apd.3465@n7kbt.rain.com's

                Kathy & Ellen
                (A fantasy)
                by Gyrfalcon
                        
  It was the summer between high school and college, that I first
noticed Ellen. I was at the beach, with some friends, mostly tanning
and watching the people. Since the week that spring at my Aunt Judy's
house, I was noticing the girls as much as if not more than the boys.
Ellen came out of the water to my right, her long black hair in a
braid down her back, almost to her waist, a wet, green, one-piece
bathing suit clinging to her body. As she jogged in front of me to
where her blanket was, I couldn't help but follow her with my eyes.
She was a few of years older than I was, maybe 22, had a beautiful
smile and a lovely shape. I remember thinking then how nice it would
be to kiss her lips and caress her body.

  I was horny for the rest of the afternoon. While I was driving
myself home I kept finding my hand reaching up to caress my nipples
through my swim suit. When I got home I rushed right up to my room and
closed the door, leaning back against it as I closed it. I looked
across the room at my mirror and watched myself as I reached behind me
and untied the straps to my swimsuit's bra. First the back, then the
neck. As the bra dropped to the floor, I reached a hand to each tit.
My nipples always get very sensitive when I get horny. I started with
the palms of my hands, just caressing my nipples, around in circles.
First one way, then the other. Then my hands closed on my whole tits.
One in each hand, I squeezed them from the base outwards, like I was
milking them. My thumb and forefinger grabbed each nipple momentarily
as I squeezed and it seemed that each squeeze was felt from my tit to
my pussy. I reached my left hand down and rubbed my pussy through my
bottoms. They were wet, and not from swimming.

  I stumbled over to my bed, pulling my bottoms down as I went. I
collapsed back on the bed, ass first and with my legs up in the air,
pulled off my bottoms and just tossed them across them room. My right
hand was quickly between my legs and my left hand at my tits. As my
right rubbed back and forth, pressing down, on the outside of my
pussy, and onto my clit, my left was concentrating now on my nipples.
Back and forth, I had a good rhythm going on my clit. I could feel the
pressure building. Every squeeze of my tits, every twist and pull on
my nipples, caused a ripple right down to my cunt. I switched hands,
using the lubrication on my now soaked right fingers to cause a new
sensation on my tits. Meanwhile my left hand started deeper into my
pussy, moving back and forth, deeper with every thrust, first one
finger, then two. 

  I could feel the climax building. Then I started thinking about
Ellen again. I replayed in my mind the beautiful sight of her running
across the beach. Her tits bouncing in front of her. Her smooth thighs
moving back and forth. I imagined her mouth and her pussy, the feel of
her ass. I could hold back no longer. My right hand moved back to the
top of my pussy, my left was still inside. Both moved of their own
free will: the right hand in quick circles, the left in deep thrusts.
The climax came and I barely choked back a scream. I felt more waiting
and I kept up my movements. I came a number of times again. It took me
fifteen minutes to recover my self enough that I could go take a
shower.

  A couple of days later, I joined an aerobics class at the Y near my
house. When I walked into the class room, who should I see stretching
out, but Ellen. I took a spot next to her and said "Hi," when she
glanced up, and looked into her eyes. Her eyes were a dark color,
almost a black as her hair. She said Hi back and smiled.

  I watched her during class. I admired the way her body moved during
the exercises, how her tight muscles moved, and her ass wiggled under
her tights, and I began to want her even more. We talked a little
during the break that day, and quickly became friends.

  One afternoon, in the middle of a week soon after, I ran into Ellen
at the mall near my house. She was just getting off work, and asked if
I would like to come over to her apartment for a drink and a gab
session. Of course I accepted, and I started making plans as I
followed her car to her apartment.

  When we got there, she went into the kitchen to grab a couple of
glasses of wine and told me to put some music on the stereo. I looked
through her collection quickly and found something that you could
dance to. The music started just as she was coming back into the
living room with two large glasses of wine. I started to dance and
took the wine, "Come on, Ellen, dance, it will unwind you after work."
Ellen took a big swallow of wine and agreed. She kicked off her heels,
and started gyrating to the music. Ellen worked at a department store
at the mall and so was well dressed. She wore a pretty blue skirt and
a light blouse that buttoned in back. It was too warm for stockings.
Her black hair was braided, as usual, but the braid was wrapped up so
it hung in a loop from the back of her head. Her makeup was
impeccable. She was lovely. I was much less formally dressed, wearing
a denim mini-skirt and a red blouse. We were about the same height,
and while neither of us had large breasts, Ellen's were larger. Both
of us were skinny, but my ass and hips were slightly bigger.

  The next couple of songs picked up the beat and we were soon
dancingwildly, drinking our wine and having a great time. I loved
watching her dance, the way her hips moved, the way her breasts
bounced. She had let her braid down in back and it swung in counter
point to her movement, as if it were itself alive. We were really
getting in sync with each other the way you can get dancing. Only, I
don't think Ellen was used to this with another girl. 

  Then the music changed tempo. Something slow came on. Ellen stopped,
and took a swig of wine. But I swayed over to her, still wanting to
dance. I put my hands on her waist and drew her back into the middle
of the room, keeping my eyes locked on hers. Soon, she started to
dance with me putting her hands on my shoulders. She didn't seem ready
to break eye contact. As the dance continued, I pulled her closer. Our
hips met, swaying together to the slow beat. Our upper bodies came
slowly together, our tits pressing against each other. Finally, I
leaned forward, opened my mouth and started to kiss her.She kissed
back at first, maybe out of habit. Then suddenly she pulled back, and
half pulled out of my arms. "Kathy, no. We shouldn't be doing this.
Why are we doing this?"

  "Because, Ellen. Because it feels good." I responded, and kissed her
again, and she responded. She was wearing a musky perfume. It was
driving me crazy. My tongue sought hers and hers sought mine. She
wasn't fighting me at all, wasn't pulling away from me. I reached to
her back and unbuttoned her blouse. We separated enough to let it drop
to the floor. My hands came up to her front and ran lightly over her
bra, over her breasts. Ellen's hands were in my hair, God! it felt
good, her fingers in my hair, on my ears.

  I found the clasp for her bra in the front, and undid it. There is
something exciting in taking off another woman's bra. An anticipation,
a quickening, my stomach gave a little quiver. I pushed the straps off
her arms and it too fell to the floor. My hands quickly went to her
breasts. I started rubbing around the base of her breasts and made
squeezing motions around and up until  I reached her nipples. Her
nipples were hard when I reached them. I flicked them with my thumb,
pinched them, and rubbed them. I felt them with them base of my hand
and with my fingers. I wanted to suck them so badly. Ellen was making
a sound from the bottom of her throat. It started out as a moan but
soon began to be a purr. I was making this lovely lady purr! I wanted
to know what other sounds she would make.

  I broke away and took her by one hand. "C'mon pussy cat, let's go to
your bedroom and continue this." I think that she was still confused
about what we were doing. Lord knows that I was new at this seduction
thing, but I also knew how badly I wanted her. Without another word we
went to her room.Once there, I took her in my arms again and tumbled
her onto the bed. I had to suck on those nipples. I started kissing
her on her mouth, but I quickly started to move to her neck. I nibbled
on the side of her neck for just a moment then lifted myself enough so
I could skim down to her tits. Her nipples were erect and waiting for
my mouth. As I began to suck on her right nipple, Ellen inhaled
sharply, then let out her breath in one long slow sigh.I spent  a few
moments just playing with her breasts with my mouth. I kissed them,
and flicked the nipples with my tongue. I sucked first on one nipple,
and then on the other. I bit them gently, I bit them harder. Ellen's
hands were in my hair stroking it, playing with it. That purr was
coming from her throat again.

  I reached down with my hand to the bottom of her skirt, and slowly
moved back up her thigh underneath it. "Oh, please..." she whispered.
I reached the top of her leg and started rubbing her pussy through her
cotton panties. They were damp already, and I was just getting them
damper by rubbing them into her pussy. I pushed them aside and reached
a couple of fingers into her as I moved my mouth back to her lips.

  Ellen's eyes grew wide as I started moving my fingers in and out of
her pussy. Her kissing grew more intense and she moved her hands out
of my hair. One moved down my back and rested on my ass. With the
other hand she reached for my free hand and was holding it tightly. I
increased my pace and felt an orgasm building. Soon she broke our kiss
and let out a moan as her pussy clenched my fingers in orgasm.

  "Oh, you are pretty when you come!" I whispered to her. Then I
pulled away for a moment. She watched me, panting slowly, as I removed
my top and my bra, then I slid down the bed between her legs. I pushed
her skirt up around her waist, then pulled off her panties. The hair
on her cunt was dark and thick. It had been shaved back from her
thighs so it wouldn't show when she wore her high cut bathing suit. It
was very pretty. Since I had started noticing, I hadn't seen many
pussies that weren't.

  I watched her, my eyes up, as I brought my mouth down to her. She
kept her eyes on mine until  I reached her pussy with my tongue. Then
her head went back with an intake of breath and her eyes closed. I
like to start at the top of a woman's slit, teasing, promising,
licking and wiggling my tongue. "Oh, Kathy," she breathed. I moved to
the sides, licking where she had shaved, recently, near her thighs. Up
and down the smooth, sensitive skin, licking and nibbling a little. A
quick bite on her inner thigh, then back. Then I bring my hand up and
start rubbing her mound from the top, while my tongue plunges into
her, first short quick strokes, then longer ones, as deeply as I can
go. My rubbing goes faster, as does her panting, I lick and suck, and
kiss her pussy. I slip a couple of fingers from my other hand past my
mouth, into her and then quickly out. I bring them down, and rub her
asshole. Suddenly she explodes! Writhing back and forth, I can't keep
my mouth on her. She practically screams, "Ohh, Ohh, yes!" over and
over. Then she is still. My god, she is magnificent!

  When she opened her eyes again and looked at me, I slid off the bed
and stood up, still mostly between her legs. She propped a pillow
under her head and watched as I unhooked and unzipped my skirt and
dropped it and my panties to the floor. My pussy was soaking. I
climbed back onto the bed, and on top of Ellen, between her legs,
pussy to pussy. "Kiss me, Ellen"! 

  "Yes, Kathy, anything."

  She reached forward with her mouth and met mine, and our tongues
went back and forth between us. I pushed my mound into her, and
started moving back and forth, sort of like a man would, rubbing my
pussy into her's and her's into mine. My hands were on her ears, and
her neck, and feeling her beautiful hair. Her hands roamed my back,
finally settling firmly on my ass, squeezing, pulling me closer,
moving in rhythm with me. I moved faster as I felt a climax building,
then sighed, and collapsed as a small orgasm moved through me. Ellen
pulled back a little and looked at me for a second, then whispered, 

  "Lie back Kathy. It's your turn. Or maybe it's my turn." She smiled.
As I rolled over onto my back, she pulled her skirt off and tossed it
on the floor, then turned on her side to face me, propped up on one
arm. "You're very pretty you know," she said. I just shrugged. Her
hand started roaming my chest, feeling my nipples, skirting down to my
belly, almost to my pussy. "I've never done this before, with a woman,
I mean. I'd like to just explore a little," she said as she briefly
reached my pussy.

  "It feels nice, explore all you want."

  "I'm sure this isn't your first time. Have you done this much
before? You don't look like a dyke."

  I laughed. "C'mon Ellen, your smarter then that. Some women look
like `dykes' because they like to. My aunt seduced me for the first
time this spring, and she certainly didn't look like that. She looked
as normal as you and me."

  She was playing with my breasts now. Feeling them, squeezing them,
rubbing them, playing with the smallness of them. She flicked her head
and brought her braid to the front. With the end of it she tickled my
breasts and my belly. I shivered. "Oh, Ellen, you can explore me any
time you want."

  She laughed at that. Then she dropped her braid and moved her hand
right to my pussy, moving around more or less at random. "Does this
feel as nice to you as it does to me?" she asked. I moaned in
response. She started moving her hand with purpose then, back and
forth, in and out, slowly building up speed. She brought her mouth
down to my breasts. I felt the heat starting to build in my pussy,
then spread up into my belly and my breasts. I couldn't keep my legs
still, as she increased her speed and moved further in to me. Then the
orgasm crested like a wave and I think I let out a little scream. My
pussy clenched on her fingers, and then I came again, and again, while
she kept it up. Finally I could take no more and grabbed her hand to
stop her.I pulled her down on top of me and held her for a long time
after that. Neither of us wanted to move much, just a little stroking.

  Later, I got up and called home to tell them that I would be
spending the night with a friend. We spent the night together, and got
together as often as we could all that summer. When I went to college
that fall, I lost track of Ellen, but I always will remember her
fondly.

     

(End)

This story is Copyrighted (1991) by the author and must not be used
for profit without the consent of the author. Permission to
redistribute this story is hereby granted, if that distribution is
done without charge and this notice is attached to the story. 

