlarged nipples. 
 
Then, suddenly, you slid down, clamped your mouth over one exquisite nipple, 
and began to suck. Heather stopped her oral exploration of my genitals and 
gasped in astonishment, mouth wide open. Of course, I was unable to resist 
such an obvious invitation, and reinserted my cock into her waiting mouth. 
After barely a moment's hesitation, she began to suck my cock, moving her head 
back and forth in a quickening pace. In seconds, I knew was about to explode. 
 
"That's so beautiful," you said. "God I love to watch you fuck her mouth. 
You're about to cum, aren't you," you added knowingly. "Now listen, Heather," 
you implored, "try to swallow all of his cum. See if you can suck him dry. 
Drive him crazy." 
 
She was, of course, already driving me crazy. I grabbed her head and added my 
urgency to her rhythm, sticking my cock deep into her mouth, fucking her mouth 
as if it were a warm, wet pussy. And then I exploded, streaming what felt like 
gallons of hot cum into her mouth. 
 
Despite your admonitions, Heather couldn't handle it all. She tried -- I saw 
her gulp down at least one mouthful -- but she was too inexperienced to keep 
up with my insistent spurts. Finally she backed up and released my throbbing 
cock; the last few spurts of my cum shot onto her upturned face. 
 
I could see that she still had a mouthful of cum, and you were quick to notice 
it too. "I've gotta have some of that," you said eagerly, and licked the 
traces of cum from her face. Still Heather's mouth remained full; cum 
continued to slowly ooze out of the corners of her mouth. Finally, you put 
your mouth on hers; and, with your tongue, forced her lips apart to share my 
cum with her. I could see both of you swallow the remains of my cum; and long 
after it was all gone, your tongues still explored each other. 
 
The sight of you two beautiful women -- one fully developed and experienced, 
one young and naive -- kissing each other passionately was incredibly exciting 
to me. Even though I had just barely finished cuming, I could feel my cock 
slowly begin to harden in response to the visual feast. 
 
"Jesus, I'm unbelievably wet," you announced; and, to demonstrate, you stood 
up and removed your skirt and panties. "Look," you said, spreading your pussy 
lips wide, and inserting one finger deep inside. Heather, dazed, obediently 
watched. "Now, it's my turn. Eat me," you demanded of her. "Lick my pussy. I 
want to feel your warm tongue deep inside my cunt. Suck my clit. I want you to 
make me cum too." 
 
Transfixed, Heather leaned towards you, her head between your legs. I could 
see her tongue darting between your fingers as you held your pussy open for 
her and showed her where to lick and suck. 
 
"Lie down on your back," you ordered breathlessly, and just about flung 
Heather around before she had time to respond. Straddling her face, you 
lowered you pussy to her mouth, grinding into her with increasing speed and 
urgency. "Oh God," you kept saying, "that's wonderful. Eat my fucking cunt. My 
God, I'm going to cum!" And with a short scream, you did. The incredible turn- 
on of watching two women making it right before my eyes -- possibly the most 
arousing sight in the world -- had caused my prick to become almost entirely 
stiff once again. 
 
After just a few seconds, you seemed to have recovered some of your composure, 
and were eager to continue. You scooted back a foot or so, leaving Heather's 
upturned face staring up dreamily, your pussy juices smeared on her face. 
"Take off her jeans," you suggested; and, as Heather wiggled her ass 
helpfully, I complied. I pressed my hand to the center of her panties; as I 
felt the wetness, Heather moaned softly. 
 
Quickly, I completed undressing her, and spread her legs with her knees bent. 
The thin line of her young pussy gleamed with moisture; I ran my finger over 
it lightly, as Heather tensed and moaned. I lowered my head, and began to lick 
near the tops of her legs. "Oh my God," Heather said softly, "that feels so 
fucking good!" I paused, momentarily surprised to hear her speak. "Don't 
stop," she begged eagerly. "PLEASE don't stop!" 
 
Before I could oblige, you offered Heather some timely advice. "Be more 
specific," you suggested. "Tell him EXACTLY what you want him to do." 
 
Catching on quickly, Heather didn't seem to need much urging. "Eat me," she 
nearly shouted. "Make me cum. Please -- I want to cum SO BAD! Eat my pussy. 
Lick my cunt -- all over. Suck my fucking cunt. Make me CUM!" With ever- 
increasing excitement, I eagerly obliged. I slipped my hands under her butt, 
squeezing her ass tightly, and began to explore her wet pussy with my tongue. 
I licked and sucked all over her cunt, and teased her clit as she moaned and 
writhed. In a surprisingly short time, she shrieked and shuddered in a violent 
climax. 
 
Noticing my now fully-erect cock, you had a recommendation. "Fuck her," you 
suggested. "I'll bet that young, tight cunt will drive you crazy." 
 
"Oh yes," Heather added, semi-deleriously. "Please fuck me! I want to feel you 
inside me. I want to feel your cock deep inside my cunt. Please! Fuck my 
pussy. I'm so wet. I'm so READY!" As if to demonstrate, she reached down to 
her sopping-wet pussy, and easily inserted two fingers as far as they would 
go. I spread myself over her, filling my mouth with an ample breast, teasing 
her cunt lips with the head of my cock. "Stick it IN, stick it IN," she urged. 
Slowly, I slid my cock into her pussy. It was one of the most incredible 
feelings that I've ever had -- her cunt was so fresh and tight that it felt 
like a velvet glove, caressing me, squeezing me, lustfully pulling me ever 
deeper. Again I knew that I was going to cum quickly; and, sure enough, after 
a few minutes of ecstasy I unloaded into her snatch. Spent, I rolled off her. 
 
"What kind of gentleman are you, anyway," you demanded mischievously. "You 
left the poor girl unfulfilled! Well," you added, "I'd be less than the 
perfect hostess if I didn't make amends!" You repositioned yourself over her 
face, and this time she eagerly grabbed you and started licking and sucking 
your pussy. With a moan, you stretched out over her and began to reciprocate. 
I swung around for a closer look at one of my favorite activities, and watched 
as your tongue and lips explored Heather's cunt. Just as earlier it had her 
mouth, my cum overflowed her pussy; you eagerly lapped it up, and rubbed your 
face in the mixture of her juices and my cum. 
 
Incredibly, the magnificent sight of two beautiful women eating each other's 
pussies began to make my cock hard yet once more; and by the time you both 
came, I was stiff as a board. I jumped you as you rolled off Heather, 
inserting the length of my cock quickly into your tender pussy. Both semi- 
exhausted, we began to fuck slowly, savoring every stroke with intense 
pleasure. Soon, I began to feel Heather's mouth between my legs, licking and 
sucking my balls, trying to lick my cock as it plunged in and out of your 
cunt. Just as I could feel that we were both about to cum together, I felt 
Heather's tongue circling the rim of my asshole. And just as she spread my ass 
and squirmed her tongue deep into my asshole, we both came. 
ˇld feel that we were both about to cum together, I felt 
Heather's tongue circling the rim of my asshole. And just as she spread my ass 
and squirmed her tongue deep into my asshole, we both came. 
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