Part 9

It was almost 9:00 before David got home to his apartment. He was concerned because he had invited Shelly over to meet Diane. Assuming that Diane let her in, there was just no telling what could have happened between the two women. David had told Diane he had a ‘friend with benefits,’ but little more than that. If Shelly were to tell Diane how the two of them had been regular lovers for over six years, it could have a detrimental effect on his relationship with Diane. In fact, he wasn’t sure that Shelly wouldn’t be jealous of Diane. There were just too many things that could go wrong.

David opened the door to his apartment only to immediately notice the only light was coming from the kitchen. He stepped inside, set down his briefcase, and was starting to remove his coat when he heard groaning in the darkened room.

His nose sensed an aroma that he knew, but couldn’t quite identify.

Quietly stepping forward, David’s eyes began to adjust to the dim light. Looking toward where he heard the noise again, he saw Diane. She was stretch out across one of his couches. Her head was back, and her mouth was open. David could just make out what appeared to be a person’s head attached to Diane’s bare breast. When Diane moaned again, he saw that the person on top of her had a hand at Diane’s groin, and appeared to be fingering her rapidly.

Then he noticed that the person on Diane was wearing a skirt which was pulled up almost to her waist.

Taking another step forward, David said, “Hello, Shelly. I’m glad you’re making yourself at home.”

Both women had been so wrapped up in what they were doing, they’d failed to hear David come in the door. Shelly pulled herself away from Diane’s perfect breast and looked up at David.

“David!” she said as she jumped up to hug him. “You told me about Diane, but you didn’t tell me she is just so perfect. Oh my god, David. She’s cum for me twice in maybe ten minutes.”

“It’s good to see you too, Shelly,” David said dryly. “I gather Diane introduced herself.”

“We’ve been getting better acquainted.”

David accepted a kiss on the cheek from Shelly before leaning over Diane, who was still sprawled out with her legs apart. “Hi, Princess,” he said softly. “Were you enjoying yourself?”

“You’re not angry, are you David?” she whimpered, frightened that he would be displeased with her.

“Of course not, baby. For several weeks now, I’ve been trying to teach you to be open to new experiences. Shelly can be quite an experience all by herself.”

“Since we’ve watched films with girl on girl sex, I didn’t think you’d mind if I tried it,” Diane said softly, not yet convinced that David would care.

David held out his hand to help her to stand. “I’m happy for you to try your wings at anything,” he assured her as he put his arm around her waist. Looking over at Shelly, he said, “I was expecting a little action of my own when I got home. Would you like to join us?”

Shelly stepped over and put her hand on David’s package. “You bet I want to join you. I haven’t had my ass stretched by your big cock in way too long. I’m up for anything.”

He pointed toward the bedroom. “Let’s try the bed. I think it will be more comfortable than this sofa.”

Once in the bedroom, David instructed Diane to lie across the bed on her back. While she was getting into position, David began undressing Shelly, tossing her clothes toward a chair. Once she was naked, he put his hand between her legs to feel how hot and wet she was. He walked her around to the other side of the bed, directing her to lie down on top of Diane in the opposite direction.

Shelly was on her knees with her face just inches above Diane’s pussy.

“Open your legs, baby,” David told Diane. “You are about to learn how to eat pussy. And, I might add, some of the best pussy you’ll ever know.”

Diane looked up at Shelly's sex just inches above her nose. “I’ve never…”

“I know, Diane. But tonight, you’re going to learn how.”

Just then, Shelly dropped her face between Diane’s legs and ran her tongue through the younger woman’s slit.

“Oh fuck,” Diane hissed, looking back a David.

“Get your tongue in there and taste some sweet pussy,” he directed.

Diane hesitated only a second before touching Shelly’s sex with her tongue.

David got down on his knees beside the bed, his head only inches from Diane’s. When he heard Shelly groan, he knew that Diane was getting it right. “Find her clit,” he whispered to Diane.

Diane opened up her partner’s folds and made a small gasp.

“Shelly has the perfect clit,” he continued to whisper. “It’s hard and looks like a little penis. You know what to do with a penis.”

Diane grinned before she put her mouth on Shelly’s clit and began to suck and lick it. Once again, Shelly groaned, but this time much louder.

David backed away from the bed to watch and get undressed. His cock was already trying to rip through his trousers. Once he was naked, he moved back beside Diane, dropping his stiff shaft on her forehead. He pushed it forward until it crossed her nose and stopped just above her lips. Diane snaked out her tongue to lick it.

While Diane licked his cock, David pushed two fingers inside Shelly wet and waiting pussy. “Oh yes,” he heard Shelly say with her mouth against Diane’s sex.

David adjusted his position enough that he could push his cock into Diane’s mouth. He let her get it nice and wet before he pulled back to press the saliva covered head against Shelly’s opening. When he pushed it all the way in, both of the women groaned. Shelly, because she loved being filled by David’s cock. Diane whimpered because her eyes were covered with David’s ball sack, and she found it that to be an erotic pleasure.

When David began to thrust in and out, his balls continued to rub across Diane’s face. As she enjoyed the feeling, she began to rub Shelly’s clit with her thumb.

“Harder, David,” Shelly called out. “Fuck me!”

David picked up speed, beginning to ram Shelly’s pussy with force. After a couple of minutes, he pulled out of Shelly to place his wet cock back in Diane’s mouth. “Doesn’t it taste good?” he asked.

Diane hungrily slurped on his cock, thoroughly enjoying the new taste. She watched as he pushed it back inside Shelly, marveling at the view she was getting from only inches away. When David started hammering Shelly again, Diane reached her orgasm, groaning loudly and thinking there would be more to come.

When David pulled out of Shelly once more, Diane opened her eyes to see if he was going to put it back in her mouth. Instead, he placed the wet head against Shelly's puckered opening. With a push, the head popped inside, making Shelly roar.

“Oh, you motherfucker,” she cried out. “Give me that big dick in my tight ass. Give it all to me.”

Diane watched with her mouth open as David cock disappeared in Shelly’s anus and began to slide in and out. She heard David slap Shelly’s ass several times, and the woman screamed in pleasure. He continued for several minutes until he shoved it all in, roared, and filled her ass with his spunk.

Diane watched as he slowly pulled out of Shelly’s ass. Just as the head popped free, his white semen flowed out of Shelly, rolled over her pussy lips, and dropped onto Diane’s face. Because Diane’s mouth was still open, most of the fluid coated her tongue. She swallowed it as she had learned to do several weeks ago.

“Oh my,” Diane groaned. “That was fantastic.”

“Yes, it was,” Shelly agreed as she spun around, kissing Diane’s face and licking up the cream that had missed Diane’s mouth.

When they were finished, both women looked over at David, who was standing near the bed with his arms crossed and his magnificent penis pointing at the floor.

“I believe you have another first,” David said to Diane. “Your first threesome. Did you enjoy it?”

“It was really quite wonderful,” Diane said with a smile. “Even if I wasn’t the one who got fucked. It was great to see it from so close. Very erotic.”

“I think we can all take a rest and figure out what we’ll do next,” David suggested.

The three of them went to the kitchen to find something to eat and drink. David decided to drink scotch and let the women finish the bottle of wine Diane had opened. They stood in the kitchen, eating, drinking, and talking. Most of the conversation was Shelly explaining to Diane the work she did and how she met David at a fundraising dinner.

“What he ended up raising was my skirt,” Shelly said with a laugh. “At that time, I had been divorced for about four years and had zero interest in men. Fifteen minutes after starting a conversation with David, I was ready to fuck him on one of the tables in from of about five hundred people.”

“He does seem to have that ability,” Diane said as she ran her fingers down his arm. “We met at a party, and I just vomited up all of my history to him. I told him about my divorce and what it had done to me. Before he left, he kissed me and said he’d call. I met him for dinner a few days later, and the next thing I know, I’m in this apartment naked and riding his beautiful cock on that couch.”

“You lasted longer than I did,” Shelly announced. “He was in my pants the night he met me. All of my hatred for men just washed away with that first orgasm. And now he’s fucking you, and I can’t even be mad at him.”

“Oh, I hope not,” Diane said, sincerely. “I’d like to think the three of us could play together often.”

“Oh, we will,” David said with a smile. “I have a little game for us to play back in the bedroom. This time Diane will get to be the center of attention.”

“Oh goody,” Diane giggled.

“How long before you get that thing back up?” Shelly asked as she pointed at his cock.

“Why don’t you put it between your sweet lips and find out?” he suggested.

“Why don’t we take a shower first,” Shelly suggested. “The last place you had that beautiful cock was in my ass. I’d like to scrub it before it goes in my mouth.”

“Very well, ladies,” David said with a bow and an English accent. “Shall we adjourn to the shower for a quick wash?”

After fifteen minutes of mostly playing in the roomy shower, the three of them helped dry each other with David’s fluffy towels.

“What’s the game you want to play?” Diane asked, quietly excited because David had said that she would be the center of attention.

David took each woman by the hand, leading them to the side of the bed. “Diane, I want you to lie on your back in the middle of the bed.”

Diane followed his instructions, watching to see what the other would do.

David grabbed Diane’s feet and positioned her a little farther down the bed, leaving room between her head and the headboard. Crawling on the bed, he moved to a spot above Diane’s head, his knees on each side of her face, and his cock directly over her nose.

“Shelly, I want you between Diane’s legs. It will be your job to keep her entertained and excited while she strokes me very slowly.”

As he spoke, Diane watched his cock come to life. She smiled as it began to lift itself and grow longer.

Shelly was also watching his cock and enjoying the view.

“I want you to reach back and take my shaft in your hand, Diane. You need to stroke it slowly. I don’t want you to make me cum in forty-five seconds. Your object is to get me there by taking your time and having us all enjoy it.”

As suggested, Diane reached back, and wrapped her hand around his stiff rod. As she began to slowly move her hand back and forth, she felt Shelly’s fingers slip into her pussy, moving at the same pace, she was stroking David’s cock.

“I like this game,” she cooed. “I like holding your hard cock and getting a chance to see it up close and personal.” Looking down toward Shelly, Diane said, “Your fingers feel so good. I hope you’ll let me do it to you.”

“Count on it,” Shelly laughed. “There’s nothing better than having an orgasm that someone else caused. I’m a fan of a hands-free orgasm.”

After a minute of this slow-motion play, Diane was beginning to feel herself heating up. Shelly was still fingering her slowly, but now with two fingers. As she looked up at David’s cock, she saw a bright pearl forming at the tip of its head. As she stroked, the bead of precum got larger and began to drip toward her face. Another minute passed, and the clear drop fell into her mouth.

David got Shelly’s attention and mouthed the word ‘clit.’

Understanding his message, Shelly leaned forward, running her tongue over Diane’s clit. When Diane groaned, Shelly licked it again before she began rubbing it with her thumb.

The precum from David’s cock was forming more rapidly and dripping faster. It was almost a steady stream when Diane need to move became too strong resist. “Can I put it in my mouth?” she asked David. “Shelly’s going to make me cum any second now.”

“Not just yet,” he answered. “First, Shelly and I are going to change positions. She’s going to sit on your face while I take care of your wet pussy.”

Shelly had no idea what David was doing but happily followed his instructions. She had enjoyed fingering Diane, but the idea of getting her own reward was most appealing. Shelly got on her knees and lowered herself until she could feel Diane’s breath on her sex. Reaching between her legs, David lifted them, holding them against his chest while he drove his cock into Diane’s pussy.

“Oh…” was all David heard from Diane as Shelly lowered her pussy onto Diane’s mouth. As soon as she felt Diane’s tongue begin to move, Shelly began to rock back and forth, grinding her pussy into Diane’s mouth. She looked at David and smiled. “I like this game.”

“You’ll like it even better when you cum on her face,” he said with a grin as he began pumping his meat into Diane. It didn’t take long for him to know that Diane was having an orgasm. Her pussy grabbed his cock like a fist, and her body trembled. “Don’t stop,” he told Shelly as he continued to pound Diane, giving her no rest.

Two minutes later, it was Shelly’s turn. She lifted up just slightly off of Diane’s mouth as an orgasm ripped through her body, causing her to spray her own fluids on Diane’s face. David felt Diane cum again as he felt his own orgasm approaching.

David growled, “I’m cumming girls. Get ready.” He buried his cock inside Diane and shot his load into her womb. He groaned again and again as his seed filled Diane. When he was finished, he wanted to drop down beside Diane, but instead looked at Shelly. “You want this?”

“You know it,” Shelly replied with a smile.

David pulled out of Diane and moved back. As he did, Shelly fell forward, putting her mouth to Diane’s opening, licking up all of David’s cream as it flooded out.

David slipped off the bed, admiring the two women locked together in a ‘69’ position. Neither of the women wanted the wonderful feeling to end.

David put on a wrap-around towel that he wore while shaving. He saw the women were still locked together, but not moving. He cut off the light in the bathroom, leaving the women in darkness, and went to the kitchen.

He had refreshed his glass of scotch and found some grapes in the fridge when Shelly joined him in the kitchen. Still naked, she wrapped her arms around his waist. “That girl is really something. I see why you tossed me aside for her.”

“I have not tossed you aside, Shelly. I could never give up a lover as good as you.”

“She has longer legs than me.”

“Yes, but your legs are beautiful and just the right size to sit on my face.”

“You do like that, as I recall.”

“How did Diane do in that department?” he asked.

“Not bad,” Shelly said with a grin. “What she lacks in experience she makes up in enthusiasm. She sure as hell got me off.”

David leaned down and kissed Shelly, grabbing a handful of ass cheek as he did. “Maybe we should move in together. We could do this every night.”

“Are you kidding,” Shelly laughed. “The two of us would kill you within a month. That beautiful pecker of yours would just fall off and die.”

“You make a good point.”

“I think a threesome would be fun once in a while,” Shelly admitted. “But, not every day. I don’t want to share your cock with some other slut each night.”

“I’m envious of your ability to enjoy someone of the same sex. I could never do that with another man.”

“If you told me that I would have to live the rest of my life only having sex with Diane, I would not be unhappy. Two women together can be astonishing. And, unlike you, we don’t really need to rest between bouts. And that sweet thing in your bed can knock out one orgasm after another. I would kill to have that ability.”

“Maybe you just need more practice,” David laughed.

“I’ll practice with you any time you want,” she said as her hand dropped between his legs. “I’ll be honest. I can go days without thinking of sex, but when I’m with you, it’s all I can think of. You reek of sex, David. I’ve never been into pain, but I’d let you slap me around if it was the only way I could get you to fuck me.”

“I wouldn’t mind spanking that beautiful ass of yours,” he said as he grabbed it again.

“Thanks for showing my ass some special attention tonight,” Shelly said as she kissed his cheek. “I’ll still be able to feel you back there tomorrow when I sit down.”

Shelly picked up her clothes that she had brought with her from the bedroom. She pulled on the skirt and buttoned the blouse before she stuffed her panties and bra into her handbag. “I’ll need to keep things available while I drive home. I have no doubt that thinking about what we did, I’ll need to touch myself. What we did tonight was just fucking hot!”

“You could stay the night,” he told her as he pulled her body against his.

“If I stayed tonight, we would get started all over again. But I’ve got a meeting tomorrow morning at 10:30 that I need to be awake and prepared for. While I would love to fuck you again, baby, it would not be good for my business.”

“How about a weekend at my lake house?” he asked.

“With or without Diane?”

“That would be your choice,” he answered. “We’ve had some good times at the lake together.”

“Yes, we have,” she agreed. “I would think the three of us on a long weekend would be loads of fun.”

“Want to go there on Thursday after work and come home on Sunday?” he asked.

“Perfect,” Shelly smiled. “Diane and I will make you jerk off while we take care of each other.”

“That sounds like a treat to me,” he said before giving her one more kiss.

After Shelly was gone, Diane came out of the bedroom, looking as if she’d been asleep. “Where’s Shelly?”

“She needed to go home.”

“I was hoping she’d spend the night with us. I think she’s just fantastic, David. And, oh my god, but she is so sexy. I could just have sex with her forever.”

“Yeah, I heard that before,” he said with a sour look. “Shelly suggested we spend a long weekend together at my lake house.”

“She did?” Diane asked with a bright smile. “Wait… you have a lake house?”

“Yes, I do. And I can just imagine you two sunbathing nude.”

“Really? Oh wow. I would love to sunbathe nude. Would Shelly really go with us?”

“She suggested it.”

“Sweet!” Diane squeaked, seeming to love the idea. “What kind of house do you have?

“It’s a nice house that sits on a bluff overlooking Lake Whitney. It is very private because I have no close neighbors and it’s nearly one hundred feet above the water.”

“Do you have a boat?”

“I have a boat and a jet ski,” he told her.

“Awesome,” Diane said, making David think she was still a teenager.

“Maybe we can plan something for next weekend. Could you get off work a little early? I’d like to get there Thursday evening.”

“I would just take a vacation day,” she said excitedly. “I can’t wait. Just imagine having you and Shelly all to myself for a four-day weekend.

As usual, Diane spent the weekend with David. They had been together now for six weeks. She was extremely comfortable with him, thinking that she knew him well now. He never made any pretense to being in love with her, nor did she with him.

David felt that he was Diane’s teacher and friend. A very close friend, but still a friend. He had relayed his life story to her, and Diane felt like she knew him. She knew the things he liked as well as the things that truly turned him on. Diane hadn’t really considered it, but she was going to class each weekend with David. Diane was like a sponge, soaking up mountains of information.

To be precise, she wanted to learn all about sex but was learning so much more being with him. Her pre-David life had been sheltered. Now she was learning about clothes, style, eating in fine restaurants, how to walk in heels, and how to be the sexiest woman in a room. Diane wasn’t aware of it, but she was gaining confidence in herself. She was learning who she was and who she wanted to be.

David had seen a hint of exhibitionism in Diane. He had played with the idea by having her expose herself to him at his club. When they went out together, David tried new experiments. When he took her shopping, David would manage to get into her changing room. Each time he would manage some kind of sexual activity. The idea of sucking his cock or bending over to take him from behind with people only a few feet away drove her wild. One night, sitting in a restaurant parking lot, David had her give him a blow job while people were walking around them. The wild look in her eyes when she completed her assignment assured him that he had been correct.

He had taught her to roll the dice and see what turned up. She learned to take every opportunity to have fun and enjoy life. Sex was just the easiest way to do it, and there could be no question that Diane loved sex as much as any person he had ever known.

At his encouragement, Diane got a new hairstyle. He set up appointments for her to have hair removal treatments. Her clothes were now elegantly stylish, showing her sexuality, but not being trashy or showy. He made appointments for her to learn about the proper use of cosmetics. Not that Diane needed a lot of help, but she needed to know how to highlight her natural beauty.

David was creating a new person. A confident and proud woman who could hold her own in any setting. But he knew that at any second he could pull her into a restroom and have her drop to her knees and beg to suck his cock. “Could there be a better woman alive?” he asked himself.

Many thanks to ChrisM for improving my work.