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 o  The Bookshelf Directories offer a very wide variety of stories.  o
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Backside Loving (couples)
by Catherine (c) 1993



                         

I had known Beth for only a few months.  She was pretty by 
anyone's standards, with nice legs, a firm behind, and somewhat 
small breasts (I believe bite-sized is the term they might be 
called) with bigger than average nipples.  We didn't "do it" 
until our fourth date, and I can't say that the sex was 
spectacular.

Don't get me wrong, it was good, but until we went 
away for a weekend with Joan and Bill, two friends of ours,
our sexual adventures were quite ordinary.
      
We all went to bed early on the first night at the cabin, feeling 
somewhat exhausted by the long trip and our hike into the woods.  
Beth turned off the light and slipped under the covers, snuggling
up next to me.  We couldn't do anything because Joan and Bill were
sleeping right across from us in our one room cabin.
      
At about 11:00 p.m., Beth got out of bed and went over to the kitchen area.  
A while later I also got up parted to curtian that seperated the sleeping
areas from the rest of the cabin space and found her lying on the couch,
on her side, completely naked, facing the back of the sofa, in her familiar
fetal position.

She appeared to be asleep.  I sliently climbed onto the sofa 
behind her and discovered, by her gentle stirring, that she was 
still awake.  Not knowing what she was thinking, or feeling, I 
turned on my side, so that my chest was pressed against her back, 
spoon-like, and cradled her body against mine. I wondered fleetingly why
she wasn't worried that our cabin mates might catch her naked lying in the
open like this.

But I was turned on by the situation and planned to take advantage of
the adrinalin rush and reached my hands around her to cup her small,
almost girlish breasts in my hands, stroking and kneading them and 
feeling her nipples slowly gain erection.

  I moved my left hand down to her groin, 
pressing into the soft, curly hairs, and began stroking there 
too.  She responded by pushing her bottom back against me, parting 
her legs in the process, leaving her left leg raised, lazily 
resting on my hip.  Then, in her assertive way, she reached 
between her legs and took my cock in her hand, guiding it to, but 
not into, her.  Still behind her, almost passive, my half-erect 
cock was between her legs, and she was rubbing it in a slow, 
circular motion against her clitoris.
      
When I changed my position slightly in an obvious effort to slide 
myself into her, she pushed the shaft back, then whispered, "Uh-
uh.  Not there; I want you here, in my ass."  So saying, she 
placed the head of my cock right in the middle of her anus, then 
rubbed it back and forth across the diminutive opening.  At 
first, I thought she was teasing me.
      
"Are you serious?" I asked, somewhat incredulously.  We had never 
done that before, and I remember wondering if this was something 
about Beth's sexuality that I hadn't known.
      
"Just do it.  I want to feel your cock inside my ass," she said 
softly. She rubbed the cockhead a few more times against her 
nether opening.  "Mmm, David, I want it deep inside my ass."
      
My cock was already so wet from being rubbed between her moist 
pussy lips that it broke the sphinctoral plane with surprisingly 
little effort. She grunted as the cockhead broke the barrier, 
then hissed between her teeth. "Slowly," she said, "work it in 
slowly."  She shifted her hips slightly to accommodate the 
unaccustomed presence of something inside her ass.
      
"Am I hurting you?"
     
"A little," she replied, punctuated by a gasp of breath.  "Oh, it 
feels so fucking big!"
      
I squeezed her breasts hard, flattening them against her chest, 
as I softly kissed the nape of her neck.  "I don't believe how 
tight you are!"
      
"Are you in all the way?" she gasped.  "I feel like I've been 
split in two!"
      
"Just a little more."  I pressed my cock forward, then felt it 
being tightened like a vise by her sphincter muscle.  I seemed to 
gain ground only by easing back slightly and then pushing 
forward.  She grunted and moaned a few more times before I 
finally pressed my wiry pubic hairs into her lower ass.
      
"How's that?" I whispered.
      
"Fucking unbelievable!  Don't move for a few seconds.  I have to 
get used to it."
      
I continued kneading her breasts and kissing her neck and 
shoulders while my sheathed phallus remained completely 
motionless inside her.  I could tell the entry had been somewhat 
painful for her, but that was not unexpected.  The walls of her 
rectum were warm and smooth against my cock. From time to time, 
she contracted her anus around the sheathed sword, as she tested 
the elasticity of her anal muscle.
      
The anal contractions were beginning to have an effect on me.  
"If you keep that up," I said after a particularly tight 
contraction, "I'm going to come.  I feel close already."
      
"No! Please, don't come yet!  You just put it in, you haven't 
really fucked me yet.  Can you hold off?"
      
"I'll try.  I can't tell you how good it feels!"
      
"The pain is subsiding," she said.  "Give it just a few more 
seconds and you can start moving in and out a bit."
      
"I'll come for sure, then," I pleaded.
      
"No you won't.  If you do, I'll never let you do this again!"
      
Now that I had discovered this side of Beth, or should I say the 
backside of Beth, I knew that I would want to take her anally, 
and often, again.  Maybe she wasn't being serious, but her 
warning was sufficient incentive to do everything I could to keep 
from spilling my seed inside her.
      
My reward for holding off?  Pure ecstasy!  With the pain all but 
gone, Beth began moving her buttocks in a slow, circular pattern, 
while my ensconced cock, a prisoner inside her, obediently 
followed.  Somewhere along the line I began to slowly piston my 
manhood.  The dual phenomenon of our syncopated rhythm sent the 
both of us to a high we had never before known.
      
Beth was beside herself, having discovered an animalistic 
instinct she never knew she had, and, with the discovery, she 
developed a far different attitude toward our love-making.  
Outside of a few "dirty" words like "fuck" or "suck", said in the 
heat of passion to titillate me, she had never been one to be 
vocal about her needs--until now!  "OH!  Fuck my ass! Give it to 
me! Oh, my ass!  I love it in my ass!  Oh, David, it feels so 
good!"
      
Her voice could be heard through the house.  "Hey," I said 
softly, "the others will hear you."
      
"Just shove it in me!  Make it hurt!  Fuck my assssssssss!"
      
Her immodest exclamations, within earshot of the others, drove me 
to a new frenzy.  I started pumping her like a madman, driving my 
cock in and out of her beautiful, tight ass with complete 
abandon.  She grunted, she groaned, she bucked her ass against my 
abdomen, snorting rather than breathing, trying to pull me even 
further into the dark abyss.
      
My hands on her breasts were no longer gentle.  If she wanted to 
feel hurt, I would be more that happy to oblige.  I took her 
turgid nipples between the thumbs and forefingers of each of my 
hands and squeezed the nubbins sharply, painfully.  It was this 
final, almost desperate gesture, that seemed to do the trick.  
"I'm coming!" she cried.  "I'm coming! YESSSSSSS!"
      
Miracle of miracles, just as her anal contractions (I assume from 
her orgasm) gripped my cock, I let loose also, filling her with 
spurt after spurt from my sheathed sword.  It was, without a 
doubt, one of the best fucks I had had in long time.  I hoped she 
felt the same way.
      
We both came down slowly.  I didn't dare withdraw myself from 
her.  I just let the old guy fall asleep inside the dark hole, 
feeling every once in a while a tiny anal contraction that only 
served to remind me of what we had just done.  Finally, my limp 
member fell out, on its own, sliding onto the inside of her inner 
right thigh, still wet from my spending.
      
Beth turned her naked body completely around until we were belly 
to belly, chest to chest.  She wrapped her arms around my back 
and held me. She pressed her loins into mine, our pubic hairs 
mingling.  "That was great," she whispered sexily.
      
I smiled.  "I'm glad I held off, like you asked."
      
"I had no idea I could get that turned on back there.  I guess 
I'm what you call anal-erotic."
      
I laughed.  "Would you really have denied me the pleasure if I 
had come earlier?"
      
She laughed also.  "You'll never knew, my sweet David, will you?"
      
"I guess I never will."  When our lips met, her tongue went right 
for my tonsils.  She ground her abdomen into me slowly, 
sensuously, creating that familiar stirring in my manhood that 
had disappeared inside her wonderfully tight derriere.
      
I think she felt me growing, or at least sensed it, because she 
slipped her hand between our clasped bodies and quickly located 
my semi-erect penis. Her tongue searched every nook and cranny 
inside my eager mouth as she slowly stroked me back to hardness.
      
"Don't you ever quit?" I asked, breaking the passionate kiss.
      
"Build a better mousetrap and the world will beat a path to your 
door," she quipped.
      
"So you're equating a beautiful assfuck with a mousetrap?"
      
"Sort of," she giggled.  "I mean, show me a new way to get off, 
like you just did, and I'll be at your doorstep, every night, 
wanting more."
      
I smiled, then moved my hands to her buttocks, feeling the ass 
that I had just fucked, and squeezed the globes between my 
fingers, prying them apart, exposing her anus to the uncaring 
back of the sofa.
      
"What are you doing, young man?"
      
"I'm back at the doorstep again," I replied, searching for her 
anal button with my middle finger and, upon finding it, pressing 
inward slightly, not penetrating her, but letting her know that I 
was eager to play back there again.
      
"Don't you ever quit?" she laughed, a reference to my earlier 
question. She squeezed my cock tightly, then released it, before 
working her hand toward the head and squeezing it once more.
      
"I like your mousetrap," I said, pushing the tip of my finger 
into the recently deflowered opening.  Beth laughed at my feeble 
attempt at humor.
      
She was slowly masturbating my cock now, alternating the 
squeezing with up and down movements of her hand.  "I don't ever 
remember him rising so quickly again," she whispered.
      
Just then Ellen came down the stairs from the loft.  I turned 
around just in time to see her throwing a white terry-cloth robe 
over her naked body.  Her tits were quite a bit larger than 
Beth's, but her nipples were actually smaller.
      
"What the hell is going on down here?" asked Ellen.
      
Beth laughed.  "Did we wake you?"
      
"All I could here was someone screaming 'Fuck me in the ass!' 
Wouldn't that have awakened you?"  She didn't seem mad, just 
interested.
      
"I told her to be quiet.  Now I'm embarrassed," I said.
      
Ellen laughed.  "If you're as good as it sounded, there's nothing 
to be embarrassed about.  It would be a good idea to go wash up, 
though, after something like that."
      
I blushed.  "You're right, will you please excuse me."  I pried 
myself away from Beth, then walked quickly past Ellen.  I 
couldn't help but notice that her eyes were on my erection.
      
I washed thoroughly, even my balls and anus.  I had no idea what 
might happen the rest of the evening, but I wanted to be prepared 
for anything. I dried myself by running a towel back and forth 
between my legs, making sure I worked it well into my ass 
crevice.  When I returned to the living room, Ellen was seated on 
the sofa next to Beth, who was still reclining on her side. Ellen 
sat in such a way that she blocked my view of Beth's hairy pussy, 
kind of facing her, her left forearm resting nonchalantly on 
Beth's rib cage.
      
Beth's left arm lay across Ellen's lap, kind of flopped there for 
want of a better place to put it.  Ellen's robe had ridden pretty 
much up her legs, but she had the garment wrapped around in such 
a way that her charms were well hidden from view.  For decency's 
sake, I held the towel I had been drying myself off with in front 
of my crotch.  My flag was at half-staff beneath the towel.
      
"Can I ask a personal question?" Ellen asked of Beth.
      
"If you want," she replied.
      
"Did it hurt?"
      
Beth blushed profusely.  I smiled.  "You mean what he just did to 
me with that monster cock of his?"
      
"Uh-huh," replied Ellen with a broad smile.
      
A pensive look, quite serious look came over Beth's face.  "At 
first, it hurt a lot.  I thought the bastard was going to split 
me in two.  But after a while, I became quite used to it.  I 
really wanted it inside me after the pain went away.  It's such a 
different, filling sensation, to have something in your ass."
      
"Makes me wish we had tried it on the first date, instead of 
waiting until now," I said, only partly in jest.
      
"It makes me wish I let someone do it ten years ago.  Just think, 
I've missed all that time.  Have you ever done it, Ellen?"
      
It was Ellen's turn to blush.  She lowered her head in 
embarrassment. "Yes," she whispered in response.
      
"What are you acting so shy about?" laughed Beth.  "You didn't 
like it?"
      
"Mmmm.  I loved it.  I've been turned on by...you know...anal 
things ever since I was a teenager.  Man, I don't believe I'm 
talking so openly about it."
      
 "You better define 'anal things,'" said Beth.
      
Ellen really blushed at that question.  "Well, I like to do 
things to people's....uh...asses, and I like to have things done 
to mine."
      
"Like what?" asked Beth.  Ellen had really piqued her interest.
      
"Like....."  There was a long, pregnant pause.  I could almost 
see her mind thinking.  "Like having my anus....ah.....what's the 
term?..."  She seemed to be searching for just the right words.  
"Ah, you know...rimmed," she blurted.  She paused for a moment, 
quiet and pensive.  "Do you know what that means?"
      
"I don't think so," said Beth, quite honestly.
      
"It's like when someone licks you back there....with their 
tongue." Her face was red as a beet now.
      
"I see," said Beth, raising her eyebrows as her interest began to 
become more and more aroused.
      
"And I like to do that to others, too."  She seemed more animated 
now, more open, like she was confessing something she had held 
back for many years. "Am I embarrassing you?" she asked.
      
Beth smiled.  "Of course not, please go on."
      
"If I'm not getting rimmed with a tongue or fucked by a nice cock 
in my ass, I like to have someone put a dildo in my backside.  
Oh, just thinking about it turns me on!"
      
Just hearing about it was turning me on.  My manhood was coming 
back to life, beginning to peek its head through the towel over 
my lap. Nervously, I pulled the towel completely over it.
      
Ellen looked straight into Beth's eyes.  "Would you like me to 
show you something very special?"
      
Beth gulped.  She thought for a few moments.  "I'm game."
      
Ellen turned her head and looked at me.  "May I borrow her for 
few minutes?"
      
"Oh, yes...Of course.  I'll leave."  I started to get up.
      
"Why don't you stay and enjoy the show," said Ellen sexily.  "I 
don't mind if Beth doesn't."
      
Beth looked at me with her expressive, puppy-dog eyes.  I could 
read the sexual excitement in them.  "Maybe he'll get some new 
ideas," she said, giving me a little wink, an obvious invitation 
for me to remain and watch.
      
"He just might," said Ellen, pulling apart the sash on her robe, 
letting the top loosen, permitting my hungry eyes to spy on a 
good deal of her ample breasts.  She looked over at me for a 
brief second, as if she were pondering her next move, then stood 
and nonchalantly shed the robe completely, dropping it to the 
floor at her feet, before sitting back down.  It all happened so 
quickly, in one fluid motion, my mind had to adjust to the 
delightful fact that there were two quite pretty ladies in front 
of me, and neither had a stitch of clothes on!
      
My eyes darted from Ellen's full, hanging breasts, with their 
silver dollar-sized areola and thick, brown nipples, to the soft, 
light-brown triangle of curls which tapered quite nicely to a 'V' 
at her lower abdomen. She made absolutely no effort to hide 
anything from my view.  To the contrary, I think she kind of 
enjoyed showing her more than adequate body off for me (and, I'm 
sure, for Beth as well).  I made a mental note to ask Ellen later 
if she trimmed her pubic fleece, so delicate did her treasures 
look.  The growth of her curls was quite sparse; in fact, I found 
it quite amazing that Beth's thick forest of much darker curls 
completely hid her cuntal slit, whereas the thin crack of Ellen's 
pussy was quite visible through the hairs.
      
Ellen devoured Beth with her soft, bluish-green eyes.  Her voice 
was soft as the morning.  "Would you like me to give you a rim 
job?"
      
Beth seem mesmerized by this woman.  She managed only to nod her 
head in affirmation.  Her hand was just below Ellen's melon-like 
right breast. For a second, I thought she was going to cup it.  I 
tried to imagine her doing so, hoping that she could read my 
mind, but my little trick didn't work, she just kept her hand 
stationary beneath the hanging globe.
      
"Kneel on the floor.  Rest the top of your body on the sofa 
cushion," said Ellen, her voice devoid of its previous 
nervousness.
      
Beth curled her legs to her chest and pushed herself past the 
still seated woman.  I loved her nakedness.  My cock was now 
throbbing. Stealthily, I slipped my hand under the towel and got 
a good grip on myself.  This is one show I knew I would really 
enjoy.
      
"Like this?" asked Beth, moving to a kneeling position at the far 
right side of the sofa and leaning forward, resting her chest on 
the blue velvet cushion and the side of her head on her forearm.
      
"That's just fine," said Ellen, sliding off the sofa and moving 
to a seated position to Beth's left.
      
Ellen leaned slightly forward, her left breast scraping Beth's 
hip. "So this is what you had to work with.  What a perfect ass!"
      
I thought to myself, "How true!" as I watched Ellen place the 
palms of her hands over each of the twin hemispheres and gently 
squeeze the pure white flesh.  "Mmm, that feels good," husked 
Beth.
      
"It's going to feel a whole lot better when I'm through with you.  
She leaned further down and planted a soft kiss on the upper left 
buttock while she sensuously ran her fingernails all over Beth's 
ass, raising tiny goose-bumps across the alabaster surface.
      
Beth hissed loudly, between her teeth.  "Oh, that feels nice!"
      
"It's called the warm-up," said Ellen, running the tips of her 
fingers in a straight line inside the crack of Beth's buttocks, 
all the way down to the anal region.  She was careful, however, 
not to touch the recently deflowered rosebud.  It was obvious she 
knew exactly how to extract every ounce of sexual excitement from 
her willing victim before she really pounced.
      
Beth's breathing was becoming more labored as Ellen played tunes 
along the inside of the ass crack.  "I hope you're not too 
modest," she said, "you're boyfriend is about to get an eyeful."  
I didn't comprehend the meaning of her words until I watched 
Ellen move her hands to Beth's lower ass.  Using primarily her 
thumbs for leverage, she pried apart the two halves of the split 
pumpkin, exposing the pink, round anal button that I had only 
recently deflowered.
      
"I've never felt so exposed," said Beth, feeling both of our eyes 
on her most private area.  She kept her head uplifted and stared 
straight ahead.
      
"Relax," whispered Ellen.  "We're all friends."
      
"Friends usually don't examine each other's assholes," quipped 
Beth.
      
"I like to look at yours," said Ellen.  "It looks so tiny.  How 
did he ever get his cock inside you?"
      
"Very carefully," I said, and we all laughed.
      
Ellen seemed somewhat jealous that I had been the first to invade 
Beth's most private area.  She looked at me with a slight look of 
disdain. "Men don't know how to take good care of a woman's ass.  
It takes a woman to do it right."
      
Beth immediately became defensive.  "I think he did just fine 
just a few minutes ago.  I'm still tingling inside my ass."
      
Ellen got more perturbed.  She turned back and examined the 
opened anal region.  "Wait until I finish with you, honey.  I'll 
make you forget about his cock."
      
She seemed bent on proving to Beth that she could better satisfy 
her sexual needs than I could.  It was a contest now, between me 
and her.  I had already played my part, now it was her turn.  It 
didn't really matter who was better--Beth was the real winner of 
the contest because all she had to do was sit back and enjoy.
      
For the rest of the session, Ellen completely ignored me, 
blocking me from her mind, concentrating only on the job at hand-
-giving Beth the best anal sex she was capable of giving.  She 
ordered Beth to stretch out on the carpet, prone, on her tummy.  
She did so, making a lovely picture with her cute, curved ass and 
tightly closed legs.  She was perpendicular to the sofa, her head 
almost touching its base.  Ellen then turned and sort of squatted 
over Beth's naked back, placing her knees on either side of 
Beth's ribs.  From my vantage point, almost directly behind my 
prone girlfriend's feet, I had a nice view of Ellen's light-
haired pubic area, which she didn't seem to mind. Her boobs 
swayed from side to side with even the slightest of movements; 
her nipples were dark and erect.
      
Ellen leaned forward from the waist, causing her tits to hang 
delightfully downward, like melons on a vine, and placed her 
palms on the back of Beth's upturned thighs.  "Open your legs!" 
she commanded, urging her on by applying pressure with her hands 
upon the delicate, supple flesh. Beth obligingly opened up, 
knowing that she would be baring the length of her hairy crotch 
to the both of us--Ellen from above and me from behind. In doing 
so, her cuntal lips parted stickily, exposing the soft pinkness 
of her slit.  Her vaginal entrance was quite moist, providing 
ample evidence that the anticipation of her sexual involvement 
with another woman was a real turn-on for her.
      
"Raise your ass up!" ordered Ellen.  Beth obliged once more, 
poking the hemispheres upward, providing a prominent display of 
smooth, white flesh.
      
To my complete surprise, the seemingly affectionate Ellen raised 
the palm of her right hand over the upturned cheeks and gave the 
right buttock a good, hard slap which resulted in a loud cracking 
sound.  Beth screamed out, "OUCH! That hurt!" and reflexively 
lowered her abdomen until it was once again flush with the floor.  
Immediately, a red blush appeared where the hand had met her 
flesh.
      
"It's supposed to," husked Ellen, knowing that her straddling 
position over Beth's back prevented her from easily escaping any 
further blows. "Get your ass back up!"
      
Without a word of protest, Beth presented her tail bone once 
more, knowing that Ellen would probably deliver another slap.  
She was right-- Ellen raised her left hand this time and drove it 
hard onto the unmarked left globe, rippling the surface of the 
ass all the way to the top of Beth's thigh.
      
"AHHH!" Beth cried, but, quite surprisingly, kept her backside in 
its upturned state, an apparent indication that she was not 
opposed to receiving more of the same.  I could see Ellen's 
fingerprints imbedded on the soft, smooth skin of Beth's ass.
      
Beth looked down at the reddened buttocks and waited for a few 
moments, studying the buns and the condition she had put on them, 
allowing the pain and the tingling to subside.  "How does your 
ass feel?" she asked.
      
"It's tingling all over!" blurted Beth.
      
"It feels kind of good, doesn't it, Beth?"
      
Beth gulped.  "Y-yes, sort of," she replied.
      
"Do you want some more?"
      
I could almost see Beth's mind racing as she sifted through a 
host of responses to Ellen's question.  She could suggest, 
politely, that she had had enough.  She could tell her to go on 
and risk the consequences of more pain and, perhaps, humiliation.  
After all, her she was getting spanked on her bare bottom by a 
woman, her legs spread wide, exposing even the inside of her sex, 
with her boyfriend seated right behind her, watching everything 
in rapt attention.
      
Finally, she answered the question with one of her own.  "Will it 
hurt very much?"
      
"A little," replied Ellen in a soft, honest tone.  "It's supposed 
to." As she replied, she began scratching the surface of the 
dimpled cheeks with her fingernails, exciting the flesh beneath.  
Beth shivered at the touch.
      
"I...I guess it's okay," said Beth, obviously questioning in her 
own mind if she had given the right answer.
      
Ellen dug her fingers into the opulent flesh of each cheek, 
opening the crack once more, exposing the pink button which she 
regarded as her eventual target.  This would all be part of her 
"warm-up" to the coup de gras to come.
      
"I like the way your skin ripples when I spank it," she husked, 
leaving the cheeks spread for a moment longer as she continued to 
visually examine the exposed anal region.  When she let the 
cheeks bounce back into place, I knew that Beth was about to 
receive a bit more than she had bargained for.  Ellen raised her 
hand over her shoulder this time as she swung it on a downward 
arc, lighting a fire on the exposed flesh as it struck with a 
vengeance.  Ellen's breasts shook like jelly as the blow landed.  
As I watched the unbelievable scene developing before me, I 
stroked my cock harder beneath the towel.
      
"AHHHHHHHHH! OHHHHHH!" Beth cried as a searing pain lit into her 
backside.  "Not that hard!"
      
"I'll decide how hard!" exclaimed Ellen, her brow furrowed.
      
At that moment, Bill, Ellen's husband, came down the ladder from 
the loft and, wide-eyed, looked at the two naked women.  "What's 
going on?  You guys woke me up."  He was wearing only boxer 
shorts.
      
Ellen looked up at him.  "Sit and watch, if you like.  You may 
not approve, but I'm giving Beth a first hand look at a new 
adventure, no pun intended," she said with a wry smile.
      
Bill looked over at me, at the towel over my lap, my hand 
conspicuously beneath it, then back at Beth's spread legs and her 
gorgeous reddened ass.  He seemed to want to apologize for his 
wife's behavior. "From time to time she likes to get on the wild 
side," he said to no one in particular.
      
"Sit down and watch, if you want," said Ellen.
      
Beth hadn't bargained for more audience.  She closed her legs, 
tightly, not desiring to give Bill the same free show she had 
been giving me.  Ellen recognized her reluctance immediately.  
Instead of ordering her to open up and display her treasures, 
however, she merely began massaging Beth's recently spanked ass 
cheeks with slowly kneading fingers, working the flesh beneath 
her fingers like putty.  She seemed to know exactly what to do to 
soothe Beth's obvious humiliation, leaning forward at the waist 
and continuing the massage along the backs of Beth's delicately 
textured thighs.
      
She kept the massage going for several minutes, without speaking, 
working the entire buttocks and the tops of Beth's legs with a 
smooth precision. "That feels nice," Beth sighed, coming out of 
her stupor.
      
Purposely, Ellen's massaging fingers curled around Beth's lower 
ass cheeks every so often and, for the briefest of seconds, 
opened the crack there to expose the pink rosebud.  She seemed to 
be getting Beth used to the idea that it wasn't necessarily wrong 
to exhibit herself to three people at the same time.
      
In time, Beth's breathing became more labored, the kneading 
fingers giving her a new sexual glow.  Almost imperceptibly, 
Ellen leaned forward and placed her hands a bit further between 
Beth's tightly closed legs. With the gentlest of urgings, she 
pushed against the inner thigh muscles and watched as Beth's legs 
parted just a little, relaxing her inhibitions.
      
"You have a beautiful body," whispered Ellen, abandoning the legs 
in their half-parted state and returning her manipulations to the 
reddened ass cheeks.  Beth's position allowed a few of the curls 
of the back of her pussy to peek out from between the 'V' of her 
legs.
      
Ellen alternated between massaging Beth's buttocks and lightly 
scratching the flesh with her fingernails, causing Beth to begin 
moaning once more.  The moans were a signal to Ellen that her 
plan was working. She leaned forward, tits hanging downward 
again, much to my delight, and returned her hands to the insides 
of Beth's legs.  This time her urging was more insistent.  The 
barrier now broken, I watched the legs open once more. I looked 
over at Bill.  He was staring right into the opening.
      
Ellen decided to go for it all, risking losing Beth to pure 
embarrassment, but knowing that if she was successful, no 
barriers would be left.  She moved her hand along the inside of 
Beth's now spread legs, all the way to her hair-filled crotch.  
She ran the index fingers of her hands along each side of the 
exposed pussy lips, pressing softly into the pouting flesh. Beth 
moaned again.  Ellen went for the kill, moving her fingers into 
the cuntal crack and slowly parting the labia, obscenely exposing 
the still moist (even more moist than before) vaginal entrance 
and the engorged clitoral hood.
      
It was a bold move on Ellen's part, but the foreplay had left 
Beth in a transfixed mood, her modesty long forgotten.  Ellen 
knew she had won, and planted the victory flag by running two 
fingers into the pink divide and easing them right into the 
naturally lubricated cuntal opening.  Beth gasped out loud as she 
felt the fingers enter her.  Bill and I excitedly watched the two 
digits slowly disappear into the splayed portal.
      
"It's like a lake!" exclaimed Ellen, moving her fingers back and 
forth inside Beth's canal.  The slurping sound that we all heard 
was ample evidence that Beth was past the point of no return.  
Her moans were now loud and prolonged.
      
Ellen withdrew her glistening fingers and brought them to her 
mouth. Incredulously, I watched as she greedily sucked the cum-
laden digits, tasting Beth's pungent juices on her tongue.  When 
she took the fingers out of her mouth, she looked back down at 
the twin spheres beneath her.
      
"Show me your ass again," she ordered in a firm, somewhat 
demanding voice, then watched as Beth unhesitatingly offered her 
upturned cheeks to Ellen.
      
"Higher!" demanded Ellen.  "Present yourself!"
      
Beth arched her back even more, raising her abdomen well off the 
carpet, poking her ass out smartly.  "That's much better," said 
Ellen. "What do you want me to do?"
      
"Spank me!" cried Beth.
      
"Reach back and open yourself up first.  Show us that cute little 
button!"  Ellen was in complete control now; Beth would be 
willing to do anything, and she knew it.  She felt Beth's hands 
work between her own spread legs and then come to rest on the 
still glowing ass cheeks.  Boldly, Beth pried her own flesh 
apart, exposing the tiny button.
      
Ellen pounced on the opportunity immediately, leaning over until 
her chest was planted in the small of Beth's back, flattening her 
breasts against Beth's body, digging her sex into the upper part 
of Beth's naked body.  In another instant, her face was inside 
the parted buns, planting a soft kiss on the crinkly rosebud.  
Beth screamed out, as if a jolt of lightning had struck her, as 
Ellen worked her tongue into the puckered opening.
      
Almost as soon as she began, Ellen straightened up and ordered 
Beth to move her hands away from her ass.  As soon as she 
complied, Ellen drove a hard slap onto the exposed flesh.  Beth 
cried out in pain.  Ellen used her hands to pry the lower ass 
cheeks apart once more, drove her head between the splayed 
globes, and darted her tongue into the nether portal again. The 
time Beth's moan was longer and louder.  We couldn't see what 
Ellen was doing to Beth's asshole with her tongue, but whatever 
it was it was causing her to beat her toes into the carpet.
      
Ellen lingered longer at the opening this time, rimming the 
rosebud to her heart's delight.  Finally, she straightened up 
again and drove several more stinging spanks upon the completely 
reddened ass, causing Beth to emit shrill cries of pain and 
pleasure.
      
Ellen continued to alternate the spankings and the lickings, 
increasing the length of her rimming each time, and increasing 
the number of hard, cracking slaps with each new round.  Beth was 
now beside herself, making animalistic sounds from deep inside 
her throat, breathing tremulously.  It was obvious to everyone 
when her dam broke.  For the first time in my life I saw a woman 
actually squirt out jets of clear cum, flooding the carpet 
between her spread legs, as the orgasm took control of her entire 
spasming body.
      
"Yes! Yes! Yes!" she cried, straightening her legs out and 
shaking them violently as a few more streams of cum spewed out of 
her pussy.
      
The look on Ellen's face was one of satisfaction, knowing she had 
really done something to my girlfriend that she would never, ever 
forget. But there was still a look of sexual desire written 
across her face.  She eased herself off of Beth's back and 
planted her buttocks on the sofa, then raised her feet off the 
floor and brought those, as well, to the cushion. The effect was 
to utterly expose her sex.
      
She looked down between her own spread legs to the still writhing 
Beth. Her brow was more furrowed than before.  Sexual excitement 
flushed her face. "Do me!" she ordered.
      
Beth looked up at the splayed, wide-open sex.  She had never even 
thought of doing it to someone of her own sex, but Ellen had 
removed every inhibition she had known in the last half-hour.  
She literally dragged her exhausted body to a kneeling position 
between Ellen's invitingly opened legs and plunged her head 
between them.  Ellen bucked her hips upward, forcing her steaming 
crotch into Beth's face.  Beth gave her all, shaking her head 
from side to side, then up and down, fighting to get her lips and 
tongue into every nook and cranny of Ellen's sex.
      
Ellen was beside herself, moaning loudly, her head thrown back 
against the sofa.  She moved her hand to the top of Beth's head 
and tried to guide the incessantly devouring tongue even further 
into her.  She even raised her legs into a wide 'V', her toes 
pointing skyward, as Beth licked the length of her slit and sent 
her head spinning.  "Eat me!  Eat me!" she cried, feeling the 
magic about to happen.  "I'm coming!  I'm coming!"
      
Her entire body seemed to shake with her orgasm as wave upon wave 
of sweet ecstasy spiraled from her loins throughout her spasming 
body.  I had never seen a woman come with such intensity.  To my 
surprise, Beth kept her head between Ellen's legs even after the 
initial shock waves had died down, laving her sex with slow, wide 
swipes of her full tongue, tasting the copious flow of juices 
running from the steaming cunt.
      
When it was over, both women stood up, naked and sweating, and 
embraced, breast to breast.  Bill moved to Ellen's side and put 
his arm around her. Ellen turned to embrace him.  Beth looked 
over at me, red-faced, then walked toward me and planted herself 
on my lap.  Her body was soft and warm and slightly sweaty.  We 
watched as Ellen and Bill went up the ladder to the loft, leaving 
us alone.
      
Beth looked at me as I cuddled her in my lap.  There were tears 
in her eyes and she began sniffling.  "What's the matter?" I 
asked.
      
"I just embarrassed myself," she replied, between tiny sniffles.
      
I cupped her left breast gently, moving my thumb lightly over a 
nipple that had never been so hard.  "You just shone in my eyes," 
I said softly, pulling the towel away from lap and throwing it on 
the floor, allowing my erection to rub against Beth's thigh.
      
"Are you serious?"
      
"Very serious," I replied.  "I thought you were great."
      
"I've never done anything like that before," she said softly, 
searching my eyes for a sense of truth in my replies.
      
"There's nothing wrong with what you did.  The both of you 
enjoyed it, and I enjoyed watching."
      
"You won't think I'm some kind of slut?"
      
I laughed.  "Do you think I'm bad for masturbating while I was 
watching the both of you?"
      
Beth's eyes lit up.  "You didn't!" she gasped.
      
"I did," I confessed.
      
"Did you....ah....did you...."
      
I helped her with her shyness.  "Did I come?"
      
"Yes," she smiled.
      
"No," I replied.  "I was saving that for you."
      
"I'm wanton, David," she whispered.  "I think I'm over-sexed!"
      
I squeezed her tit harder, then pulled her closer to me.  "We 
have something in common," I said.
      
"You're sure you didn't come," she said, sliding her body down 
mine until she was on the floor, her head just above my engorged 
cock.
      
"Good," she whispered, grasping the shaft in her right hand and 
lowering her mouth over me, her lips shaped in the familiar 'O'.  
She took the penis into her, sucking it slightly.
      
"That feels good!" I sighed.
      
She stopped sucking for a moment.  "Don't be afraid," she husked.
      
"Afraid of what?"
      
"Afraid of coming in my mouth," she whispered just before 
lowering her head over me once more and enveloping me with her 
warmth.
      
It didn't take long for her magic to work.  She couldn't have 
bobbed her head up and down on me for more than a deliciously 
sweet minute.  I didn't tell her I was coming; I just let it 
happen, spilling my seed into her as she swallowed each and every 
drop.
      
The very next afternoon Beth was washing her hands at the kitchen 
sink when I came up behind her and pressed myself into her rear, 
putting my hands up underneath her sweater, feeling and gently 
squeezing her breasts through the thin cotton bra.
      
"You're getting me started again," she said.
      
"Mm-mm," I mumbled into her hair.  I could feel my cock beginning 
to grow between her ass cheeks.  I knew she could feel it, too.
      
Turning around then, she put her arms around my neck, our mouths 
found each other, and we pressed our bodies together, tightly.  
It was as close as we could get without actually fucking.  I 
reached down through our meshed bodies and gently kneaded her 
skirt-covered abdomen, pressing lightly just above her pubis.
      
"Don't you think the others will miss us?" she husked, moving her 
pelvis slightly against my roving fingertips.
      
"Let them find something nice to do.  I've already found it."
      
"I guess you have," she whispered sexily, frenching me with her 
tongue and bringing her hand to the back of my neck, gently 
scratching me there with her fingernails as I boldly moved my 
fingers lower and cupped her pubis through the blue denim skirt.
      
"That's nice," she sighed, breaking kiss and moving her cheek 
next to mine, gaining access to my super-sensitive ears.  She 
took the opportunity to blow soft, warm air into my left ear, 
sending chills all over my body.
      
"Blow in my ear and...."
      
"And you'll fuck my brains out," she interrupted.
      
"That's a promise," I said.
      
"I'll hold you to it," she whispered, breathing her words against 
my ear.
      
Her buttocks were pressed tightly against the counter.  Her legs 
were opened as wide as the somewhat tight denim would allow.  
When the tip of her tongue found ear canal to its liking, I 
nearly busted my gourd.
      
I moved both of my hands to the bottom of her sweater which lay 
loosely around her waist and, in one quick motion, pulled the 
soft wool over her girlish breasts, exposing the plain white 
cotton bra.  She was never one for really fancy underthings.  
Someday I would teach her how to dress sexily underneath her 
dignified exterior.
      
"Aren't you going to take it all the way off," she asked, 
somewhat surprised that I left the sweater bunched beneath her 
armpits.
      
"When I'm ready," I replied, lowering my head to her chest and 
planting my lips right in the center of the right cup of her bra.  
The nipple beneath the thin garment was already turgid.  I bit 
the nubbin lightly, through the bra cup, causing Beth to moan 
softly.
      
