The stereo was blaring out Billy Joel's, "Uptown," and the sound prevented Gail or Warren from hearing the door to the apartment open.

But from his position, Warren saw Gail’s roomie, Karen enter the foyer and freeze at the sight in front of her. Warren used his free hand to wave and signaled Karen to be quiet. She nodded, and remained frozen in place.

Gail, completely unaware of her roommate's arrival, was obliviously humping up and down and meshing her hips from side to side so eager was she for Warren's prick.

Warren gripped her hips and made a minor adjustment to her position, parting her legs a little, and Gail, her sweat sheened body glowing in the soft lighting, resumed her frenetic fisting, her fine hair sweeping in a lovely curtain over her face, her head turned to one side, preventing her from noticing Karen.

Positioned on her one forearm and knees, Gail immediately thrust her buttocks up at Warren. "Ready?" he asked, lining up his twitching prick and pressing it against her tight little ring.

He found Gail breathing deeply, anxiously gasping, “Some lubricants on the table, she gasped.

“I don’t see …” he said.

“Oh, oh … I meant in the table drawer there!” she sounded desperate.

“Got it,” he said and began applying the lube to both his cock and her anus.

"Fuck me, fill me…."

Warren began slide into her ass inch by inch.

Gail yelped, shuddered and groaned, "Whoa! Time out … fuckin’ time out!”

"What is it?" he asked feigning surprise.

"Wait … just … wait a second! I---I … gotta get my hand out!"

And with a loud sucking sound she tugged her hand free of her juicy, sopping cunt.

"Okay baby," she moaned, "fuck away!"

The carpet beneath them was soaked and stained with a mix of their combined sweat and Gail's juices. Warren managed to work his appendage in roughly and inch and a half and was covered with sweat. Gail was speaking in some private babble, half English, half God knows what.

Warren turned his head to confront Karen who had closed the door and was standing just inside the room. He mouthed the words. "Get naked," but she was so intent staring at the

tableau in front of her she didn't notice. But Warren grinned as Karen gradually raised her dress to her waist, wrenched her underwear to one side and squatted down to masturbate.

Warren, realizing it was too soon for Gail to become aware of Karen's presence, pulled her closer to him and murmured, "I'm gonna lift you and carry you to the chair where you'll be more comfortable, okay?"

"Guhhh," she croaked, "Good, anything you say… lover man. I'm feelin' great."

Satisfied that she wouldn’t be aware of Karen for a few more minutes, he placed her so that he had both women in his field of vision.

Panting heavily, Gail moaned, "Come on, fuck my ass... I want all that dick in my ass … get it in, come on, come on, come on!”

Warren smiled at Karen while flexing his buttocks. She was slowly removing her clothing and now stood behind Gail wearing only a white garter-belt, thigh-high white hose and high heels. Warren had already figured out what the girls only knew subconsciously; they were bi and wanted him to bring them together.

"You're a vision from heaven," he whispered to Gail, as he maneuvered his gooey cock against her anus. He gave a knowing shove and murmured, "There it is," and they both felt her rectum accept the tip of his member with a slick "pop," as that hot band of muscle snuggly gripped the head of his cock, but then his engorged flesh met a tight band of resistance.

"Ohhhh, wait … wait!"

He stopped, but didn’t pull out.

Gail realized her body was trying to refuse him and grunted as she tried to help bring him in further.

But Warren knew it was only the beginning; that it was a long way from tip to base, for some the journey of a lifetime. "Not yet," he said soothingly. "Just relax and let me remove the tension a little more."

He tapped her lips lightly with his sticky finger; just enough to let her know her moisture wasn't the only lubrication he was playing with. She felt his hand come back to her coccyx, or tailbone; and move in small circles, rotating closer to her anus with each cycle. She knew what he was doing and subconsciously she wanted to stop him; but his circling hand mesmerized her and she couldn’t bring herself to stop him as the head of his cock began to force its way into her rectal passageway.

One inch: She tried to push him out, but the slipperiness of the gel gave her rectum no purchasing power. He moved in a little more and she gasped, "Ohhhh no, baby! Wait, wait, please!"

Warren tried to soothe her, saying: "Don't stop touching yourself baby,"

“Okay---okay!” And Gail sent her fingers straight to her clit and rubbed furiously trying to distract herself from the pain of his anal assault.

Warren pushed in a little harder.

"Ohhh, Warren … baby, I can't take it! I can't take that much, please!" Racing through her mind are thoughts like: His cock feels three times its normal size. My body is screaming at me to end this … I need to find a way out of this … "Ohh, Warren, my God, please!"

"It's okay, Gail. It won’t be much longer now. Hang in there, the best is yet to come.”

She can hear him panting and knows he’s doing his best. I asked for this. It’s my fucking fault. Why—Why the fuck did ….

"Keep rubbing that sweet little clit."

She does, finding her fingers a sweet distraction from the hot throbbing steel rod pressing into her asshole.

"Just a little more," he whispers and she suddenly feels a slight pop as her sphincter relaxed and allowed him in.

"That was the hardest part." He whispered into the back of her neck as his hands lovingly stroked her flanks, hips and ass.

Her body began adjusting to the feeling of his cock stretching places it wasn’t used to being stretched. "Go slow. Please. Slow."

"Okay, baby I will." His voice a faint whisper and she wonders if she heard it or imagined it.

Two inches: Gail was moaning and writhing the whole time as he maneuvered his thick appendage past the point where her sphincter tried to slam the door shut.

"Try to relax your sphincter," he said softly. "We’re past the difficult part … I won’t go any further until you relax some more.”

Gail took a deep breath trying to relax period, much less the one body part necessary to allow him further access.

_________________

Making sure to keep out of Gail’s line of vision, Karen was fingering herself to what she felt was a long overdue orgasm. Watching Warren carefully penetrating her roomie she recalled how he had done much the same with her that first time and how good she had felt during and afterward.

_________________

Warren gently moved his cockhead over, around and somewhat in and out of her rectum, adding lubrication to any point lacking it. Each time he pressed forward, Gail felt as if she had to shit, and had she not been so turned on she might have gagged and been grossed out. But his rhythm never changed, and as promised, the pain never materialized after that first assault.

One reason for this was that after Gail had pulled her fist from her cunt, Warren knew enough to return there and did, using his forefinger and ring finger to separate her labia, letting the cool air evaporate the gathering drops from inside her.

Gail moaned. "Ohhhh ... yes ... mmmm ... yes, Warren, baby ….”

"Shhh ... patience. Relax, Gail, honey … I’ll get you there. No worries, baby, I’ll get you there.”

He began fingering her, causing her lips to make a small squishing sound. It was as if he was doing it on purpose, relishing the sound of her body being so turned on. He inserted two more fingers into her gaping hole and pushed gently up, up, up inside until she didn't know how he kept his wrist from breaking. She was pushed up onto the chair, her butt up in the air, her legs separated and holding her in place with the one hand while the other squished in and out of her cunt. She grabbed the chair’s gauzy material with her fingers, clawing at it to keep her intensity down.

Warren stopped, realizing what he had done was anything other than relaxing her. He gently pushed her down and let her catch her breath. "I'm going to do that again, Gail, but if it's too intense, please let me know."

"Yeah … sure … that—that was great ….”

She barely got the words out before he renewed his attack, this time adding an anal attack using his cockhead.

"Oh, oh, oh, ohhhh!"

She didn't try to stop him; she wanted it to go on and on. Her legs and arms felt as if they were filled with lead yet there seemed to be a bright light emitting from her core; she moaned and rolled her eyes back in her head.

It was time. With one hand fisting her cunt, he sent his cock surging into her ass. The combination of the two-pronged attack hit sensitive points never reached previously and Gail’s massive orgasm began to blossom. His cock delved ever deeper---seeking the darkest, most intimate parts of her. She yielded forbidden territory to him bit by humbling bit, her anus stretched to screaming while her body ached to be filled.

Four inches: Gail let out a long guttural moan that gradually increased in intensity and became a series of short shouts as he broke through and found himself balls-deep with his fingers gripping her hips. Gail let out a long sigh as if she had just revealed a long-kept secret, and began pushing her ass back at him; however Gail had thoughts that conflicted with what she was doing. She felt exposed for some reason; perhaps she unconsciously recognized that Karen was only a few feet away watching her through the bedroom’s partially open door.

Suddenly the tension evaporated as the sweetness of her orgasm began to peak until they flowed out as a bright orange flower.

"Ohmygod, ohmygod, ohmygod ..." the nineteen year old blonde could only moan through her teeth.

With each moan Gail involuntarily tried to push his invading cock out her hole, but he held her firmly, leveraging her own muscles to stimulate her further. She pulsed and Warren transferred the movement to her clit.

Pulse. Push. Pulse. Push.

"Shit—shit—shit ..." she moaned, trying to calm down.

Gail imagined she was quite a sight: her ass pushed firmly in the air, his fingers and cock penetrating her as she rocked against him.

She could both hear and feel her juices squeezing around his twisting fingers even as her orgasm peaked. He slowed down, careful to avoid her clit, letting her come down easy. Then as the spasms passed, he kept his fist still, waiting for her breathing to return to something like normal. When Gail had quieted, he gently removed his hand and gestured for her to stay still.

She did, closing her eyes as well and he used that moment to signal Karen to stay away a while longer.

"Thank you," Gail murmured as she opened her eyes after what seemed like hours later to her, but was probably less than a minute. She lifted her head to look at him wiping his hands on his T-shirt. He had a full erection, much to her excitement, and she wondered what she could do to repay him for the best orgasm of her life.

“You might have noticed my hardon,” he said off-handedly. Gail’s mouth opened in a wide Oh?

“It means we’re not finished with your lovely ass just yet.”

“Oookay,” she said hesitatingly. But her eyes told him she was all for whatever he had planned for them.

“Let’s move to your couch. I’m certain it will be more comfortable.”

Not wanting to be seen just yet, Karen eased out of the bedroom and found a new vantage point from which she could observe them without Gail noticing her.

Moments later Warren was kneeling behind Gail whose face was buried in a cushion; his cock poised and throbbing against her now gaping asshole.

Gail could feel how open it was for him, and marveled at how he’d managed to make it so. He slid back in without any effort, seeking a core depth that she didn't think possible. From this position he had more leverage, and he drove into her making her entire body rock with the force of his thrusts.

She began moaning every time he changed angles, plunging up then slithering downward to her deepest parts. He pressed her hips into the cushions; her ass cradled him as he laid his full weight on her while pummeling away, leaving her breathless and trembling.

"Oh god," Gail cried, wiggling a hand between her legs and finding her sopping pussy. He was a force of nature, she told herself as hot, tingling sparks raced up and down her spine.

What … oh noooo! She thought as he eased himself from her tight anal sheath. Gail looked back at him in panic. “What? What did I do?” she bleated, horrified at the sudden loss of his wondrous cock.

“Take it easy, doll, I need some more gel, that’s all,” he said calmly and her world was put to right again.

Doll? Did he really call me Doll? I don’t like that … that’s ….”

He reentered her with a whooshing sound and she forgot everything but the pleasure that swept over her. Within seconds he had her fully impaled on his pole, the tip of which was so far into her dark tunnel that she couldn’t tell where they began or ended. Gail was whimpering, moaning, thrashing and rubbing fast circles around and over her clit as she floated toward a massive orgasm.

Gail couldn’t see straight, or think straight—she was just his, lost in the sensation of them.

“Warren!”

"Now we're getting there," he growled, giving her a rapid series of jackhammer-like thrusts each of which wrung a powerful grunt from deep within his chest.

“THERE! I’M THERE!”

Warren shook his head and showered her with his sweat.

Karen moved stealthily behind Warren, still shielded from Gail’s line of vision and sank to her knees. She giggled softly and began to lightly fondle his balls while drawing her fingernail from his scrotum to his rectum.

Gail was lost in her orgasm and wondering why he hadn’t filled her with cum by this point. Warren however, was far from finished and drove even deeper into her ass, causing Gail’s head to snap up and her mouth to jerk open. He saw her lips drawn back in a death-like rictus smile and knew she was in pain. But before he could stop she grunted and urged him on, remaining as she was, facing away from him and the lurking Karen.

Gail managed to worm her hand under her stomach to her clitoris and began to tease it.

Karen pulled her hand back and waited for another opportunity.

Warren gripped Gail’s hips and slammed his own forward, forcing his cock still deeper into her ass. Gail gasped loudly.

"Arghhhhh! Ooooh, Warren honey, it hurts!"

"Want me to stop baby?"

"Noooooo! It hurts sooo good! Baby! Baby! I'm cumming! Oh, shit! What're you doing to me? I can't stop cumming!”

Gail rejoiced in the feel of his hard, hot, throbbing prick as it careened its way in and out of her ass. Waves of pain and pleasure washed over her. She gathered her thoughts for a moment and reflected, If this is what ass fucking is all about I'm all for it—so there’s a little pain, but the intensity of the orgasm is—is unbeatable!

While Gail rejoiced, Karen began licking Warren’s asshole. He touched her forehead indicating that he liked what she was doing and to keep at it. In response, Karen dragged her long nails along his ass cheeks to his anus, leaving a long red welt and, wetting a finger with her saliva, began to screw it into his rectum. He spread his legs wider apart to open his hole to her questing finger, and then groaned as Karen pressed onward.

Flinging his head back, Warren once again released a torrent of sweat around the room. Sucking his belly in, he drove his rigid prick even further into Gail's ass and Gail cried out in agonized lust as his hot prick seared the bottom of her anal channel.

"Like it, eh, cunt?" he grunted, nuzzling her neck. "Like my prick in your ass, eh?"

"Yes," she whimpered. "Oh god, yes!"

Warren began to concentrate on holding off his climax. He listened intently to Gail's babbling and her torrent of pleas and promises. "Oh baby, you're so good," she gasped, "I'll do anything for you … I want to give you everything … please?"

He didn't answer, in part because of Karen's questing finger, in part because he wanted to see just what Gail would agree to under the circumstances. He knew from past experience that she might yield a treasure trove of goodies to him in her current state of excitement.

"Warren, please? I want to be a little pervert for you!"

"My pervert eh?"

"Yes! Your slut, I want… I want to be your complete slut."

"My slut huh?" He paused in his fucking.

Gail moaned, and continued, "I want you to spank me, to whip me properly, whip me all over."

"You want me to whip you?"

"Yes, dear God! Will you do that? Will you whip me hard?"

"I have every intention of doing just that."

"Ohhh, wonderful! Wonderful!"

Karen finally went for his prostrate and massaged it. He couldn’t hold off any longer and just before he emptied his balls into her, her gripped the base of his cock and squeezed tightly, preventing ejaculation.

“Tell me truthfully, you’d suck anyone off if I asked you too, right?”

"Ohhhh, shit!"

"Ain't that right baby?"

"Oh, yeah, Warren … oh yeah!”

"What’d I just say, Gail?”

"Yes! Yes! Yes! I'll suck anything you put in front of me!"

"Is that right baby?" he said as he slapped her cunt full on.

“Christ … I’m cumming! I’m cumming! Oh, Warren baby … its soooo fuckin' good! I never want it to stop!"

He slapped her again, and then he slapped at Karen’s arm and she stopped analizing him.

"Oh, God … Oh, God!” Gail sobbed happily.

"Did you mean what you were just saying baby?" He whispered into her ear.

"Huh?" she responded still delirious with pleasure.

"You know, about suckin' anything I put in front of you."

"Oh Warren, you bet your ass I will!" Gail answered with a lewd and obscene laugh. Grinning obscenely himself, Warren hauled his throbbing erection up and presented it to her mouth.

"You want this?”

“Yeah, I want it.”

“I can do it … I can do it!” she hissed as if talking to herself.

"Hey, baby. You know you can and will. Didn’t you just say you'd suck anything I put in front of you?"

Both girls looked at him in awe. The veins in his neck bulged with the need to get off.

The now cowering Gail took his slimy prick between two fingers and guided it into her mouth.

"Ummmph!” She gulped as Warren pumped twice and ejaculated into her mouth.

"Don't swallow it!" he told her, "Hold it, I've got a surprise for you, baby."

Reaching behind him, Warren grasped Karen by the arm and gently pulled her in front of Gail.

A shocked Gail almost spit his sperm out.

"Waaas disss? Waa . . .ren?

"Don't spill it and don't swallow it, Gail," he admonished sternly. Then in a more contrite tone he whispered, "Aw, shit, I'm sorry, Gail, baby, I really don't mean to yell at you, and I'm not going to hurt you either. You're a sweetheart, really. But your girlfriend came in just when I was stickin' it up your ass."

"Waaa?" Gail was obviously confused and doing her best not to swallow or release his load from her mouth.

“Karen and I… well, you must know we've fucked each other a couple times now … and since Karen was watching us and is probably hotter than a two-dollar pistol by now … well I think….” He paused for a moment to formulate his words so the girls would respond positively and not be overly alarmed.

"Ah, why don't you just kiss her and swap my load with her. He gestured with his hands, "Come on, girls get it on."

Karen, the very model of a cooperative whore, leaned in close to Gail and apprehensively opened her mouth. Gail still stunned by this turn of events, closed her eyes and moved her mouth closer to Karen's.

"That's right, baby. That's it. Now let it go into her mouth."

To Warren it seemed like a slow-motion film, as Gail cautiously allowed the sperm to leave her mouth. Forming a long, thin string of sperm and saliva it hung suspended in the air for a second before reaching Karen's out stretched tongue. As the last of it entered Karen's mouth, the girls kissed for the first time. Karen's tongue eagerly searched Gail's teeth and gums, just as Warren's had earlier.

Warren chuckled as he watched a trickle of sperm dribble from the lips of both women. Karen quickly swallowed. The kiss lasted a surprisingly long time. Finally, they broke it, but held one another tightly. Warren ran his hand along Karen's leg until he reached her wet pussy.

Moments later Gail's hand touched his and recoiled as if shocked.

"Oh yeah, baby," Karen said, "Go on, I'm dripping like a faucet!"

"Want both our fingers?" He asked.

"Yes!" Karen leered, licking her lips obscenely. "I am one fuckin' sick bitch."

Gail tittered nervously.

"Look Gail, watch this motherfucker slide his fingers into my asshole!"

"God Karen, I never knew."

Warren laughed. "Put some fingers in her cunt Gail," he suggested. "Karen will take all the fingers we have to give her, right Karen?"

"Right," Karen moaned softly. "Come on, Gail, touch me."

He guided Gail's hand into position and she inserted two fingers into Karen's labia and spread them, exposing her pink slit.

"Oooooohh, that feels soooo good baby!"

"You're sure?" Gail asked tentatively.

"Sure I'm sure, do me baby… do me!"

Warren's gleaming prick was semi-hard as he offered it to Karen who accepted it, and after kissing the head, started licking the underside in a slow languid fashion.

"Ahhh, that's good. I've got to lie down. Let's all move to the bedroom shall we?"

Everyone agreed that was a great idea, and grunting and groaning they made their way to the boudoir.

Before they got settled in, Warren asked Gail to make some drinks for everyone and as she left the room Karen resumed fondling Warren's balls and tickling his ass with her fingernails while drawing his long cock deeper into her throat.

"You two ever get it on before?" he asked. Karen withdrew his shimmering cock from her mouth and held it with two fingers, pausing to watch a string of saliva hanging. It stretched longer and longer, stubbornly refusing to snap.

Karen gave a lewd laugh. "Not yet we haven't," and impishly reached out and broke the string.

"I want to," she continued, "but she's… you know, kinda prudish. There have been moments when I think she wanted to, but….”

"Let's fix that, shall we?" He smiled then laughed out loud.

"What's so funny?" Gail asked as she returned with the drinks. Everyone relaxed on the bed as they sipped their drinks.

"Gail," Warren asked, "did you enjoy our little session?"

"Except for the very last part, yes," she said softly.

"You came to the bar looking for me, didn't you?"

"Yes," she replied in an even softer tone.

"Do you remember making some promises out there?"

Gail nibbled at her fingernail before responding timidly. "At the bar?"

"No, not at the bar," he said, his voice heavy with sarcasm. "Out there in the living room when I had my dick up your little puckered asshole!"

Biting her lower lip, Gail paused before answering. Karen was licking her lips, attentively hanging on every word.

"Yeah," she said her voice hardly discernible.

"What? Speak up, I didn't hear you," he said severely.

She looked up for the first time and answered spitting out the words.

"Yeah, Goddamnit, I do!"

Flushed with anger, Gail continued, "Do you mind if I ask where the hell you're going with this?"

"Not at all," he said kindly. "Do you remember saying, 'I'll do anything for you… I want to give you everything… Please? Please? I want to be a little pervert for you, a slut, a complete slut… I want you to spank me, to whip me properly, whip me all over. Will you do that? Whip me hard?' "

"Ohhh Jesus, what have I done?" Gail sobbed and tears began to stream down her face.

"Hey, hey," he crooned tenderly, lifting her chin with his hand.

"Remember you set out to pick me up. Haven't you enjoyed every fuckin' minute of it?"

Glumly she nodded her assent.

"Say so if you did. Please, I want to hear you say it."

"Yeah, but it was…" Gail realized this was getting her nowhere and capitulated.

"Yeah, I said all those things." She sniffed and wiped at her nose, looking at him defiantly; her nostril's flared, as though girding herself for combat.

He paused, and absentmindedly ran his hand along Karen's thigh to her glossy wet mound. Gail tossed her hair and her small breasts jiggled temptingly as she wiped at her eyes, now red from crying.

"Hey, listen. I'm not plannin' on selling you to a white-slaver or anything," Warren said, his voice murmuring quiet assurance.

"We've just had great sex," and he ran his fingers lightly across her neck, causing a tremor to ripple through Gail's body. "And we're gonna have more of the same, if you'll give us both a chance."

Gail's head jerked up and she stared at the two of them. "Both of us?" Gail felt a queasiness vibrating through her belly. Warren sensed her reaction and strove to placate her. "Yeah, us." He gestured towards Karen. "You live with Karen… you err, just had a couple fingers in her cunt and you kissed each other for an eternity…."

"But I don't wanna fuck Karen… I like guys… not girls."

Slowly her head drooped, and the tears resumed falling.

"Okay, baby, okay. Let's try something different here. I'm gonna do you again, Okay? “

“Just close your eyes, lie back, spread your legs and relax. Forget about Karen. Forget all about Karen; just think about me and my cock."

"And your tongue, and---and those soft hands," she added in a little girl's voice.

"Right, my soft hands."

This was stated so soothingly that the emotionally exhausted Gail lay back on the bed and spread her legs apart, waiting for him, pushing Karen from her thoughts. Warren carefully placed a pillow under her behind and lifted her legs onto his shoulders. Then he bent down to place a tender kiss on her labia.

"Oooooooooh," she moaned and placed a finger in her mouth. Her eyes were closed and her pelvic muscles were already twitching.

"You know, baby, you're the hottest bitch I've fucked in a long, long time. You just relax now. I'm gonna take my time, cause I'm gonna do Karen too. Just don't go to sleep on me," he teased. She giggled, mollified now that she was not going to be forced to have sex with Karen.

"Hey, baby," he said softly, I've got an idea, and his finger entered her pussy, already oozing juices.

"Ooooooo, Warren," she moaned, "that feels soooo good! Soooo good."

“I'm gonna do this for a while," he said, easing a second finger in as he reached around to cup her ass. His fingers rapidly found her anus still puckered open enough to take two fingers from that hand.

"How's this," he whispered in her ear just before sticking his tongue in it.

"Christ! Ohhh, Warren! That's good! Ohhhh!"

"Is he really that good Gail?" Karen asked.

"Jeeze," and Gail's voice choked up. "Yes, yes, yes! He is!"

Warren knew it wouldn't be long at this rate before she was coming again. He glanced at Karen who was holding her left breast and licking her nipple. She winked back at him.

"I'm goin' as slow as I can baby," he said softly to Gail. "Would you like me to blindfold you? And then after you cum this time, I'll spank you. You've been a bad girl today haven't you?"

"A blindfold?"

"Yeah, it adds to the excitement," he said reassuringly.

"Why a blindfold?"

"Cause it adds to the mystery of what's coming next."

No, I don't think so. And no tying me up either."

"What about the spanking?"

I haven't been spanked in a long time. Have I been a naughty girl?"

"Of course you've been naughty," Karen volunteered.

"You won't hurt me will ya?"

"No." He laughed at her as if to say don't be a baby about this.

"In fact I'll give you a code word. If you want me to stop just say Yellow."

"Yellow. I say yellow and you'll stop?"

"That's right. And Karen will make sure I do, won't you, Karen?"

Karen let her breast drop. "Of course I will. Don't worry Gail, it will go just fine."

"Is that nice Karen?" Gail asked.

"Is what nice, darling?"

"Nursing yourself like that. I… I can't do that."

"You can't?"

"Mine are too small," she said shyly.

"Well to tell the truth it is nice. Here try one of mine and see for yourself."

Karen offered a breast to Gail. Gail licked her lips and started to lean forward in acceptance, but halted abruptly. "No---No, I can't."

"It's okay baby, its okay.”

Karen had the blindfold in her hand and tied it around Gail's face. She didn't protest, apparently having forgotten that she didn't want to wear it. Warren turned her onto her stomach and took two Velcro ties and secured her hands to the headboard and before she could protest he was doing the same to her legs.

"What… why tie me up?" She cried bewilderedly.

"Just so you don't move too much. This is gonna hurt a bit you know."

Warren shoveled a hand under her belly and resumed finger fucking her moist pussy. Gail scrunched her butt as high as she could to permit his hand to roam.

"Ooooooo yes, I love that. But, Warren baby?"

He kissed her shoulder then asked, "What love?"

"Please . . . don't hurt me too much, please?"

"No baby, nice and easy. Remember the safe word."

"Ummm, yellow."

Warren glanced at Karen and was amused to find her squeezing her breasts together and pulling on her nipples, stretching them out and then sucking on them.

He sat on the edge of the bed admiring Gail's firm cheeks, before asking, "Have you ever played at bondage before?"

"No, no, never. But I've thought about it a lot."

Warren smiled, and impressed with her eagerness stroked her cheeks languidly, almost caressing them. He looked over to Karen and raised his arm in preparation to delivering the first smack.

Karen, excited by what was to come began frantically humping her fingers, and the wet, slurping sound resounded throughout the room causing Gail to ask with some alarm, "What… What's going on there? What's that noise?"

"Karen's getting a little carried away with herself," Warren whispered soothingly, and she's gonna suck me off while I do you. You don't mind do you?"

He smiled at Karen, whose eyes were shut. Warren lowered his hand and instead of a smack, he began exploring Gail's sopping wet cunt. Gail writhed and moaned in anticipation.

"I… I… promise to be a real good girl… real good…." Gail whimpered fearfully, as she bit her lip. At this juncture, Gail found herself extremely wet, and began humping her hips up and down, eager for something, anything to happen.

Sensing it was the right moment; Warren suddenly slapped her right cheek then counted silently to two before smacking the left. He continued alternating the spanking until a dozen smacks were delivered. Then he paused. Gail was grimacing with the pain, but hadn't cried out.

"How about another round Gail? Are you up for it?"

"Oh, yes please!" she responded quickly. "Please, Warren…tell me what Karen's doing?"

"Is Karen getting you excited?" He inquired as he slid two fingers into her pussy moving them in a circular fashion.

"Oh … Oh, Warren! Ooooh… that’s so good. Please, please… I'm, oh … am I going to cum?"

"No! You are not going to cum until I tell you too. Do you understand?"

"Yes," she whimpered. But what is Karen….?"

Gail cried out in astonishment and pain as Warren's hand starting whacking her again, only now he was striking with added force.

"Yessssssssss! Is… is she cumming from watching me?"

"That's ten more you've got coming. Is Karen worth it?"

"Yes!" Ohhhhh!"

He slapped her crimson cheeks two more times, and then turned to Karen.

"Are you cumming Karen?" His voice was hoarse. Karen never opened her eyes, but responded just as she came.

"Nauggggh! Naugggggh! Aaaah! F… Fuck yeah!" Karen yelled loudly.

"Oooooohh yeah, Gail! This is a great cum! Thh …Thank . . . you Gail honey!"

"Oh Karen! Did I get you off?"

"Ooooh yeah! I'm cumming like there's no tomorrow!"

That sent Gail over the top. She began humping up and down in rhythm with his smacks and soon she started cumming.

"Ooooh Christ! I---I don …don't believe this!"

He smacked her again.

"I … can’t be cumming like this … it's too fucking powerful!"

Yet, she shifted her position to present her ass for another round of smacks, letting out a long mournful moan filled with lust and craving.

Karen lay next to her on the bed, legs spread wide apart panting and pleading incoherently, whimpering, "Yes, yes…."

Warren leaned over Karen and kissed her softly on the mouth. Bringing her back to reality.

"Ummm," she sighed, running her hand through Warren's hair.

"I think Gail's ready for you now baby," he said, his voice barely audible.

"Uhhh," she moaned quietly, "Ohhhh yeah … you think?”

“Yeah, she is,” he said softly.

Gail was nodding her head. She was ready. She was ready for anything.

“Thank you Warren," Karen groaned happily as she reached over and freed Gail's hands and legs. Then she ran her fingers around behind Gail's head, removing the blindfold and tossing it aside. Karen put both hands on Gail's head, tangling her hair in her fingers and eventually pulled Gail's mouth to hers. She kissed the other girl and found her suddenly responding back.

When they pulled apart, Gail was rapidly changing her opinion on bi-sexual behavior. Warren continued caressing her scorched cheeks.

Gail wriggled to be even closer to Karen and whispered, "Ooooh, wow! That was soooo nice. Please … kiss me again."

Almost by instinct, Gail's hips began moving in a bucking motion, and she discovered she was now rubbing her very wet pussy against Warren's thigh, soaking his leg and pulling it toward her in such a way that it appeared she was trying to swallow him with her sex. Gail felt another orgasm approaching and as she prepared to let loose an anticipatory guttural scream of pleasure, she heard Karen off in the distance saying, "She's cumming again Warren." And as if in a dream, she felt Karen place the tip of her index finger against her anus.

Karen's other hand went immediately to Gail's now thickly swollen labia, lingering here and there as she stroked them, parted them and entered her. Gail's eyes were closed and she was breathing heavily. Her hands clenched the sheet, pulling it from its mooring around the mattress.

Warren had gotten up and was dressing.

"Are you okay baby?" Karen asked soothingly.

Gail nodded, and Karen slid another polished red fingernail inside her red, swollen lips.

Gail opened her eyes, looked up and locked eyes with Karen as the fingers slid deeply into her cunt and fluttered. Gail groaned. "Muuuuuhh! Muuuh … pussy!”

"What about your pussy baby?" Karen crooned, before taking Gail's nipple into her mouth and swirling her tongue around it.

"Arghhhhh!" Gail moaned as she joyously thrashed her pelvis uncontrollably, striving to compel Karen's fingers in deeper. Karen, evidently very knowledgeable in this area, withdrew them a bit and Gail's hips settled back down, but she cried out in longing at losing the deep contact.

Karen reverted to stroking and rubbing, going about this much longer than necessary. Warren leaned close to Karen and whispered softly in her ear. "You owe me, now. Don't forget."

She nodded her assent, and then hunched her shoulders as she bent down to lay a series of light kisses across Gail's belly. Warren finished dressing, checked on the girls again and smiling, quietly left the apartment.

Gail's breath was coming in short gasps at this point and her belly tightened into knots as Karen's devilish fingers discovered all her hot spots. Gail's pussy had never felt this sensitive before. Karen's deft manipulations had every nerve in Gail's body screaming. She was on the verge of combustion.

"Would you like me to stop," Karen teased quietly, her fingers still busy, sensing Gail's need to be finished off.

"No. That feels wonderful." Gail snorted, as she gasped for air. Giggling lewdly, Karen slid her two carefully polished fingers deep into Gail's inflamed cunt, bringing exquisite delight to Gail by slowly pushing them in and quickly drawing them out while watching the strong emotions of lust flickering across Gail's face.

Unable to contain herself any longer, Karen bent down and let her hot tongue run up and down the very swollen outer lips. Gail whooped at the touch of the tongue and groaned loudly. "My God, that's it! Oh! Oh!"

Karen continued to lick. Gail started coming again and continued to come for some time as Karen's tongue and fingers did their job.

After a long period of silence unbroken except for the intake of breath, Gail spoke quietly and with some hesitation. "I want to eat you. I have to taste you Karen.”

Karen remained silent, but her heart was pounding furiously.

"Please?"

Karen smiled and pumped a fist in the air in a silent “YES!” Then whispered softly, “Yes, you may go down on me, sweetie.”

"Umm, how shall I start?"

"Just put your tongue in me."

Even though Karen was writhing in anticipation, Gail caught her totally unprepared by unleashing an uninhibited display of feminine arousal. She swiveled around and rearranged Karen as she leaned back resting her weight on one arm, then bent Karen's leg so that it would help support her and pushed the other out to the side presenting her cunt as a tempting target.

Karen stared at her, amazed at the expertise behind the manipulation, and then it was her turn to gasp as Gail took Karen's hand and had her start to finger herself. Puzzled, Karen did, all too gladly. Then without warning, Gail drove her face down onto Karen's cunt and started lapping like a dog. Her groans of passion were muffled deep within Karen's cunt. Gail kissed and sucked Karen's fingers as Karen removed them to permit Gail's mouth better access.

Suddenly Gail pushed herself back and hovered above Karen, gazing down at her gaping cunt. Karen stared at her, wide-eyed. "You're not STOPPING!" She cried out in frustration.

“No---no, I just … I’ve never really looked at another woman before. You---you look delicious.” She continued staring at Karen’s sex, especially the darker outer lips now so swollen with lust all Gail could see was the glistening pink of her inner labia.

Karen's breathe hissed through her nostrils as Gail moved up and kissed her passionately, moaning into her mouth as her fingers pressing into Karen’s opening and savored the wetness waiting there. Gail's finger rubbed up and down, stroking Karen’s love channel and clit while she moaned steadily, building towards another orgasm.

Gail marveled at how responsive the other female was to her touches and kisses. She had never felt this powerful before.

"Fuck me!" Karen screamed hoarsely.

"What?"

"Fuck me!"

"How?"

"Just like you would a guy!"

Gail mounted her as she thought a guy would and inched into the proper position. She was rewarded with the feel of Karen's wonderful breasts crushed against her own, and as Karen moved forward, their wet pussies slowly connected. It was as if an electrical current had been turned on. Both surged with renewed energy as their swollen lips slid over each other.

Karen leaned back on her elbows and Gail began to lift her ass up and down as their vaginas continued to slide over each other and fresh juices began to flow from both of them. Their cunts pushed together and suddenly Karen shuddered and trembled as Gail increased the intensity of her tribbing, pounding up and down furiously. They were so wet that Gail felt no discomfort, just a need to thrust harder.

"Oh, shit, babe, you give good pussy," Karen sobbed as she came again.

"Oh, fuck it, fuck it!" Gail screamed and pounded relentlessly, pushing forward back and forth, back and forth, slipping and sliding from the bottom of Karen's pussy to her asshole. Gail's own hips were lunging and twisting, and as Karen continued moving beneath her, Gail's orgasm hit her like a Mack Truck.

They lay still afterward, breathing heavily, eyes closed, both thinking about what had just transpired. Karen looking forward to their next sexual adventure, Gail pondering the new sensations she'd undergone.

"Am I a lesbian? She wondered.

As though on the same wavelength, Karen answered her. "In case you're wondering, you're not a lesbian. You really like guys more than women. But I'd say that you're probably bi-sexual, since you seemed to like eating pussy so much."

The moved into each other's arms and kissed lovingly. Gradually the heated kisses aroused them both and they renewed their lovemaking.

Gail realized a repressed desire of her own had surfaced---a fondness for Karen's mouth on her thick, excited, nipples. And, although she tensed up somewhat when Karen first cupped and then squeezed her smallish breasts, Gail found it so pleasing she relaxed and discovered herself kissing Karen again and again. Slowly and deeply, probing and intensifying the heat. In no time at all the staggering lust had both girls ravaging each other's cunt using the classic 69 position.

This time, when Gail's climax hit, she nearly threw the both of them off the bed. Karen followed with her own seconds later, coming with an equally violent force. Exhausted and sweaty now, Gail collapsed in a breathy heap on the bed, throwing her arms over her head.

"I like the way you changed your mind," Karen said.

"Mmmmm," Gail sighed, "Glad I did. Hey! Where's Warren?"

"Oh baby," Karen cooed, "we won't need him for a while will we?"

"I guess not. But he's awful nice," she said dreamily, and moments later followed with: "Hey, Karen?"

"What baby?"

"Can I spank you later?"