This is continued from part one. You should read part one.

“The first thing we’ll need to do is be able to be naked in front of each other.” She tossed the t-shirt on the arm of the chair, and reached behind herself. “We’ve known each other a long time. That one time we all went skinny dipping, but it was dark, and we were in the water, so it doesn’t count.” She had unhooked her bra, and let the straps slip off her shoulders. She did that thing that women do, rubbing the side and under her tits, a non-sexual habit of undressing. Her tits were great, not large, but full, with small, tight aureole and hardening nipples. Fucking hot. “So everyone get ‘em off, and let’s see if this is going to work.”

She was unbuckling her shorts, and I realized that she was going to strip right in front of us, and she expected us to do the same. I wondered what Sue thought, and managed to tear my eyes away from Marybeth long enough to see Sue lifting her hips to pull her own shorts down, and then her panties, and there was my wife’s trimmed pussy for everyone to see! My eyes kept going back and forth between them as I started unbuttoning my shirt and kicking off my sneakers.

With the exception of porn and the occasional strip joint, my wife was the only woman I’d seen naked for about ten years. She’s barely five feet tall, with a petite but well-proportioned frame, where Marybeth is taller and fuller, though by no means heavy, with great legs. Sue has light brown hair, longish, where Marybeth’s is darker and cut short. Like Marybeth, Sue’s breasts weren’t large but they were good-sized tits for her frame, with larger, pink aureole and fat nipples that were getting swollen.

Marybeth stood to pull her shorts off, and then her panties. I was staring at her completely shaved pussy, right across from me. She saw me staring, and said, “Let’s go Jason, you, too,” at the same time I heard my wife say, “O-oo, Mike, nice. No wonder Marybeth is so happy.” I pulled the rest of my clothes off quickly, astounded that my wife had just complimented another man’s cock. Mike thanked her, and commented on her tits.

I was still eyeballing Marybeth’s shaved pussy. She sat back down, and we all sat there, eyeballing each other. I had most of a rod already, and got the rest of it when Sue asked to see Marybeth’s shave job, and Marybeth, across from us, spread her legs. I managed to glance up at Mike to see his reaction, and got my first weird vibe, seeing another guy’s hard dick. He was grinning ear to ear. I noted that his pubic hair was closely trimmed, too, and his balls were shaved clean. It made his cock look bigger.

“Did we pass the test, Marybeth?” he was asking.

“Yes, the first part, so far.” She turned to Sue and me. “Remember, anyone gets uncomfortable, or nervous or jittery, just say so, and we go no further, no harm no foul. Okay?” She turned to Mike. “Okay?” We all agreed. “Good. So we’re able to be naked together. Nice to see the men looking special,” she commented on our stiff dicks. “I’m getting a wettie myself,” she joked.

Sue was snuggling next to me on the couch, her arm wrapped around mine, pressing her exposed breast into me. The way she was holding onto me would have made me think she was nervous or afraid, except that her breathing was a little short and shallow and there was an intensity in her eyes that could light a fire. Marybeth had mentioned something about Mike getting turned on when she gets turned on, and I felt the same way about Sue. There’s nothing as exciting to me as watching her getting off, approaching a huge orgasm, seeing that urgency, that need and determination on her face. But there have been other times, like the one on the train, where she becomes so focused, so driven by her desire that it takes her over. Her level of passion always surprises me on those occasions, when she surrenders completely to her debauched cravings. They are the most exciting experiences ever.

She was starting to look like that now. Drunk or not, I knew that when we got to our room I was in for a wild ride.

The den was large enough that Marybeth just dragged the coffee table closer to her own chair, leaving a large space near the Sofa and Loveseat. I watched her ass as she walked to Mike, looked back at us, then leaned over and kissed him. Sue and I were treated to a view of her ass and pussy from the back, and I felt Sue’s grip tighten on me a little. “Very nice, Marybeth,” I called as she stood, and pulled Mike up with her. As she walked him to the center of the seating area, Sue murmured to me, “Her pussy looks as good as Mike’s dick.” My dick got harder.

Marybeth and Mike stood in front of us, a little back, nearer the Loveseat. Mike was behind her and wrapped his arms around her waist, kissing and nuzzling her neck and ear as she spoke, laughing with the tease he was giving her.

“OK, guys, before we test the next level, let me say that we’re not swingers, and I don’t think you are either, and we’re not having a giant orgy tonight.” Her hips pushed forward as Mike pushed himself into her hips from behind. It made her pussy push out, and the large exposed labia peeked out from between her legs. There was clearly some wetness showing. “Mike and I are gonna fuck like animals later,” she kidded, squirming away from Mike’s pressure, exposing her wet pussy to us. I wanted to push my face between her legs. “But right now we’re not trying to find out if we’re horny,”

Mike’s hand rose, grabbed her breast and squeezed her nipple. Fully hard now, they were long and perfectly formed, like pencil erasers. She pulled away from him, and we could see his hard cock bouncing, pointing directly at us. I felt Sue clench a little. “We’re finding out if we are ready to fulfill our fantasies when we go away. We are clearly,” she stood next to Mike, and wrapped her hand around his cock for emphasis, “comfortable with being naked in front of each other. In fact, we all seem to like it.” She looked down at Sue’s lap, and I realized she was spreading her legs, giving Mike and Marybeth a view of her pussy. Her lips are smaller and thinner than Marybeth’s and the inner lips peek out a little. I took Marybeth’s lead, and reached between Sue’s legs, and used two fingers to open her up. Her wetness spilled out, and I heard Marybeth take a breath. Mike was staring into Sue’s wet cunt. I think he saw the future.

“But to really enjoy a threesome you have to enjoy being watched, and seeing your partner have fun with someone else. Remember, anyone feels they can’t go on, speak up, and we all stop, no questions asked.” With that, she turned to Mike, dropped to her knees, and crammed her mouth down over the end of his cock.

“O-oh, fuck!” he exclaimed.

“Holy shit,” I muttered. I felt Sue stir next to me.

“Ohmigod, Jason, she’s sucking his dick!” she squealed. “That’s so hot!”

Marybeth took her mouth off Mike and turned to us, addressing Sue. “Are you going to sit and talk, or suck your man’s dick?” She returned to Mike’s shaft, licking up the length from the base to the tip. I watched her tongue swirl around the head, and didn’t feel Sue move away. I didn’t realize she had knelt in front of me until my dick was wrapped in liquid heat and I felt her tongue. I groaned.

“Fuck yeah, that’s hot,” I heard Mike say. He was watching Sue suck my dick. As I watched him watching her, Marybeth turned her head, Mike’s shaft bulging her cheek out, so she could see, too. She glanced at me, caught my eye, and let her tongue tease his cock head while she maintained eye contact. She smiled at me. Then I watched her eyes trail to Sue’s ass, which was pointing at them. She wrapped her hand around Mike’s shaft, and stood, and pulled him closer to the couch, a little to the side of us. They both were watching Sue’s head bouncing in my lap. Marybeth reached to her head, and pulled her hair to the opposite side. “That’s better,” she said, as she gave them a clear view of my dick disappearing into her mouth, the shaft glistening with saliva, her tiny hand stroking the shaft.

Sue glanced up at me, then to them, and popped her mouth off my dick. Her hand, slick with her saliva, went up to Marybeth’s face, and pushed her head back into Mike’s crotch. Marybeth’s mouth opened and accepted the shaft, and Sue’s hand stayed, and pushed a little more, harder, pushing her head slowly down. I watched almost all of Mike’s rod disappear into her mouth, until she half gagged, a cough blowing her cheeks out, and Sue let go, and Marybeth pulled her head back. I felt Sue giggling on my dick and she sucked my cockhead. Marybeth’s eyes were tearing, but she grinned, and said, “Bitch,” and took a breath and went back Mike’s dick. Sue moaned on my dick as it filled her mouth.

I was thinking that we had all passed Marybeth’s test, proved that we could have sex in front of each other, and was wondering if I could cum in front of them. Sue loves to suck my dick, and she’s really good at it. Not just the oral caressing and teasing, but the wet, head moving, sloppy fuck-you-with-my-mouth part, too, and when she got hot, she loved that part, she really enjoyed it. Sue was starting that part of the blowjob, and Mike and Marybeth watched her head bouncing, her hair pulled back, her lips sliding on my shaft. Marybeth was using her hand on Mike’s cock as she sucked, and she caught my eye again, showing me how she licked and sucked her husband. This was too hot, I thought. Drunk or not, I started to consider the possibility of blowing my load, when Marybeth stopped sucking Mike, stood, and walked around Sue to the opposite side. She took a handful of hair and gently pulled back, extracting my dick from Sue’s mouth with a sloppy popping sound.

“Switch,” she said.

And she guided Sue’s head, her hand still in her hair, away from me, past my leg, towards Mike. I sat still on the couch, my hard cock still wet from my wife’s lovely mouth, and watched her beautiful small mouth open, her tongue slip slightly out, and her lips wrapped around Mike’s swollen cockhead. Within seconds she was bouncing her head again, and I watched her cheek bulge as she took his shaft. Marybeth pulled her hair to the side, giving me an unobstructed view of my wife sucking our friend’s cock.

It was incredibly hot. I thought I should be jealous, but I wasn’t. I knew how horny she gets, and how much she enjoys having her mouth filled, how sexy she feels, and the abandon she experiences when she lets go and really blows me. Those thoughts all vanished as Marybeth said, “Wow, she loves to suck cock,” admiringly, and then pushed her mouth down on my shaft, taking almost my entire dick into her mouth, pushing herself this time, deeper, until she almost gagged, then held it in place and swirled her tongue on my cock while it was buried into her tonsils. It was completely different from the type of sensation Sue creates, and it was thrilling. Her lips nearly reached the base of my shaft. Not deepthroating, but pretty fucking close, all the while sucking, and swirling her tongue inside. I groaned with the sensation and felt it from my feet to my chest, and my head went back and my eyes closed. After a few seconds I raised my head and opened my eyes. I glanced at Sue and she was staring at me, holding Mike’s cock against her face, and her eyes burned with passionate heat. She was getting off watching me get off.

Marybeth pulled off then, and turned to Sue and Mike, and Sue went back to it, pumping his cock with her whole head and hand, stroking him in and out of her wet, sexy mouth. Marybeth and I watched while she stroked me gently, not increasing my pleasure, but not letting it subside. She was watching Mike enjoy Sue’s mouth. “Fuck,” she said, almost too low to hear, “it’s hotter than I thought it would be.” There was an urgent tone in her voice that I felt in my balls.

They traded turns then, back and forth, each of them enjoying sucking another man’s cock for the first time in years, enjoying being watched, and getting a thrill watching their husband getting blown, watching him get off. They didn’t try to make us cum. They talked to us as we enjoyed their oral talents; dirty, sultry and seductive. It was incredible, and then it got better. Marybeth stood, tapped Sue on the shoulder, and then grabbed my hand and helped me up. My knees were a little weak, but I managed. She took Sue’s arm, helped her up, and sat her down where I had been, and turned me to face her. Then she sat on the couch next to her. They giggled a little, and then pulled their knees up, resting their heels on the edge of the sofa.

“Well?” Marybeth said, “what are you waiting for? It’s not going to lick itself!”

I needed no additional encouragement, and dropped to my knees in front of my wife. I could smell her excitement as I approached, and pushed her thighs apart. Her beautiful pussy was closed, but her juices were leaking out from between the lips. I anticipated the thick sticky cream, the beginning juice, as I lowered my face, touching the base of her lips with the tip of my tongue, and as I slid the tip upwards her lips opened wide, inviting me in, and her lubrication coated my tongue, tangy and delicious.

I lapped it up as I moved higher, digging my tongue inside, swiping the inside of her pussy as far as I could reach, and then sucked the juice into my mouth, tasting her and swallowing her excitement as I licked higher, teasing her pee hole. I moved slowly, up around her lips, sucking in each one, then licking around the top of her cunt before burrowing under the hood to find her clit, hard and waiting. Her moans became a sudden squeal of pleasure as I tickled her button, and then returned down her lips, inside, and then back up again. After a few more delightful tours of her full, wet pussy, I settled into licking her clit, around it, up each side, then tickling it with the tip of my tongue. She loves oral, and this was no exception, and she pumped her hips up into my face.

I was momentarily distracted by Marybeth’s voice, and looked over the see Mike’s head buried in his wife’s crotch. She was holding the back of his head, pressing him in. “Fuck, yeah, get that fucking tongue in there, lick my pussy, fuck, oh, that’s it, right there, yeah,” and other filthy encouragement, and as I returned to my wife’s wet treasure I wondered if she would make us switch soon, and my balls tightened at the imagined opportunity to taste Marybeth’s shaved cunt. Excited, I jammed my tongue inside my wife, who it seemed had gotten wetter hearing Marybeth’s commands. I felt her hand on my head, and heard her throaty whisper.

“You like that, don’t you, dirty boy, you like seeing her getting her pussy licked.” She pressed my head into her. “You want that, don’t you, Jason. You want to lick her hot cunt, don’t you?” I pushed my head higher, tightened my lips and sucked on her clit, pushing the tip of my tongue onto her swollen little button. “O-ooh, yeah, dirty Jason likes to lick my pussy, and he want to lick Marybeth’s pussy too, m-mm, yeah, suck my clit!” She cried out as I did it, and humped my face. I knew she was building to an orgasm, and just as I started to really work her to her climax, I felt fingers in my hair pulling my head away. I looked up to see Sue looking over my shoulder, and Marybeth next to her, staring at me, her fingers playing with her own pussy, Mike gone. “Don’t you make her cum, Jason, that’s Mike’s job. You get over here and eat my cunt.”

I raised up and scooted over, turning my head to see Mike behind me, noting his cock, rock hard, right behind my head, and thought for a second that he was going to fuck her, but as I moved over he dropped to his knees. I watched as he buried his face into my wife’s open, waiting snatch.

I stared, resting between Marybeth’s open thighs, as my wife’s eyes rolled back and she grabbed his head as she had grabbed mine, and she lost herself to Mike’s tongue where mine had been. She was enthralled, ecstatic, and seeing her lost in passion tightened my chest, and I loved her for her desire and lust.

“Fucking hot, isn’t it?” I heard Marybeth ask. I looked up at her, and saw the passion smoldering in her eyes. “You liked watching her suck Mike’s cock, I saw it in your face. And you like seeing him eat her little cunt, too. He’s going to make her cum.” She leaned down, turning my head to her, and spoke softly into my ear, her breath hot on my face. “She’s going to cum in his mouth, and he’s going to lick up all her pussy juice, and she’s going to love it, and you’re going to watch with me.” I felt her fingers in my mouth, tasted wetness, and sucked what I realized was her pussy off them. “O-ooh, you are a dirty boy, taste my pussy while you wife cums.”

Sue’s head came forward suddenly, and I recognized that she was very close. Her eyes and mouth were wide open, looking down at Mike’s head, and then she turned to me, and stared into my eyes. “I’m gonna cum, oh, fuck, here it comes, he’s making me cum, fuck,” she said right to me. “Fuck, I’m cumming, fuck, I - ” and she yelled her orgasm to me, staring at me, her face frozen as a spasm shook her, and she violently mashed her cunt into Mike’s face. Her orgasm started to recede, and Mike went after it again, and she had another, more powerful one, and her eyes closed and she began thrashing on his tongue, screaming her release.

I glanced at Marybeth, who was watching, and she had three fingers stuffed inside her pussy as she witnessed her husband making Sue cum. Her shaved lips stretched around her fingers, and her other hand was twisting one perfect nipple furiously, and she was panting lightly. Sue’s voice faded into the background as I reached up, took Marybeth’s wrist, and pulled her fingers from her cunt. Strings of her juices stretched from her lips to her fingers, and she looked down at me. Our eyes met, and in an impulse, I licked her fingers. She cooed sweetly, and then I raised her hand to her face, and she opened her mouth and sucked herself off her own fingers, staring into my eyes as she did.

I broke the gaze and dropped my eyes to her pussy. Before diving in I wanted to freeze the vision into my memory. Her thighs were spread wide, her knees up, angling her hips upward. Her smooth shaved labia were slick with her juices, and her inner lips were spread open like a flower after her fingers pulled out. Her hole stayed slightly open, angry and red inside, and at the top of her playground was the biggest clit I had ever seen live; Sue’s is small, hidden, and hardens to a button when excited, Marybeth’s looked like it was at least a half-inch long, and pushed out from under her hood like a tiny girl cock. I felt myself salivate as I moved my head closer.

“Yeah,” she hissed slowly, “get in there and make me cum.” She stroked my head with one hand, and was pinching and pulling her nipples with the other. “Make my pussy cum. Lick me and suck me.” I took my first lick of shaved pussy, and it was incredible. My dick was rock hard, but all I could think about was how special this was; first other pussy in more than ten years, first time seeing my sexy friend Marybeth naked, first time seeing my wife suck another dick, first time licking shaved pussy, first time watching my wife orgasm from someone else – my brain was overloading, and I tucked those revelations into a mental closet for later, and extended my tongue, and took my first, long wet swipe up the left side of Marybeth’s pussy, around her puffy lips. I tasted the flavor of her, spread there by her fingers as she’d played with herself. I licked with the flat of my tongue, all the way up one side, then the other. Her moan approved. I made another circuit, less wide, then another, this time directly on her smooth swollen lips; fuck that was hot!

I was interrupted when Sue made a sudden noise that surprised me and Marybeth. I picked my head up from Marybeth’s wonderful cunt and glanced at my wife and Mike. Sue had slouched down so that her hips dangled off the edge of the sofa. She had her knees pulled way up against her chest, lifting her pelvis. Mike’s hands were on her thighs, holding her legs up and apart, and his face was in her crotch. But I could see her pussy above his forehead. In fact I could see her fingers in her pussy and playing with her clit while Mike’s head moved below. Fuck, I thought, he was licking her ass!

Sue made the noise more now, and had gotten Marybeth’s attention as well. It was a surprised/delighted exclamation I hadn’t heard from her before, and I assumed it was related to the tongue in her butt. “I love when he does that,” I heard Marybeth say softly, then add, “looks like she does too!” Of course, it surprised me, as Sue had never seemed interested at my attempts to touch her anal opening. She sure looked interested now!

Marybeth’s hand pushed my head down, and I picked up where I left off. I took a second pass at licking her smooth sexy lips, then aimed my tongue inside for a swipe up each side. Drops of pooled juices greeted me as my tongue pushed her lips to the side, the tip licking between her inner and outer lips, almost reaching her clit as I relished her flavor. I took another pass around her lips, sucking each smooth flap of flesh into my mouth in turn. I figured I could play like this all night when a hand grabbed my hair and pulled my hair up.

“Jason, honey,” Marybeth said, looking directly into my eyes. “I don’t need to be aroused. I need to cum. Soon, and hard.” She pushed my face down and raised her hips up. “Now fucking lick that cunt and make me cum!” she yelled. I pushed my tongue as far into her hole as it would reach, and swirled it around, then moved up to her clit, wrapping it in my puckered lips and applying pressure with my tongue as I sucked her. I pushed two fingers into Marybeth’s slippery tunnel, facing up, and pumped a few times, hearing her grunt with the penetration, then squeal as I probed her G-spot, still sucking and licking her clit. Her vocal urgings reached a new level as the simultaneous stimulation took over, and she starting twitching as her body tensed for orgasm.

Every thought and effort I had was on my fingers and my tongue, working her clit and pussy, feeling the hard nub respond to my tongue, feeling the ripply spongy area swell inside her under my fingers. I wanted to add a third, or fourth finger, I wanted to bite her clit, but resisted the animal urge, and just worked to give her the orgasm she wanted.

It wasn’t until her unintelligible grunts and expletives rose to a shriek did I know for sure she was cumming. Then her legs spasmed and her thighs tightened on my head, holding me in place, muffling the sound of her release. I felt her legs vibrating as the climax took her, shaking my head, holding my mouth in place. As her voice peaked, her cunt exploded and I pulled my face slightly back but left my fingers inside where her cunt clamped them tightly. Her juices pushed out of her clutching tunnel around my fingers, soaking my hand and wrist, but my retreating mouth, still open, received an unexpected treat as a stream of fluid jetted out, splashing my tongue and filling my mouth! She was squirting into my mouth, and I held still, catching all I could, feeling the hot liquid filling my mouth, then splashing my lips as I swallowed, tasting her, slightly salty, slick texture and the scent filled my nostrils. I opened and caught the last of it and swallowed it down, nearly cumming myself from the excitement. Her legs released me but continued to push her hips up, and she pushed my face away as she continued to bellow her release to the room.

I glanced at Sue and Mike; they were staring, astounded and thrilled at Marybeth’s orgasm. Sue saw my face, wet with Marybeth’s ejaculation. I’d never experienced anything like that before. It wasn’t a ten-foot porn stream, but a full squirt, right in my mouth. I grinned like a fool at my wife and licked my lips, not knowing if she knew what I’d experienced. She looked up at Marybeth then, and I looked to her ass, which Mike still held exposed, and I could see her tight little hole open and wet where his tongue had been. It twitched invitingly, recalling the slick muscle that had caressed it, then clenched, and tightened. Another first, and again my senses were overloading.

Marybeth’s voice tailed off has her orgasm subsided, and her legs relaxed, and she hung her shaking legs over my shoulders. I slowly slipped my fingers from her sopping cunt, and she sighed, and reached for my hand and pulled it to her face. She stared into Mike’s eyes as she crammed both fingers into her mouth, sucking her own slick cream from them. Mike released Sue’s legs, slowly, placing her feet on the floor, and stood up, stepping toward his wife. Another first, as I barely got out of his way, my eyes eye level with his rock hard cock right at my face, the head an angry red, almost purple, the thick shaft straining with veins under the taut skin. It looked like mine felt. He stood next to me and took her ankles, practically jamming his cock in my face, and pulled her legs up off my shoulders, and allowed me to exit. I thought for a second about the girls’ threesome fantasies, about a second cock in the mix. But as I pulled back I saw only his ass and balls, as he took my place between his wife’s legs.

He was going to fuck her, right now, in front of me. I saw, between his legs, as he rubbed his rod on her pussy, and then I was pulled away. Sue grabbed me, pulled me to her, and I fell sideways, ending prone on my back. She came off the couch and threw a leg over me, and thoughts of Mike fucking Marybeth were replaced by the image of my tiny wife, squatting over my cock, holding her cunt lips open with her fingers, and looking at her pussy as it accepted my cock. I watched with her until my full length was buried, and then we raised our heads and our eyes met.

Because she was short she couldn’t kneel when she was on top, so she had to squat and lift her hips. It was difficult for her to do for long, but she alternated sitting full on me and shifting her hips back and forth, rubbing her clit against the base of my shaft, and sometimes rubbing the head of my cock against her cervix knob. Then she would lean forward, her hands on my shoulders or chest, and lift her hips up and down, or hold them up and allow me to thrust up into her.

She leaned forward now, slowly raising and lowering her pussy, and spoke to me in a low voice as we fucked, her eyes burning with an intensity I had rarely seen. “Did you see me cum, did you watch me? Did you see him lick my cunt and make me cum? Was it hot? Did you like it? It felt so good, so nasty, cumming while you watched.” She stretched to kiss me, then rested her hands on my chest, and pinched and pulled my nipples. The feeling went straight to my cock. “Did you like watching me suck his cock? And lick his balls?” She was almost frantic in her cadence, urging me to fuck her. “You licked her pussy. Her cunt, you licked her shaved cunt and made her cum.” She raised up straight, pushing herself down on me, shifting back and forth again. I felt my cock bumping on her insides, and I knew I wouldn’t last much longer. “Did you see Mike lick my fucking ass?”

Suddenly Mike and Marybeth rolled over, and Marybeth was on top, facing away, and their joined hips were even with Sue’s face as she squatted upright. She looked at me with an expression of surprise and awe, then turned back to stare. She moved up and down slowly as just about a foot away, Marybeth’s cunt rose and fell on Mike’s slick cock. She bent to me, whispering.

“Holy shit, you see that? It’s so fucking hot, fuck, I can see his cock inside her…” She raised up again. Leaned to them. Mouthed ‘fuck’, and looked at me. She leaned back down. “She’s so hot, his balls are wet. I want to lick them, or touch them. Should I touch his balls? I want to feel his wet cock and balls. Oh my god, what if I touch her?” Her voice lowered, and she pinched my nipples again. “What if I rub his dick and I touch her pussy?”

The sound of wet slapping flesh covered our voices, I’m sure, so when she sat up and looked at me, they could not have known what she would do. Still rocking her hips, she timidly reached out between his knees. I craned my neck to the side to get a better look without moving her away. Mike was still, and Marybeth was bouncing on his cock, her back to us, her ass cheeks jiggling as she pounded him. Slowly Sue’s hand approached, then closed the last distance quickly, her hand rubbed down his shaft to his balls, fondling the fleshy globes. I heard Mike exclaim, and Sue pulled her hand away, looked at me. I gave her a nod, and she went back, and cupped his balls this time, and I watched her fingers play, and then she turned her hand, and her palm stroked his slick shaft at the base, then moved higher, and then her fingertips brushed Marybeth’s swollen cunt. This time Marybeth made a sound, and Mike’s hands went to her shoulders, pulling her down, exposing her completely.

Sue was sitting still on my cock, her pussy clenching in her excitement. Her hand returned to Mike’s shaft, rubbing it, caressing his shaved balls. Suddenly Marybeth’s hand came around behind her, and grabbed Sue’s hand, and placed it where her pussy met Mike’s cock, holding it there are she moved against it. Sue inhaled sharply, but when Marybeth’s hand moved Sue held hers there, feeling Marybeth’s open cunt accepting the cock as it slipped in and out. Marybeth and Mike were both groaning and grunting, and then Sue unexpectedly moved her hand up and pressed a slick fingertip into Marybeth crinkled ass, and Marybeth howled as she came, and her body froze in place. Sue took her finger out, and stroked Mike’s shaft as best she could, and then he too started jerking and crying out that he was cumming. Sue massaged his balls and his cock shaft as he shot his load into Marybeth’s wet hole.

Sue stroked them both until Mike’s cum started oozing out around his shaft, and she pulled her hand away, a string of cum stretching with her, and she watched as Mike’s cock slithered out of Marybeth’s fucked hole, a pool of cum following to drip down her shaved lips and onto his softening shaft and balls. Sue let out a sigh of desire and began shifting on my cock again, working harder, then faster, staring at her friend’s creampie cunt, and working up to her climax. “I’m gonna cum, fuck, I’m gonna cum … cum … fuck … I” she leaned to me, and spoke in my ear. “Don’t shoot in me. Do it in my face. I want them to see me get my face covered.” I nearly shot my load then, but I managed to hold it, and let her cum on my dick, gasping, eyes wide open, staring at me in a grimace of ecstasy.

As she regained control of her body she slipped off me, and knelt, allowing me to struggle to my feet. She sucked my cock straight into her mouth, no teasing and stroking, just sucking her cum off my cock as she worked to get me off. I felt it getting closer, and she saw it in my eyes, gave me a few more sucks, then sat back on her heels, and put her face up, waiting, and I stroked my shaft. My body tensed from my chest to my toes, and I rose up, and my balls clenched and shot my first blast straight across her lips and nose, and then she opened her mouth and hung her tongue out, as blast after blast shot out, coating her lips and cheeks, laying on her tongue, across her nose, in her hair, and dripped off her chin. As the last drips fell from my cock she licked at the head, then sucked it clean. My knees nearly buckled as she sat down, her beautiful little face smiling and covered in jizz, and began licking her lips, sucking in all the cum she could reach while Mike and Marybeth watched. She made yummy sounds and made a show of it, but she wasn’t faking.

I collapsed on the sofa, and later Sue was shaking me to go up to bed, and the next thing I knew I was waking up, the sun streaming through the window. Sue was next to me, still asleep. And I was sober. And I remembered what we had said, and done.

This was going to be a wild vacation, I thought, if no one freaks out this morning. I slipped out of the bed.