by: katie rose

Copyright © 1999 by katie rose.  All rights reserved.

I hate continuing education, but it does provide a chance for my wife and I to get away for a little fling. I dropped Joanna off at the mall with instructions to find something fun to wear for dinner tonight, and more importantly desert. She smiled and said she would see what she could come up with as she reached over and gave me a warm, wet kiss, teasing me with her tongue. Her hand caressed me playfully through my Dockers.

I gently pushed her away. "If you don't stop now I'm going to park this car right here in the mall lot and fuck you silly. Unfortunately that would make me rather late for class. Go. Have fun, and don't get into any trouble."

She smiled devilishly. "You just took all the fun out of it! No, really. I'll take a taxi back to the hotel when I'm done. Be good in class. Do you think there's a Fredrick's in the mall?"

"You are such a tease, and I love you for it," I said. A quick peck on the lips and she was out and walking away from me. I sat for a minute and watched the delightful sway of my wife's hips as she sauntered through the doors. She always turns me on.

As I drove back to the hotel where my classes were being held I decided this day could not end fast enough, and that I might as well get there and get it over with. I walked down the corridors and found the correct room, did my check in, and then stood at the back of the small auditorium and thought again how I hate continuing ed. Overheads and podiums take me back 15 years to my college days. The cushioned flip down seats with the little wrap around table forced my legs under my body and into the cramped seats. I am reminded that I am no longer a 20 year old. This was ridiculous. One hundred twenty people crammed into a room meant for 80.

Lost in my own disgusted thoughts, I almost didn't hear the feminine voice ask, "Is this seat taken?"

I had piled my notebooks and coat on the chair next to me in the hope that I could reserve more space for myself. I was a bit disturbed, but said, "No, go ahead." I removed my stuff and stood while she slid past me and took the seat against the wall. I placed my coat on my lap and put the books at my feet. I glanced at the woman as she settled into the seat, and waited for the class to start. She wasn't an extraordinary beauty, but far from ugly. I observed her covertly out of the corner of my eye. This woman was different, but I couldn't figure out just why yet. The sides of her long brown hair were swept to the top of her head in a relaxed twist and clipped at the top, the remaining length fell to just below her shoulders. Matter of fact, all of her looked comfortable, yet confident. Hiking boots, broken in jeans, and a cream colored knit sweater that reminded me of fishermen in Maine, or that old Irish Spring commercial. The funny thing was she smelled like that commercial. Well maybe not Irish Spring exactly, but more like a spring rain. I sat a little straighter in my seat, trying to inhale her scent, and yet not seem too obvious.

The instructor started the class and we both diligently paid attention for the first half an hour. There is only so much attention you can devote to changes in advisory opinions. I know I need the class time, but I'd prefer to take a class where I'm learning something new, rather than rehashing things I already know.

I noticed she pulled out a notebook and started to write. What is it about having someone write something within your eyesight that makes you want to see. She was writing a letter:

"Greg, I'm writing this as I sit in class and I'll scan it into the computer when I get back home."

Damn, there's a man in her life. Like I should care. I have my own wife.

"I wanted to let you know what Steve's opinion of 'Silk' was."

Who is Steve? Now she has two guys?

"While I sat at the computer and answered feedback on the latest story I wrote. Steve was on the sofa reading the copy I had printed out."

Oh, she's a writer.

"When he set the story aside, I finished up and shut down the computer. It was getting late by then, so we decided to go to bed. He had not said anything about the story. He was in bed before me and the lights were all off. As I normally don't wear anything to bed, I just stepped out of my clothes and climbed into bed."

Who is she writing this to? She isn't really going to write what happened next?

"I think I've told you before that he always comes to bed wearing his underwear and a tee shirt even when it's understood that we will be having sex, so my first clue was that he was totally naked! I smiled to myself because then I knew he had been slightly effected."

I had to look away, because I was smiling myself. What kind of story had she written I wondered?

"I snuggled up next to him and he immediately started playing with my pussy. It was like he couldn't wait to get his fingers on me."

My heart skipped a beat! That can't be what I read. I couldn't believe this normal looking woman was writing those words. I felt like I was spying. Prying into her sex life, but I couldn't stop reading. I continued to covertly read as she wrote. I glanced at her face to make sure she didn't realize I was exercising my voyeuristic tendencies.

She continued, "So I asked him if he had finished the story. His reply was 'Yes. Very good story dear.' at which point he rolled on top of me and entered me in one quick, hard stroke!"

Oh, my God! I couldn't read anymore just yet. I closed my eyes and took in a deep, slow breath. I could feel my heart pounding. She was really going to keep writing this. I couldn't help but to squirm in my seat and adjust my jacket in my lap as I tried to hide my growing discomfort. While I knew that I shouldn't, I had to look and see how she continued her letter.

"God, that was a wonderful feeling! It took my breath away. I got so turned on, so fast, that I almost came within just a few strokes. It was like I couldn't get him deep enough into me, and I was pulling him into me by grabbing and pulling him by his ass cheeks. It was so hot!"

Holy shit! I can't believe she's writing this.

"I'm getting all turned on now as I write this, especially since I know that you're going to read this in my own handwriting. For some reason that makes the whole event more erotic somehow."

Who was she sending this to?

"I wanted him to thrust into me as far as he could, so I reached down and hooked my arms under my legs, and wrapped my legs around him by his shoulder blades. My pussy muscles were flexing and tightening and our moans were getting louder. He started fucking me so hard that he was literally banging my cervix. It hurt like hell, but it still felt great!"

I could feel my own breathing had changed and I struggled to control it. I was getting hard enough that I knew if the instructor were to call for a break, I wouldn't be getting out of my seat.

"He told me 'I want to come baby, but I want you to come with me.' Then he reached down and stroked my clit only a couple of times and I couldn't hold back. I told him it felt so good with him fucking me. As I was about to come I could no longer keep quiet, and as he pumped into me and kissed and licked and nuzzled my neck, I told him 'Yes, that's it. I'm going to come all over your dick. I love the feeling of you slamming into me. Keep going. Yes, that's right. Fuck me until you can feel my pussy gripping and coming on you. God, I'm gonna come now. Can you feel it?' and with that we both came!"

I was sweating and having a very hard time keeping myself in control, but I didn't want to make it too obvious that I had been reading as she wrote.

"The sound he made when he came I have not heard in a long time. That animalistic growl of release, and when he had finished he was shaking. God, I'm shaking now as I write this."

And she was. Her hands were shaking and I could see her chest rising and falling as she wrote. She had been opening and closing her legs as she too had been slightly squirming in her seat.

"Okay. Let’s take a 20 minute break." the instructor announced.

Neither one of us moved. The rest of the class was standing or stretching and then filing out of the classroom slowly. She closed her notebook. I felt like an animal caught in the headlights of an on-coming truck. She placed her notebook into her bag and took a deep breath. She started to stand, but that's when she realized that I hadn't moved.

"Don't you want to take a break?' She asked me.

My eyes danced to hers and I quickly looked away. "Uh, no." I stammered.

But as she stood, it became obvious that I had to stand to let her pass. My hard-on was not going away. But stand I did as she turned to face away from me and started to slide past. My now very hard cock was gently brushing against her bottom. I hoped she didn't notice, but she stopped directly in front of me. I'm not sure if I moved forward or if she slightly pushed back against me. I inhaled deeply drinking in her smell and held my breath. My face was close to her ear. I felt the shiver run through her body.

"Excuse me." She whispered and finished moving into the aisle.

Man, I felt like an ass. I didn't mean to do it. I never should have been reading it in the first place. It was none of my business. I wanted to find her and apologize. But I needed some fresh air and to get my body under control. I found the nearest exit and stepped outside. Clean, cold air brought me out of my dazed and aroused state. Should I say anything to her at all or just ignore what had happened?

There were several groups of people standing in small smoking cliques as they visited and joked. I wasn't in the mood to join in. I moved away from the entry and stood there on the edge of the parking lot pretending to be studying, but not actually seeing the sea of vehicles. What I was seeing were the erotic pictures she had painted of her and that guy Steve. The break time ticked away.

The door rattled loudly, and as I glanced up the door opened. She stepped outside and came to join me.

"Hi," she tentatively said.

"Hi," I smiled back, trying to make her feel more at ease.

She put her hands into her front pockets and looked at the ground "You were reading that?"

"Hey, look. I'm really sorry. I didn't really mean to, but it was hard not to, plus it was a hell of a lot more interesting than what was being taught in class." I tried to tease.

She blushed deeply.

I stepped closer to her and gently reached out and held her arms until she looked at me. In a hushed voice I said, "I really am sorry. It wasn't any of my business."

"It's all right. I shouldn't have been writing it in there anyway, but sometimes I end up having certain situations happen or run through my head and I just have to get it down on paper."

I dropped my hands, but didn't retreat. "Again, it's none of my business, but you were writing a letter to one person about being with someone else?" I asked.

"Well, yes. I guess I could explain a little. I have a hobby of writing erotic stories, and I post them on a web site. The man I was writing to is a pen pal who I've been writing to for a few years, and we've become very close friends. The one I was writing about is my boyfriend.

"I hope you don’t take this wrong, but if you write stories as hot as that letter you were writing, there are probably more people enjoying your hobby than you realize."

She blushed again, "Thank you."

I didn’t know what to say next. Nervously I looked at my watch and noticed everyone else had gone back inside. "We better head back in." I pulled open the door and she walked through. I hesitated a minute, and then decided what the hell, "Hey, do you want to have lunch together? You can tell me all about this hobby of yours."

She studied me, I suppose trying to figure out if I was serious. "All right," she smiled.

"Good. By the way, my name is Lee." I said as I stuck out my hand in greeting.

She studied my hand for a moment and then smiled again and placed her warm hand in mine. "My name is Katherine."

We grasped hands, shook and I let her hand go. The tingles I felt rushing up my arms and to my loins I shouldn't have been feeling, and was thankful when her hand was free.

I searched for a safe subject of conversation. "So what are you going to do to stay awake when we get back into class?" I asked.

"Would you mind if I kept writing? I have a story that I need to rewrite."

"No," I smiled, "go for it. And I'll try to keep my spying down to a minimum."

The remainder of the morning was filled with the instructor droning on and on. Two of the guys sitting in front of us were actually sleeping.

She wrote, flipping back and forth between her notebook and the printed copy of what she was reading and revising. She was fascinating to watch. She'd write and stop to consider something, then write some more. As I watched it appeared that a play was taking place within her body. When she wrote funny things she smiled. When she was serious she frowned. But mostly I could tell when she was writing the sexy parts, by her body movements. Her restless movements would ebb into me and I found myself again thankful for my jacket draped over my lap.

Finally after hours of excruciatingly dull teaching, we broke for lunch. While almost everyone that was staying for the afternoon session went to the hotel restaurant, I wanted to have a more private conversation with her, so we walked across the parking lot to Applebee's.

We both decided on Caesar chicken salads and I was about to order a soft drink, when she surprised me by ordering a beer. This woman was definitely a surprise. I decided to join her in her choice of refreshment.

She noticed my smile and asked what that was for.

"I guess because you are a mystery to me. No offense, but you are definitely not the stereotypical woman I normally see at these classes. Most are conceited, self-absorbed woman, dressed to the nines, dropping names and trying to impress. You appear to be very much unlike most women I know."

"You mean I'm not like your wife?" she smiled.

At first I was confused, then I saw her glance at my wedding ring. "Ah, the ring. Well, yes, my wife included. She's off shopping right now." I answered.

"Do you think that she would appreciate you having lunch with another woman?" she asked.

As the waiter returned with our beers, I considered that question before

I answered. "My wife knows I love her. I tell her all the time. She's also an amazing woman. We've been together for over 10 years now. We do enjoy a little get away every once in a while. And since you and I are only having a conversation along with the lunch I would have eaten anyway, I don't think she'd have a problem with it." I didn't want to go into it yet, but her bringing up my wife was giving me an idea. Somehow I would have to get around to it. But in order to ask the questions I wanted to ask, I knew I'd have to earn Katherine's trust.

"So, not to change the subject, but tell me about this writing you do. I am curious."

"What do you want to know?"

"With the amount of questions I have in my brain I feel like we're playing a game of 20 questions, except that I think I even have more than that." I chuckled. "Let's start with how long have you been doing it?"

"A couple of years. It started with writing sexy messages back and forth between some friends and myself. Somehow the messages started to get longer and started to develop into stories. I guess I've always had an interest in erotic writing. At least since I was a teenager. My best friend and I would sneak my father's Penthouse magazines out of the house and then we'd read the letters to each other."

I smiled, shaking my head. "So now do you still do it for fun, or do you get paid for it?"

She swallowed a bite of the salad and followed it with a slow drink of her beer. The foam clinging to her upper lip until her tongue quickly licked it away.

"I've been approached to write a book which follows a woman through her sexual discoveries. Things that she tries, things she would like to try. Sort of writing about a woman working through her fantasies. From her first kiss through to more exotic or kinkier endeavors."

"And is this autobiographical?"

She blushed and pushed her salad around with her fork.

"You know you don't have to answer anything that you don't want to. For some reason I'm asking the questions as they pop in my head without taking the time to consider them first." I qualified.

"No, it's all right. Actually that's part of the problem we're trying to work out. While I can write a good sex scene, and I can tell a good tale, they want me to write about some things that I don't have any experience in. Hey, I'm from a small town. Opportunities to try some more adventurous things just aren't out there in the open."

"Like what's so strange?" my curiosity piqued.

"Well not necessarily strange, just opportunities that haven't presented themselves to me yet. My boyfriend is not into trying things too out of the ordinary. I mean, I really like to write about sex, but I'm not comfortable with just picking up total strangers and saying "Hi, nice to meet you! Want to go try fucking me with a banana? Oh, and bring your wife. I'd like to try her too!" she laughed.

I almost spit my beer across the table! How could she have picked up on that? I knew I was reading more into it than there was, but the brass ring was right there, and I had to grab it, but first I had to find out a few things.

I cleared my throat. "I can understand your dilemma. So, how does this boyfriend of yours feel about it?"

"Well, he's open to me making money with my writing, but I haven't exactly been fully honest with him about it. I don't think he'd really understand what they're asking of me. Like I said, he's sort of the straight, making love in a few varied positions, kind of guy.

"And would you do the things they asked you about if you had the opportunities?"

"Good question." She took another bite of her salad as she contemplated her answer. "I would have to say I would be willing to try new things. I don't want to try anything dangerous or life threatening, but I'd be willing to at least give it a whirl."

This was getting too good to be true, but I needed to find out a few more things. "Tell me about the guy you were writing to."

The smile that flashed across her face was electric. This was someone she cared about.

"Greg? Greg and I met a few years back in an adult chat room on the internet. We both enjoy writing and reading erotic works, and so we started writing back and forth and we've become friends. We can talk about everything. We've also over the years told each other about the majority of our sexual encounters."

"Have you ever met this guy?"

"Nope." she devilishly smiled.

"So is this guy like your on-line boyfriend?"

"No," she shook her head giggling, "it's not like that. The strange thing about the internet is that while you're free to tell people your intimate details, they don't actually know, 100% that what you're telling them is true. In the case of Greg, because I've known him for so long, I do trust him with the details of my life. And while I have to admit, I am quite attached to the guy, I'm just not what he's looking for. You see, Greg is gay."

She could have pushed me over. "What?"

She laughed uproariously then. "Threw you a curve didn't I? Yes, Greg is gay. Maybe that's why I feel so comfortable with him. He's not a threat to me. But by me telling him about things I've done it helps him in his writing, and by him telling me things he's done it helps me. Sort of like filling in the missing piece. And I think that's another reason why we get along. If either one of us is having relationship questions or problems we help each other through it."

"Well, you did catch me with that one. I have to say again, you are a very interesting woman. How do you know that what he's telling you is the truth?"

"First of all, after as long as we've been friends there's no way he could be lying. He would have tripped himself up sooner or later, and second of all, does it matter? If what he's telling me helps me, do I care that he's actually some straight guy in New Jersey who still lives in his parents' basement? Which I highly doubt, by the way."

"And you're comfortable with him being gay?" I asked.

"Sure. Gives me a whole new perspective." She smiled devilishly at me over her glass. "Okay, my turn for a question. Have you ever had a same sex experience?"

"Same sex? As in?" I questioned.

"As in, have you ever been with another guy, or in a threesome situation?"

I could feel my temperature rising. "No. Like you said before, the opportunity never presented itself. I don't know how comfortable I'd be with another guy, but my wife and I have talked about a threesome involving two women and a man." God I hoped this was going to work.

"Hmmm. Funny that would come out. That's one of the things we've been discussing with this book deal. See, I've never done it with another couple. I've been with two guys, but not in a two woman situation, and I'm quite nervous about it."

"So is my wife. We've talked about it before, and talking about it always gets us both turned on, but we've never tried it either.

The waiter appeared to take away our almost full plates of salad, as we both contemplated the unasked question that lay on the table.

"Katherine, would you be interested in trying it with us?"

She seemed to be considering it. "Can I think about it and let you know for sure after class this afternoon?"

"Sure. You know my wife has no clue about this, but I think she'd be receptive to the idea."

"All right, I'll let you know."

I paid the bill and we returned to our classroom. As we took our seats another teacher was introduced. This class was going to be different from this morning, and we were actually going to have to pay attention.

As the class wrapped up and we filed out of class I didn't want to be the one to bring it up. I didn't want to sound too eager, like it was all I had been looking for to begin with. Thankfully, Katherine pulled me aside in the corridor and said, "OK, I'll do it."

"Are you sure you want to?" I asked. I couldn't believe this.

"Yes, I'm sure. Hey, sometimes you have to take your opportunities where you can, right?"

"Okay, then I guess all that remains is to see if Joanna is interested."

We were all staying at the same motel, the same one where our classes were today. Katherine decided that she would go up to her room and change for dinner and would meet us in the motel bar in two hours. If we didn't show up, she'd know that Joanna wasn't into it. As I rode the elevator up, I couldn't believe my luck. I really hoped Joanna would be interested. Just outside our room I could hear the shower running and soft music playing in the background. I hoped that was a good sign. Laid out on the bed was a very sexy outfit. Satin, rich, red bra with matching tap pants. Then there was the dress. Black, long, with what looked like a slit that started at the bottom and went all the way to the waist. As I stood there staring, my beautiful wife appeared still dripping from the shower.

She smiled at me mischievously and clasped my hands in hers. One she brought to her mouth where she licked and suckled, and the other she placed between her legs and slid back and forth. "Have a hard day?" she asked.

I remembered the feelings from the morning and smiled. "You could say that."

"Well what are our plans for this evening? Are we going out or are we staying right here, having you thoroughly fuck me, and then ordering room service?"

I wrapped my arms around her and pulled her to me. I looked down into her smiling face and decided I might as well go for it. "How would you like to have company tonight?"

She pulled back and looked up at me. "What?"

"How would you like to have someone join us tonight?" I reiterated.

"As in who?" she asked.

"Her name is Katherine. I met her in class today. I have to admit, she's interesting to say the least."

"And by joining us, what do you have in mind?"

"Well, I thought we could all have dinner together and then maybe a little dancing, and then we'd see what happened next."

"Are you suggesting what I think you're suggesting?"

"Yep." I smiled.

"And does this Katherine have any clue?"

"Oh, yes, and then some." I drawled lazily, my smile getting even more wicked.

"Now you have me curious. I think I'd like to hear a few more details while we get ready." She smiled and let her towel drop to the floor as she walked away from me, swaying her hips in that same suggestive manner I had seen in the morning. She always turns me on.

~ ~ ~ ~ ~ ~ ~ ~ ~

Katherine sat perched high on the barstool sipping her glass of wine. She looked slightly nervous. Like she was on a first date or something. To wear she'd chosen a short, black leather, mini skirt over a royal blue velour top and covered it with a short matching jacket. The black high heels helped to emphasize the length of her legs and defined them quite well. I had noticed several men watching her and if we hadn't gotten there when we did she probably would had gotten other offers.

As we approached I smiled and said, "Joanna, I'd like you to meet Katherine."

"It's nice to meet you. Lee somewhat explained what happened today. I told him it serves him right for being so damn nosy!" She playfully slapped me on the chest, and I faked being wounded.

"Yes, it was a bit embarrassing." Katherine admitted.

"Have you eaten yet?" Joanna asked.

"No." said Katherine. "Honestly, I've already had two glasses of wine, and I probably could use something."

"Good. Then let's get a couple of drinks for ourselves and see if we can get into the restaurant. Maybe after we're done we could check out one of the bars down the hallway. I saw they had some type of entertainment tonight." suggested Joanna.

Katherine looked at me a bit puzzled.

"I told you my wife was amazing," was all I could say.

She smiled then, and we followed wherever Joanna lead.

~ ~ ~ ~ ~ ~ ~ ~ ~

Dinner was fabulous, and the conversation was interesting. Joanna and Katherine found innumerable things to discuss. Everything from shopping to how they lost their virginity. It was like I was just along for the ride. And I was enjoying every minute of it.

When we were finished, we made our way to the other bar where we could hear the crowd gearing up. Apparently they had a DJ working that night, because the music was everything from dance to country. I went for another round of drinks as the girls playfully danced their way around the dance floor. By the time the techno tract had ended I was seated at a small corner table. They both came bounding back, their breasts swaying beneath the fabric, and I thought, God am I a lucky man. I offered them each a beer, and they both took a deep swallow.

"I haven't danced in a very long time." Katherine admitted. "I just don't have the time, and my boyfriend doesn't really like to dance."

A slow tune came on and Joanna nudged me under the table. "In that case, Katherine, would you like to dance?" I asked.

She smiled at me and then looked at Joanna who nodded her approval. On the dance floor I pulled her to me, yet still keeping a little distance between us. I didn't want to scare her. But as the dance floor became more crowded we were forced closer together. I made a play of it being not my fault, but I didn't mind one bit. I was enjoying myself. Slowly, I slid her hips back and forth against my already hardening cock. I could feel her breath on my neck as her hand slightly caressed my shoulder. My hand slipped up, under the jacket and felt the smoothness of her skin above the velvet of her top. I felt her shudder and I looked down into her face and asked, "Are you okay with this?"

"Yes, just a bit nervous."

At that point the song stopped but it was followed by another slow song so nobody had left the dance floor. As we danced and turned I realized that Joanna had made her way onto the dance floor and was now standing just a short distance from us. I motioned for her to join us and she stepped into the circle of our arms. The three of us swayed to the music. Thank God it was so crowded, and not many took notice, but really I didn't care. I was delighted to be holding these two beautiful women in my arms. Stroking their arms and backs and leaning over to kiss each of them. Both of them teasing me by brushing their breasts against my chest, licking my ears, feeling their hot breath tantalizing me. I closed my eyes and enjoyed.

And then it happened. The first of the tentative kisses between these two women that I now held. Their lips brushed over each other until their lips made full contact. Being this close to the electrifying sight in front of me was driving me crazy.

Then the DJ did an abrupt turn and Clarence Carter came blasting through the speakers. A song that never fails to bring smiles all around, 'Strokin' brought us out of our horniness-induced state, and we all started dancing together. Katherine finally letting loose, and Joanna totally enjoying herself, both of them bumping and grinding into each other and me. I was getting so turned on just watching these two I didn't know what I was going to do once we finally did get to our room. When the song finally ended, I told both of the girls that I couldn't dance anymore, and that they would just have to take me back to our room. I smiled mischievously at them. I wasn't lying, I couldn't dance anymore with the hard-on I was getting.

We left the bar and laughed and giggled all the way to our room like a bunch of teenagers.

When we reached our room both of the girls stood before me. I took them both into my arms and said, "I know we're all a bit nervous about this. If either one of you wants to stop at anytime, I want you to say something. Nobody does anything they don't want to."

They both smiled and nodded.

"Good. Then let's get more comfortable."

We moved to the bed with Joanna between us and slowly and carefully we undressed her down to the tap pants and bra. Then the girls switched places and Joanna and I undressed Katherine down to her teddy. Next came my turn. They took their time while they removed my clothing, but they didn't stop until I was entirely naked. And then once my clothes were gone I moved to the bed and lay down. Each of the women started exploring my body.

Katherine was much more inquisitive. Maybe because my body was a stranger to her. They licked and kissed my entire body. Their hands stroked and probed every inch of me. I closed my eyes and just felt the heavenly sensations they were creating in me. But they were both very careful to avoid my erection standing proudly before them. It was driving me crazy. Finally I couldn't take any more and I had to change with someone.

"Katherine it's your turn." I took her hand and guided her into position on the bed. As she lay there Joanna took the lead. I could see Katherine slightly shivering and I didn't know if it was from cold or nervousness or something else.

Joanna noticed too. "Katherine," said Joanna, "I'm going to touch you now. I don't want you to worry about touching me back. My turn will come. I just want you to feel all the sensations."

They exchanged a warm smile and Katherine closed her eyes. Then, as I watched, my wife reached out and stroked the other woman's body. Starting by running her hands through Katherine's brown hair, over her face, along her neck muscles that were straining as Katherine moved her head from side to side.

Gently I reached up and slid the straps of the teddy off her shoulders and pulled until I had it to her hips. And as I watched, my wife bent over and tasted and suckled the other woman's nipple into her mouth. My ears were instantly greeted by a low moan. She arched her back, forcing herself back into Joanna's face. And as she switched to the other I pulled the teddy the remainder of the way off. Playfully nipping at the breast she told her "Katherine, you are a very lucky person. You have a beautiful body."

Never opening her eyes she answered with a breathy "Thank you." and Joanna leaned over and took the other breast into her mouth again.

As I watched I realized I wasn't doing anything. It was fascinating to watch what was happening before me.

Joanna sucked the left breast, massaged the right and then reached down and cupped Katherine's pussy in her hand, kneading it and working her hand over Katherine's entire opening and mound.

"Man, Joanna, that feels wonderful," she said. Katherine spread her legs so Joanna would have better access. She took the hint and quickly and playfully slid her fingers along her slit teasingly.

"Katherine, I've never done this before, but I want to taste you. May I?"

"Yes." she answered.

Joanna moved to the foot of the king-sized bed and brought her head between Katherine's beautiful thighs. I lay down along Katherine's side and placed one arm under her head and with the other hand I continued to stroke and play with her breasts.

Joanna started by licking along the junction of Katherine's thigh and hip and working her way inward. I watched as she came closer to the button we both knew would give Katherine the biggest thrill, but she avoided it and worked her way lower. Katherine was biting on her lip.

"How you doing honey?" I asked in her ear.

Joanna's hands were gently pulling Katherine's thickened pussy lips apart and at that point she licked Katherine from bottom to top, stopping only long enough to swirl her tongue around Katherine's clit and then she moved to the bottom to start all over again.

"Oh, God Lee. This feels absolutely wonderful. I can't believe she's never done this before." Her breath was quickening and I could see the flush washing over her body.

"That's it Joanna. Eat her girl. She's gonna come for you baby. All because of the pleasure you're bringing her."

Joanna's effort doubled as Katherine bucked up against her. She pulled her lips even farther apart and snaked her tongue into Katherine's dripping pussy. "That's right, taste her. Lick her out. Make her come for us, Baby."

Katherine's moans were getting louder. "Yes, that's it Joanna. Right there. God, it feels so good. I'm gonna come. Yes, yes, yes." She shouted as she thrashed back and forth on the bed, and I tried to hold her while she forced her pussy into my wife's face.

As her orgasm subsided Joanna made her way back up to the top of the bed and lay down next to us. I could smell and see Katherine's juices on her face. Katherine reached up and slowly brought Joanna's face between both of us and we kissed her gently.

Then Katherine gave Joanna a tender kiss and said, "Thank you. Now it's your turn."

Joanna took her place between us and Katherine started by kissing and nipping playfully, yet tentatively at Joanna's shoulder and worked her way down Joanna's body.

I smiled at my wife as she looked up at me and then blissfully her eyes closed. I couldn't believe this was happening, but I watched as Katherine moved lower and lower along Joanna's body bypassing the point where I thought she would stop and continuing down each of Joanna's legs until she reached her feet. Then she started to massage them, eliciting delightful moans from my wife. Then to my surprise she began licking and then sucking on each of Joanna's toes. For some reason it was highly erotic to see the small pink painted digits slowly sliding in and out of Katherine's mouth. As if each and every one were itself a penis.

I was reaching such a state of arousal myself, that I didn't know how long I was going to be able to handle laying here while I caressed my wife. Joanna opened her eyes then and asked me how I was holding on as she brushed her hand back and forth along my thigh. My cock seemed to work on it’s own as it periodically jerked and I occasionally slid the slick head alone her leg.

"I'm getting pretty close here, but I just have to see this." I kissed her with all the passion I could muster telling her with my kiss what a wonderful gift she had given me. Joanna spread her legs as Katherine started to work her way back up to Joanna's pussy. I knew she'd find it dripping wet.

"Lee, I want you to do something for me." Joanna requested. "I want to feel you fucking Katherine as she eats me. Is that all right with you Katherine?"

Katherine smiled. "Yes. I’d hate to see a hard cock like that go to waste."

As Katherine bent over and used her fingers to open my wife's pussy I moved behind her and spread her own. As she leaned over to lick and feast on Joanna, I bent over and got my first taste of her. Both of the women were moaning by now and I couldn't help but join them as I looked into Katherine's pink opening.

Joanna was really getting into it and when I removed my face I could see why. Katherine was fucking her with two of her fingers and sliding her thumb back and forth over her anal opening while she ate my wife. Joanna bucked and pleaded, then ordered me to take my place behind Katherine. I felt a little slow on the uptake, but watching these two women had totally mesmerized me. I almost felt like I was in a sexually induced trance.

Snapping out of it I brought my cock to Katherine's opening. Her pussy lips were swollen from Joanna's earlier assault. Slowly, I stroked the head up and down her slit and gently thrust against her clit.

The sight of Katherine's face buried in my wife's snatch, while she presented her backside to me was too much, and I thrust my cock deep into her pussy. She squealed her delight while all I could do was hold on and groan. I couldn't move. I couldn't think.

"That's it Lee," Joanna purred. "Fuck her like you fuck me."

"Oh my God, Joanna, this is unbelievable. She's so tight! The sight of her eating you out is so hot! I don't think I can last." I gasped.

Katherine bumped back against me and I took the hint. Slowly I pulled my cock out and forced it back in between her slippery walls. The feeling was incredible. I continued to slowly give her long strokes in and out. I licked my finger and placed it at the opening of her dark hole and gently pressed the tip into her.

She looked over her shoulder at me. "Oh Lee, that feels wonderful! Yes, keep doing that. Fuck me, and fuck me good. I'm gonna eat Joanna's pussy and make her come for us."

And with that she placed her face back on my wife's dripping hole. So I started thrusting, pumping faster into her. Both women were moaning. Joanna's head moving from side to side, her hands entwined in Katherine's hair. Katherine's pussy working it's magic on my cock was about to send me over the edge when Joanna called out that she was coming, followed by Katherine's cry. I felt my balls tighten up and I thrust one last time into Katherine and felt my orgasm pump deep into her twitching pussy.

~ ~ ~ ~ ~ ~ ~ ~ ~

"Lee, hurry up! It's here!" Joanna could hardly contain her excitement.

"Okay, open it already." I told her. I sat on the sofa and she climbed between my legs and just looked at the package the lay on the table. "Well?"

"All right. Here goes nothing." She opened the small package with wonder almost as if it were the ultimate Christmas present. Reaching in she pulled out the book.

"Continuing Education by Katherine Andrews"

"I can't believe it," she whispered as she reverently stroked the cover of the book.

"Open it," I urged.

Slowly she opened it and flipped past the first couple of pages until she got to the dedication.

"To Greg, thank you for all the insight into the heads of men. To Steve for being understanding and supportive throughout this endeavor. And to Lee and Joanna, to whom I will be forever grateful to for helping continue my own education."

Hand written below that was a note. "Thanks to you two I was able to work through several of the situations the research for this book put me through. But for all the times we've been together, I'll always remember that very first time. Love, Katherine."