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From: F451 <f451w@yahoo.com>
X-ASSTR-Original-Date: Fri, 20 Dec 2002 16:30:56 -0800 (PST)
Subject: {ASSM} Trading Places (mf oral)
Date: Sat, 21 Dec 2002 07:10:05 -0500
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<1st attachment, "F451-09-TradingPlaces.txt" begin>

Disclaimer: If you are under 18 or live in an area 
where stories containing sexual material are illegal, 
or are offended by such material, please do not read 
this story and delete it from your computer system.




Trading Places (mf oral)
by F451


Carol was breathing so hard now, I had to stop teasing 
and put her over the top. I licked up from her wet 
vagina until I felt the slippery wet bump that was her 
clit. She jerked a little when I hit it with my tongue 
and moaned "Oh, yes, there." I licked fast and bore 
down with more and more pressure. Then when she seemed 
about to come, I slowed to a crawl, but pushed very 
firmly with my tongue. Each slow hard lick brought a 
sharp intake of breath until it seemed like each one 
would be the one that would push her over the edge. 
Then when I was sure she couldn't last any longer I 
sped up just a little and her orgasm burst upon her. 
She shouted something incoherent and grabbed my hair. 
Her thighs squeezed my face as her muscles contorted. 
I tried to keep licking, but she finally giggled and 
pushed me away.

I moved up beside her and we snuggled. She took my 
dick in her hand and said "That was wonderful, but you 
haven't come yet. I'll have to do something very 
special for you."

Just then my roommate Alan called out "Hey, Jeff, 
let's switch." He was in his bed with his girlfriend 
Melissa. The four of us had been smoking weed, the 
lights were out and Alan had started making out with 
Melissa. Then Carol and I had started making out too. 
Pretty soon, horny and uninhibited, clothes had 
started coming off. Carol was not really my 
girlfriend, but she was exuberant in bed. She was a 
blond with big boobs, skinny hips and not much 
upstairs. I had had sex with her once before and she 
had been eager and fun. This time I had made her slow 
down. We had kissed and fondled each other for a long 
time, then I had gone down on her and teased her 
mercilessly. She had come with gratifying volume. 
While I was fooling around with Carol, I had heard 
Melissa and Alan. They were hardly undressed when Alan 
made her go down on him. From the corner of my eye, I 
had glimpsed the beautiful Melissa sucking his dick. 
She didn't look like she was into it much.

I had never understood why Melissa was going with 
Alan. I didn't like him much myself. I didn't get to 
pick my freshman roommate. Alan was a slacker with 
mediocre hygiene. Melissa was a gorgeous girl next-
door type. She has thick, long, wavy, light brown hair 
and a big open smile. She was tall for a girl and 
athletic. Her body looked great in clothes, I could 
hardly wait to get a better look at her naked. I had 
been kind of waiting for them to break up.

While I was going down on Carol, I had heard Melissa 
and Alan fucking. Jesus, almost no foreplay at all. 
Alan wasn't much of a lover.

When Alan said "Let's switch", I couldn't believe it. 
I imagined myself with the naked Melissa. To my 
immense surprise, Carol turned to me said "Oh, wow, 
cool. Would that be all right?" I thought she liked 
Alan, but this still surprised me. Then she realized 
what had said. "Oh, wait. Jeff, I haven't taken care 
of you yet."

"Don't worry about it. I'm OK." I was trembling at the 
thought of Melissa and me. I waited with bated breath 
to hear what she would say.

"Alan! You scoundrel! You're not serious, are you?" 
Even her voice was full throated and sexy. "Well, are 
you?"

"Well, yeah. We're all friends here, flyin' high and 
havin' a good time. Why not? We wouldn't need to go 
all the way, just a little play time."

"Well, I'm not sure..."

"I know you like Jeff. Just give him a few kisses and 
then we'll switch back."

"Jeff, is it all right with you?"

"Sure, Melissa. It's OK by me." I was ecstatic. 
Nothing against Carol, but I had had a couple of wild 
fantasies about Melissa already. She had seemed out of 
reach.
Carol and I stood up and Carol whispered to me "If she 
doesn't take care of you I will. Don't worry." Melissa 
stood up too and Carol got in bed with Alan right 
away. They were locked in a kiss already.

Melissa and I looked in each other's eyes. Her breasts 
were round without the slightest hint of droop. The 
swell began up near her collarbone with a graceful 
convex curve down to her nipple and then her rib cage. 
Her stomach was flat but soft. Her waist and hips were 
slender but curvy. Her full hair spread out on her 
shoulders. She was a vision of loveliness.

I was self-conscious of my dick sticking up at a 45-
degree angle, pointing right at her, just inches from 
her belly. I put my hands first on her arms, running 
my hands up onto her shoulders, feeling how square 
they were and feeling her hair falling onto them. I 
drew her to me and just hugged her at first. My rock 
hard dick wanted to burst when it touched her stomach. 
She didn't flinch, though. My dick was trapped against 
her stomach and her breasts, her wonderful breasts, 
were pressed against my chest. I could feel her cool 
smooth skin against mine from head to toe. The feeling 
was electric. 

Melissa moved her cheek against mine and began 
whispering. "Jeff, no intercourse, OK? I'm not ready 
to do it with two guys in one night. We'll have a 
little fun though. Right?"

I swallowed my disappointment and whispered "OK". What 
else could I do?

She leaned back and looked at me and said "Thanks", 
then kissed me. Very quickly the kiss turned 
passionate, our tongues wrestling to penetrate each 
other. Our hands were busy. I found her ass quickly 
and explored the round smooth muscle there. Her hands 
found my butt too. It seems we were both quite horny, 
even though we weren't going to fuck. I supposed she'd 
give me a great hand job though. I realized that 
though I had heard Melissa and Alan fucking, I hadn't 
heard her have an orgasm. Alan, yeah, but not her. I 
whispered to her again "You haven't come yet either, 
have you?"
"No" she said, barely audible. 

"I'll take care of you." I said. If I do this right I 
can make her forget Alan, I thought.

We lay down on the bed and our hands got busy again. 
My lips found her breasts and I sucked her nipples 
raw. This drove her crazy. I went back to kissing her 
on the mouth and with my hands I began exploring her 
hips and ass and finally her pussy. When I touched her 
clit for the first time, she jumped and then sighed. 
As I rubbed her clit and kissed her she got more 
excited. I whispered in her ear again. "Would you like 
me to kiss you there?"

"Oh, God, yes. I've been wishing someone would do 
that. But what about ... You know?"
"I thought about that. It's inside. Not here where the 
pleasure button is." Actually, I wasn't sure about 
this at all, but this was my chance to show her what I 
could do for her. I kissed my way down her body, 
spending time in the valley between her breasts and 
licking the little crease where her ribs disappeared 
and her breast began, and on her flat soft belly, and 
then in the crease between her leg and groin. Finally 
I reached the little forest. Trimmed some, I think. My 
tongue found its way through the fur and into the top 
of the cleft.

Melissa jumped again when my tongue found her clit. I 
could smell something nearby that wasn't female, but I 
didn't taste anything unusual, so I relaxed. I teased 
her relentlessly, even worse than I did Carol. I 
brought her near orgasm several times. Finally, after 
getting her nearly delirious, I pushed her over the 
edge. She screamed and clutched at my head. I could 
feel her whole body quivering and shaking. It took 10s 
of seconds for her to relax and let me go. I moved up 
next to her and to my surprise she kissed me full on 
the mouth, tongue and everything. I guess she was 
grateful.

When she had relaxed for a few moments with her head 
buried in my shoulder and her hand stroking my dick 
softly, she began whispering again. "Jeff, when you 
fantasize about girls, do you think about blow jobs 
ever?" Good God, I thought, she's thinking about 
blowing me!

"Yeah, sure, doesn't every guy?" We're both 
whispering. Can't talk about this out loud. Not that 
it matters much though. Carol and Alan were humping 
loudly in the bed across the room and had been for a 
while. Having come once, Alan could really take Carol 
for a ride. They wouldn't be hearing much for a while.

"That's what I thought. I've never actually done that 
for a guy. I mean, finished him that way. What do you 
fantasize? What do guys like?"

"Oh Jeez, I can't tell you that. It's like ... 
degrading to women and stuff like that."

"I want you to tell me, Jeff. I want to know. I 
absolutely won't hold it against you. No matter what."

"Um, OK. I imagine a beautiful girl lying on a bed, 
her head on the pillow. I'm kneeling over her and 
she's sucking me off. I feel up her breasts and rub 
her clit while I watch her. I can see everything and 
it really turns me on to watch her suck me. She looks 
gorgeous even with my dick in her mouth. She's very 
relaxed, she even lets me fuck her mouth a little. 
There, see, is that what you wanted?"

"Yeah, but what happens when you come?"

"Oh, you don't want to hear that too, do you?"

"Yes, I do."

"Well, I can never decide what I like best. Sometime 
in my fantasy, I come and she just keeps sucking me 
until she has all my come in her mouth and then she 
swallows it all and smiles up at me. Are you sure you 
want to hear all this?"

"Yes, I really do."

"Other times I imagine pulling out of her mouth at the 
last minute and jacking myself off and spraying cum in 
her mouth and all over her face and hair. She swallows 
the cum in her mouth and then smiles and laughs with 
cum dripping from her face. It even turns me on if the 
girl in the fantasy gags on the cum and coughs some of 
it up. The girls in my fantasy always smile afterward 
though, even when they gag. Now you must think I'm a 
pervert, right?"

"No, you're just a very horny guy who hasn't come yet 
tonight. Bring it up to me, OK?" She laid her head 
back on the pillow and spread her hair out like a 
shampoo commercial. It took me a second to realize 
what she was asking. I got to my knees and walked on 
them up by the pillow. By spreading my knees wide I 
lowered my dick down to where she could reach it. She 
took it in her hand and stroked it twice and then took 
it into her mouth. Her eyes were locked on mine the 
whole time. It was my fantasy come true. And she WAS 
still beautiful with my dick in her mouth. She asked 
me to rub her too. My fingers found her clit again and 
began caressing. "Use two fingers, one on each side" 
she said and then put me back in her mouth. She seemed 
to be smiling around my dick.

She couldn't suck for long without taking my dick out 
because I was so close to coming. Then she would lick 
my balls or hold my dick against her cheek or her 
throat and look up at me. I was in love with her, for 
sure. What eyes!
She began to breathe hard too. I was huffing and 
puffing and moaning, of course. My fingers were doing 
the trick. I found out later that she gets really 
turned on by sucking a dick and that was turning her 
on just as much as my fingers. She was bringing us 
both right up to the brink, I could tell. It seemed 
like she was close to coming when she said "Don't stop 
rubbing no matter what." And began sucking me really, 
really softly. One hand fondled my balls and the other 
snuck back to my perineum and then slid farther back 
to my anus. It brushed again and then pressed softly, 
then more firmly until it popped into my ass. My cum 
just about exploded out of my dick. I was wracked by 
tremors and shakes. One seizure after another squeezed 
spurts of semen out of me. I could barely control 
myself enough to keep from jamming my dick down 
Melissa's throat. I desperately tried to keep my 
fingers moving on her clit. I watched as best I could 
what happened. As soon as I filled Melissa's mouth 
with my first spurt of cum, she began to come too and 
she was shaking and shuddering and trying to keep my 
dick in her mouth. She had grabbed it with the hand 
that had been on my balls and was directing it toward 
her mouth. We were both in the throws of shattering 
orgasms though, so she couldn't get it back in her 
mouth. She stroked it with her hand and each new spurt 
shot a glob of cum that landed in her mouth or 
somewhere on her face or hair.

As the tremors began to pass, I could see her face 
covered in cum and began to feel guilty. But then she 
smiled and laughed through the cum and I realized she 
had enjoyed sucking me. I laid down next to her and 
just looked at her face for a while. Globs of semen 
pooled on her chin and her cheek. Pearls of it clung 
to her hair. Another pool of white was at the base of 
her throat. And she had the biggest grin on her face.

"I'm quite a mess aren't I? I must look like a one of 
those porno cum queens. You know it doesn't taste as 
bad as I thought it would. " she said and laughed 
again. She made no move to wipe off her face. She was 
letting me enjoy the sight of her covered in cum. Her 
smile was so beautiful, I couldn't help myself, I 
kissed her full on the mouth. I could taste myself in 
her mouth and the cum on her face squished against 
mine.

I grabbed my t-shirt from beside the bed and gently 
wiped off her face and then my own. We kissed again.
Just then we heard Alan cry out from the next bed and 
Carol joined in. They had finally come. No one made a 
move to switch back. After cuddling for a while the 
girls left together. Just before she left, Melissa 
whispered to me, "save everything for me. I want all 
of you next time." And smiled her gorgeous smile.
Three days later we went to Melissa's room. She 
insisted on sucking me off first. It was even more 
glorious and messy than the first time. I hadn't beat 
off since we had been together so I had a big load of 
cum stored up. She seemed to love my cum and having me 
in her mouth. When she finished me, she had cum 
everywhere on her and was smiling in triumph. 

She liked it when I gently wiped the cum from her. 
Then she asked me to please fuck her. I got between 
her legs and entered her quickly. She was so wet I 
slid in to the hilt with little effort. It seemed like 
we fucked forever. We talked about everything while we 
did it. Talking about sports, classes, mutual friends, 
politics and all the time, my dick was sliding in and 
out of her body, an immensely pleasurable background 
sensation to more than an hour of conversation. We 
changed positions many times without disturbing the 
conversation. When we finally decided to get serious 
about fucking and stop talking, it took little time. I 
stared at her eyes while I fucked her hard, driving 
her to her orgasm. As soon as she clutched at me and I 
saw her face contort with pleasure, I came as well and 
shot my load as deep inside of her as I could get it.

We've been married for many years now and she still 
tells me every now then, "bring it up here to me, OK?" 
and I do.



Authors note:  Other stories by F451 can be seen at 
http://www.asstr-mirror.org/files/Authors/F451/www/

The author can be reached at 
f451w<atsign>yahoo<dot>com.
Comments and reviews are welcome.
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