A Mother Loses Control Ch. 04

by walterio

RUTH MAKES UP WITH SUSAN

On Saturday morning Susan lay in the bed of her dorm room and her roommate across the room studied Susan's naked form. Ruth moved over to Susan's bed and got between her roommate's legs. Susan woke up slowly with a tingling in her pussy from an intense dream. Susan was dreaming she had just been fucked by three guys and that her roommate was between her legs licking her pussy. When she opened her eyes she was stunned to see that it was Ruth between her spread thighs. Ruth's wonderful tongue was slipping up and down Susan's wet pussy. Susan started to protest but Ruth consoled her.

"I couldn't resist you any longer now just lay back and enjoy your wake up call," Ruth whispered and then added, "I know you were dreaming about having sex."

Susan reached down and stroked Ruth's soft lovely hair. She was still confused but it felt so good that she allowed Ruth to continue. Ruth's long brown hair concealed her face so Susan moved it aside so she could watch. Ruth's fingers moved to Susan's pussy and spread her lips open. Susan cried out as Ruth touched her pussy with her spread tongue. Ruth licked up and down slowly. Susan loved having her pussy licked and she wondered for a moment why she had never imagined a woman doing it to her before last night.

A wonderful slippery tongue, slid up and down Susan's spread pussy. Ruth slid her tongue into Susan's core and Susan moaned aloud as Ruth's tongue slid in and probed. Susan wondered what her pussy juice tasted like to Ruth and then Susan remembered tasting herself last night when Ruth kissed her. Ruth moved her fingers upward and pulled outward and upward as her tongue flicked against Susan's now exposed clit causing Susan to cry out in passion. It sent a jolt of joy through Susan's whole body.

What Ruth did to Susan for the next hour was something Susan never dreamed a woman could do to her? Susan's body exploded again and again. Ruth's tongue flicked her clit and her lips sucked and pulled on the nubbin, sending uncontrolled joy and passion through Susan again and again. Susan didn't know how many times she came. It was an experience she would never forget. Finally Susan could stand it no more and pushed Ruth away before Ruth could start again. Susan was weak from her climax.

Susan was gasping for air when Ruth moved up beside her and kissed her face softly. Susan tasted her pussy juice all over Ruth's face. Susan pulled Ruth to her and licked Ruth's face, tasting her own juices. Susan wanted Ruth to know how wonderful she felt and how she loved Ruth for kissing her so deeply and so intimately. As they lay close kissing softly Susan stroked Ruth's satin skin and she told Ruth how much it meant to her. When Susan had regained her strength they embraced.

"That was the most wonderful thing that has ever happened to me!" Susan exclaimed.

"I'm glad that you enjoyed that, now I need you to take care of my dripping pussy. I have been waiting for a long time for you to come around," Ruth sighed.

Ruth relaxed and laid back. Susan began with Ruth's breasts, kissing and sucking the magnificent nipples. Susan sucked them until they stood up hard and the aureole crinkled. Susan licked Ruth's breasts until they were wet and Ruth coached her quietly to cup and kneads them till they were firm, hard and ached wonderfully. At Ruth's coaching Susan kissed and licked her way down. She kissed Ruth's soft stomach and slipped her tongue into her navel. Ruth spread her thighs and she had Susan kiss and lick her thighs till she squirmed and Susan was salivating. Susan's face was now so close to Ruth's sweet spread pussy. The scent of Ruth's sex was wonderful and so exciting.

In the soft light Ruth's pussy looked like a pink flower spread open. Her curly brown pussy hair framed her rosy core which was open and gleamed wet from her juices. A drop of Ruth's juices ran down to wet her anus. Susan could wait no longer and gently slid her tongue out and licked Ruth's pussy. Ruth's juices were slightly salty and delicious and Susan licked her again and again. Ruth coached Susan to lick it with her tongue flat and then pointed so it could slip into Ruth's core.

Ruth's juices seemed to flow more and more as Susan licked her. Susan slid her tongue out and slipped it pointed, spearing into Ruth's center. Susan then brought her lips down onto the core and sucked gently at first and then harder. Susan tasted Ruth's sweet juices and Ruth moaned as her hips thrust upward. Susan slid her tongue as far as she could into Ruth who wished it were two or three times longer. Ruth moaned softly as Susan sucked and pressed her face down against Ruth's sex. Susan barely heard Ruth's voice.

"Susan, gently now, find my clit. It is hiding under the hood. Place your fingers at the top and pull upward, then outward and my clit will slide out. It loves to peep out," Ruth guided her.

Susan did as she was told and she was amazed as Ruth's pale pink clit slid in view. Susan thought that her own clit was small like a marble but Ruth's was much bigger, more like a large pink bean. Susan moved close and stared at it then she tentatively reached out with her tongue and licked it. Ruth moaned softly.

"Lick the underside of it softly. It's most sensitive there." She moaned as Susan licked it softly. "Yes, like that. Oh, Susan, Yes! That's so wonderful, again, again!"

Susan continued to slowly lick Ruth's erect clit and it seemed to get firmer and slightly longer. Susan knew from playing with her own clit that if she put a finger on either side, up higher, it would stimulate the hidden shaft. She moved fingers on either side and slid them up and down and she could feel the erect shaft beneath her skin. Ruth moaned louder.

"Oh, yes, yes! Now suck it in and out of your lips, in and out. Yes, like that. Oh Susan, I'm going to cum. Oh yes, yes," Ruth screamed.

Ruth covered her mouth with her hand, and her body bowed upward, thrusting upward against Susan's mouth. Her legs became rigid as she came. Susan sucked and licked Ruth's sweet clit till she came at least three times. Susan almost came at the same time just from the satisfaction of making Ruth cum. Susan could feel her own pussy juices flow and her clit ached as it was so hard. Ruth finally went limp.

"Oh Susan, that was so wonderful. You made love to me so wonderfully. Now move down a little and softly use your tongue to lick my spread pussy. Don't lick my clit it's too sensitive. Just lick slowly from bottom to top. My pussy is so wet and needs your tongue to lap up my juices. Taste me. Taste my love juices!" Ruth's hips slowly pushed upward toward Susan's tongue.

Susan lay between Ruth's creamy thighs staring at her pink flower and then she licked her. Ruth's juices tasted so wonderful and Susan drank them down willingly. Susan spent a long time there until Ruth's hips began to thrust upward gently at first, then suddenly urgently.

"Oh yes, you are so good. Now slip your fingers up into my wet pussy, gently." Ruth directed.

Susan had slid her own fingers inside herself many times so she knew what to do. Ruth's pussy was so wet Susan needed no additional lubrication. Susan sucked Ruth's clit, and slid first one, then a second finger up into Ruth's hot wet opening. Ruth moaned with pleasure.

"Now turn your fingers inside me, and as you push them in and out, rotate your hand. It makes it feel so much better. Yes, yes. Like that, rotate them, now deeper. Yes! Oh, Susan finger fuck me. Fuck my pussy, while you suck my clit. Oh, I'm dying, yes, oh God, yes." Ruth cried out as Susan thrust her fingers deep inside Ruth's sweet body.

Susan never knew it felt so wonderful to make another girl cum. She redoubled her efforts and Ruth went wild. Ruth's juices flowed over Susan's fingers and they made squishy sounds as they moved in and out. When Ruth orgasmed again, her pussy squeezed down on Susan's fingers and more juices flowed out of Ruth's pussy. Finally Ruth grasped Susan's hand and pulled it out of her pussy.

Ruth's whole body glistened with her fine sweat. Susan moved up beside her and kissed her cheek as Ruth lay gasping for air. Ruth's firm breasts gleamed and her nipples looked like two jutting knobs. Susan bent over and sucked first one then the other and licked the fine salty sweat from Ruth's breast. Susan marveled for a moment at what she had just done. When Ruth had regained her breath they kissed.

"Oh, Ruth, it felt wonderful to make you cum. I felt so thrilled to kiss your sweet pussy and finger fuck you. It made me feel so erotic to know that I was thrilling you. Do you feel like that when you are making love to another woman or to a man," Susan went on.

"Oh, yes, yes! That's what makes it all so wonderful. To give pleasure to someone, and watch them, feel them, hear them, enjoy it. Now in addition to men we have each other," Ruth replied and added, "But that's enough for this morning, let's take a shower, get dressed and grab some breakfast."

WALT MEETS WITH LIZ

The evening of his appointment, Walt was sitting in the reception area waiting for his session with Liz Connors. He kept checking out the cute receptionist who's name he learned was Kelly. She was a petite blonde with small breasts, nice legs and a curvy bottom. Although Kelly was petite she had the bumps in the right places. Walt pictured her bouncing up and down on his big cock as he reached up and played with her titties. Kelly kept catching Walt ogling her and she was embarrassed by the leering young man. Kelly had a serious boyfriend and although she thought Walt was handsome she could not get involved.

Liz Connors came out of her office and she introduced herself to Walt. She then dismissed her receptionist Kelly for the day and invited Walt into her office. Liz walked ahead of Walt and his eyes dropped right to her legs and ass. He had seen her briefly that day at Audrey's house but he had not paid much attention to her figure. Walt watched Liz's shapely legs and her buttocks as they rolled under her tight mini skirt. He entered the office and Liz closed and locked the door. She invited Walt to sit down on the chair or sofa whichever he was more comfortable with. Liz was impressed with the young man as he was indeed handsome, muscular and very fit. He also had an air of confidence about him.

Walt sat in the chair and Liz sat across from him. As she sat she crossed her legs and Walt's eyes immediately focused on them. Liz's skirt rode up and exposed more of her thigh below the hem line. Walt thought to himself, nice, very nice.

"So Walt you know that I have been counseling Audrey and that I am aware of your very special relationship with her. I would like you to tell me your view of the relationship and then we will discuss what to do about it, Is that all right with you?" Liz laid out the approach.

"Sure Liz that's fine with me," Walt said cockily.

"It's Dr. Connors, Walt. Please refer to me as Dr. Connors," Liz said firmly trying to establish control.

Walt smiled and half heartedly said, "Okay Dr. Connors it is."

For the next twenty minutes or so Walt explained his side of the relationship with his girlfriend's mother. Liz listened intently and although she had been briefed on the sexual couplings it was interesting to hear it from his perspective. Walt's self assuredness actually made Liz a little uncomfortable. Walt was clearly in charge of the relationship with Audrey and Liz wasn't sure what she could do to convince him that it was wrong.

"Walt you must know that a relationship with your girlfriend's mother is inappropriate and it has to stop between you and Audrey. I know she wants to end it but you are just too strong for her and you need to take the lead to break it off," Liz counseled.

"But Liz, I don't want to end it. I plan on having sex with Susan's mother as much as I want. I enjoy it and so does she at least when we are having sex," Walt replied.

"Dr. Connors Walt, its Dr. Connors to you not Liz. We are not on a first name basis," Liz said firmly trying to stay in control.

"Well Liz we should be on a first name basis. After all you know all about Audrey and me, every detail of our sexual relationship," Walt countered.

Before Liz could speak again Walt shocked her by unzipping his pants and pulling out his semi-hard cock. "Liz all this talk has got me turned on and I need to relax. I am just going to stroke my cock while we finish the session."

Never in her career had anything like this ever happened to Liz. No one had ever blatantly exposed themselves to her and certainly not in her office. Liz looked at Walt's impressive member as she tried to compose herself and find the right words. Liz now witnessed the very cock that Audrey and Sherry had spoke about.

"Walt stop that this instant. Put your penis back in your pants. This session is over!" Liz said in a shaken voice.

"Not really it fact I think that this session is just getting started Liz," Walt said as he stood up with his cock in his hand.

Walt walked over to where Liz was seated and let his cock bob in front of him as he approached her. Liz was stunned and lost for words. She just watched as the handsome well endowed young man walked to her. Walt took his cock in his hand and stroked it inches from Liz's face. Liz looked at it and she was drawn to it as if she were in a trance. She hadn't seen a real cock in over three years and now this beautiful looking young phallus was inches from her face.

"Why don't you touch it Liz? You know you want to. I know that Audrey has told you all about my cock and how much she loves having it in her mouth, her pussy and her ass," Walt pressed on.

Liz stared at the imposing but beautiful cock in front of her and as if someone else was controlling her hand she grasped it. She just held it at first and then she stroked it. She let her hand glide up and down the thick long shaft and as she did she felt her loins stir with desire.

"Now isn't that better? Why don't you kiss it now? Audrey loves to kiss my cock and I know you will too," Walt urged her.

Liz moved her lips to Walt's cock and she kissed the smooth helmet head. She ran her tongue over his pee hole and caused Walt to gasp aloud. Liz tasted his pre cum as it formed at the slit and then she covered his cock head with her mouth. Liz had now reached the point of no return and she was determined to suck Walt's cock until he ejaculated in her mouth. Walt closed his eyes and sighed as the counselor gave him a first class blow job. Liz had not sucked a cock in years but she still remembered all the right moves.

Walt was very sexually charged and he knew that he would cum quickly. He did not warn Liz that he was going to cum but just as she was running her tongue around the shaft of his cock, Walt ejaculated into her mouth. Liz was stunned with the first jolt of cum as it hit the back of her throat. She swallowed out of instinct as she knew more cum was to follow. She no sooner swallowed the first load then another load filled her mouth. This time Liz swallowed and sucked Walt's cock in even deeper. The third and the fourth hit the back of her throat but then the remainder trickled out of his cock onto her tongue. Liz sucked on his cock until it softened in her mouth and she had sucked him dry.

Walt eased his flaccid cock from Liz's mouth and watched as she licked her lips clean of any semen. He smiled at her as he relished his latest conquest and then he guided her over to the sofa. As if she were in a hypnotic trance Liz allowed her self to be led over to the sofa. Walt knelt down in front of Liz and pushed her legs apart.

He pushed Liz's skirt up to her hips and leaned over to kiss her creamy thighs. She gasped aloud at the touch of Walt's lips to her naked skin. Walt knew that she was struggling with the decision on how far she should let this go. He could smell the sweet aroma of sex that was given off by her pussy as his face moved closer to her crotch. Walt lifted Liz's legs to his shoulders and kissed her inner thighs just below her panties. She groaned with pleasure as she reached down with her hands as if to control his head. Liz tried to keep Walt's head from reaching her pussy but he moved the panties to one side of her vulva baring her sopping wet cunt. Walt tickled her outer lips with his fingers and then let them slip inside her vagina.

Liz was so wet that two of his fingers slid in easily and she unconsciously relaxed her grip on his head. Walt moved his mouth toward her and closed it over her pussy shoving his tongue into her wetness. Liz cried out and grabbed his head again but this time she held it tight to her quim. Walt lapped at her pussy as he fingered her with two fingers. Then he spread her pussy lips apart and located her throbbing clit peeking out from its protective hood. Liz was really excited as her erect clit looked like a teeny dick sticking out. Walt sucked on her hard clit and she bucked her hips up into his face. Walt reached under her and cupped her shapely ass cheeks in his hands as he drove into her pussy with his tongue and nibbled on her clit.

"Oh sweet mother of god, I'm cumming. Hold me, please hold tight," Liz screamed as she lost it.

The climax rocked Liz's body and Walt held on for dear life as she thrashed, twisted and bucked all over the sofa. Walt kept right on eating her pussy and he held onto her shapely ass as she thrashed about. Liz slowly calmed after her intense orgasm and Walt continued to lick her until her pussy was dry. As Liz lay back on her sofa Walt continued to lick and kiss her bare thighs above her stockings as she ran her hands through his hair.

"Oh that was something I really came hard. Thank you, thank you!" she murmured almost unknowingly with her eyes closed and her head thrown back.

Walt then peeled off Liz's panties. Liz watched him as if she was in a trance as he pushed his pants down to his knees and his rock hard cock leaped out. Walt moved between Liz's thighs and he placed his cock at the entrance to her cunt. Liz shivered in anticipation. Walt eased her back down on the sofa and proceeded to feed his long thick cock to her.

"Oh we mustn't, we shouldn't, it is not right and then oh yes, oh it feels so good, oh, oh, fuck me, yes fuck", she cried.

Walt slid in and out of Liz's pussy slowly allowing her to adjust to his size and he continued to go deeper with each thrust until he was buried balls deep in her pussy. Liz was now his and she succumbed to his cock just as Audrey and Sherry had.

"Oh my I have never been so full of cock, fuck me, make me cum, make it last forever", she cried out.

Walt pounded her pussy making sure that his cock was in constant contact with her clit. Liz had multiple orgasms as he fucked her. Walt then pulled her blouse out of her skirt and pushed it up over her bra. Then he reached under her and unhooked the bra and pushed it up over her tits. Liz had pretty firm tits with rock hard nipples that extended out a ½ inch. Walt twirled the nipples in his fingers and then he leaned over taking one then the other in his mouth.

Liz went wild telling him, "Oh yes, suck my tits, suck my nipples, fuck me good!"

Walt could feel his balls start to tighten and he knew it wouldn't be long before he filled Liz's pussy with his cum. Liz stiffened and then had another violent orgasm.

She yelled, "Hold me, please hold me, I'm cummmming!"

Walt reached around behind her and pulled her toward him as she shook and trembled throughout her intense orgasm. As she was cumming so did Walt and he fired a barrage of cum into her pussy. As Liz started to recover Walt laid her back down on the sofa and slowly fucked her as his cock softened. Walt's cock was swimming in Liz's cunt; there was so much cum in there mingling with her own juices.

Walt pulled out of Liz's pussy and moved behind her on the sofa. Liz was turned sideways and Walt nestled up behind her. Liz could feel Walt's soft wet cock against her buttocks. Liz was struggling with her inner self, how could she have let this happen. It was the worst possible outcome being seduced by the very person she was supposed to help. What would Audrey say? Her thoughts were interrupted by Walt's voice.
"So tell me Liz, how long have you and Audrey been having sex?" Walt asked confidently.

Liz was caught totally off guard by the question, had Audrey told him? No, Audrey would never tell anyone about them. "What makes you ask such an absurd question? My relationship with Audrey is strictly on a professional level," Liz answered unconvincingly.

"Really then how do you explain the fact that Audrey told me you two are lovers?" Walt lied.

Liz knew she was exposed but she still tried to deflect the accusation. "I think that you are mistaken and that you are making this up to satisfy your own fantasy," Liz replied but her voice cracked noticeably.

"Liz I just ate your pussy just as Audrey has. Don't bullshit me!" Walt said firmly.

"Now tell me this," Walt began speaking to a much shaken Liz, "How can you counsel me about the taboo relationship that I am having with my girlfriend's mother when you two are having your own taboo affair?"

"I don't know," was all she could say, she knew that Walt had her. Everything that she had planned had gone so wrong.

"I want to hear all about your affair with Audrey. I want you to tell me everything that you two have done together just as I had to share the details of my affair with you," Walt demanded.

Liz went through every torrid detail of her sexual encounters with Audrey as Walt caressed her thighs, ass and tits. Walt had gotten turned on by Liz's report and he was well rested again. Liz felt his cock stir against her buttocks and she knew she was in for another bout of sex.

"I am so happy that you like anal sex because that has become my favorite. Now it is time for me to fuck your ass too," Walt told her.

"Please Walt not my ass at least not here not now," begged a frightened Liz.

"There is no better time or better place and my cock is ready for you," Walt pressed on.

Walt had Liz kneel on the sofa as he located some lotion in her desk. He returned to Liz and he began to caress her lovely ass cheeks and finger her nether hole. Liz cooed when Walt inserted a finger in her ass and then another finger in her pussy. He sawed the two fingers in and out for a few minutes loosening up Liz's bung hole and putting her in the mood. Walt then added a second finger to Liz's ass. He worked the two fingers in and out of her ass stretching her as much as he could. Walt then placed his big erect cock between Liz's beautiful smooth round ass cheeks and pushed into her asshole.

As he entered her Liz pleaded, "It hurts, it hurts, please don't."

But Walt was not to be denied this beautiful ass and he was resolved to take her. Liz tried to move away from him but Walt held onto her and pulled her on his cock. Walt had Liz impaled on his huge cock between her ass cheeks and in her asshole. Walt began to hump Liz at a slow pace and then he fucked her quicker with his hips pumping into her. Liz's screams and moans were louder than ever as her body took Walt's big cock. Liz started taking Walt's cock easier and unconsciously massaged it with her amazing ass muscles. Walt pulled her back to her knees on all fours and reached around to feel her tits. Her nipples were rock hard as he twirled them in his fingers. Walt then moved one hand down to play with her pussy and Liz went wild humping her hips faster and faster. Walt then placed both hands on her hips and watched his cock penetrate her curvy ass as she moved her hips in time with his humps.

Liz yelled out loud, "Oh my God, fuck me, fuck me, please fuck me!"

Walt complied with her demands and pounded her ass as hard as he could. Liz squeezed her ass cheeks together as she orgasmed as Walt joined her and shot a huge load of cum deep into her ass. Liz screamed and moaned as she felt Walt pump several shots of cum into her rectum. Liz's beautiful body radiated heat as Walt pumped cum into her ass. Liz was almost out of breath but started to return to normal breathing as Walt caressed her body lovingly. Walt eased his cock from her ass and traces of cum ran out of her asshole between her cheeks and over her pussy.

Walt sat along side of Liz's body which was still draped over the back of the sofa. He was still wearing all his clothes with his pants and underwear down around his ankles. Liz too was still in all her clothes except for her panties. Her skirt was pushed up to her waist baring her pussy and ass. Liz's blouse was undone and her bra was unhooked and they were both pushed up over her tits.

Liz looked at Walt sitting next to her with his soft cock draped over one thigh. Liz turned around and slid down beside him and took his soft cock in her mouth. As she sucked on it she loved the feeling of it in her mouth.

Liz softly murmured, "Thank you, thank you oh, thank you!"

Walt stroked her hair as he watched Liz pay homage to the cock that just ravaged her body. He couldn't believe how well everything had gone. Not in his widest dreams would he have expected the seduction to go so easy much less happen at all. Liz was a great fuck just like Audrey and Sherry.

"Walt what will we do now? What will we tell Audrey? What will she say? Oh my God what have we done?" Liz rambled on.

"Audrey will be fine but I think what we need next is a counseling session with the three of us," Walt stated.

Liz moaned as she could only imagine the three of them in bed together. She sucked on Walt's cock a little longer and then they both stood up to dress. Liz looked at the clock on her desk and noticed that it was after 7:00 PM. They had been at it for almost three hours. Walt left first and then Liz closed up the office. Liz drove home and all she could think about was Walt's impressive cock and how it made her feel. It was her first man in over three years and it was her best sex with any man. She imagined herself, Walt and Audrey and what they might do as a threesome. She pictured herself eating Audrey's pussy while Walt fucked her from behind. As she drove home Liz conjured up all sorts of images of the three of them together.

When Liz got home the first thing she did was call Sherry, "Hi it's me."

"Liz hi, how did it go with Walt?" Sherry asked.

"It was unbelievable. It was the first time in almost three years, that I let a man fuck me."

"What did you think of his big cock? Isn't he a good lover?

"Yes he is a good lover and I just loved his cock. It's no wonder Audrey can't tear herself away from him."

"Did he try to fuck you in the ass? He loves anal sex.

"Yes he took my ass too. It hurt like hell at first and then I got used to it. If you hadn't broken it in a little I would have really suffered."

"What are you going to say to Audrey?"

"I don't know. Walt wants to have a three-way counseling session with Audrey and me."

"I can't imagine too much counseling happening in that session. Let me know if you need a fourth. Listen I think that you and I should have a session with Audrey first."

"That could be interesting. I'll suggest that the three of us get together."

"Good, let's do it at your place and I'll bring some more toys."

"Okay, I'll set it up. Goodnight Sherry."

"Goodnight Liz, sleep tight."

SHERRY JOINS IN WITH LIZ AND AUDREY

Days later, Audrey arrived at Liz's home in anticipation of more fantastic sex. She couldn't get Liz and the things they had done out of her mind. As she drove over to Liz's house Audrey could not resist the temptation to rub her pussy through her shorts. At one of the longer traffic lights she even ran her finger under her shorts and panties and fingered herself. Her pussy was already leaking when she finally arrived at Liz's place. Audrey was surprised to see Sherry there and at first she was a little disappointed since she had wanted to jump right in bed with Liz.

Liz asked Audrey to join them in a glass of wine and they tipped glasses toasting each other. There was more light conversation as they finished the wine and Audrey felt light headed from having drunk a little too much. She leaned back against the sofa and sighed closing her eyes. The next thing Audrey felt were Sherry and Liz kissing her on the side of her face. They ran their lips up and down the side of Audrey's face and tongued her ears emitting a groan from her. Audrey felt their hands move under her shirt and cup her bare breasts and tweak her erect nipples. Audrey felt herself losing it once again gave in to her insatiable desires. Liz kissed Audrey full on the lips and shoved her tongue into Audrey's mouth searching for her tongue. Audrey opened her mouth willingly and their tongues danced with each other as Sherry moved her mouth down to Audrey's breasts.

Audrey had not expected Sherry to join in but she relaxed and let her body be loved. Audrey thought that Sherry and Liz were probably lovers and Audrey went along with them even though she disliked Sherry. Next Sherry kissed Audrey as Liz had done at first and Liz sucked on Audrey's tits and nipples. Audrey was moaning and groaning and her hips began to undulate of their own free will. Sherry lifted Audrey's shirt over her head baring her upper body and then returned to sucking on one of Audrey's tits as Liz sucked on the other. Audrey's body was gyrating of its own accord.

"Doesn't she have just the greatest nubs," said Liz referring to Audrey's now eraser hard nipples, "You want us to love you don't you Audrey? I can see by the way your body moves that you want us to."

Excited beyond her control Audrey just nodded her head. Sherry kissed her again plunging her tongue into Audrey's mouth as Liz unfastened Audrey's shorts and tugged them down over Audrey's hips. Next Liz pulled Audrey's panties down and off her legs and Audrey's legs opened automatically in anticipation of her Liz's next move.

"Would you like to go first," Liz asked Sherry.

"I would love to," Sherry said excitedly.

Liz and Sherry quickly removed their clothes so that the three of them were totally naked. Audrey was overcome with Sherry's beautiful firm body seeing her naked for the first time. Sherry then moved between Audrey's legs and stroked and lightly probed her vulva. Audrey was struggling to contain her desire but when she felt Sherry tease her secret entrance she couldn't stand it any longer. Audrey pulled Sherry to her and tried to get Sherry to lick her sopping wet pussy. But Sherry was not concerned about Audrey's urgency and continued at her own pace.

Audrey pushed herself onto Sherry's face and she knew that this was what she wanted. Audrey needed someone to lick at her sex, to explore her hidden crevices and taste her juices. Audrey was so hot at this point that she didn't care if it was Sherry who brought her pleasure. Liz moved to Audrey's side and stroked Audrey's breasts as she watched Sherry between Audrey's legs.

Sherry had an overwhelming desire to touch and feel Audrey and she brought her hands up to caress Audrey's buttocks. She kneaded gently at Audrey's smooth flesh, spreading her cheeks until Audrey knew Sherry could see the deep shadowed cleft between them, and her puckered amber ring that nestled there. Sherry startled Audrey when she reached for it with her tongue, licking, and running the tip of her tongue around it, feeling Audrey's tight anal muscles react to her probing tongue. At first Audrey was appalled by the naughty act but then it thrilled Audrey to have her anus licked.

Audrey whispered encouragement to her, "Oh yes, oh Sherry please don't stop."

Audrey felt her tight ring dilate from the pressure of Sherry's tongue. This felt so good. Sherry then pushed a finger into Audrey's pussy and she felt it delve deeply into her warmth causing her vaginal muscles to contract involuntarily.

"Put your finger in me," Audrey gasped referring to her pussy.

However Sherry moistened her finger with Audrey's cunt juices and pushed it into Audrey's tight rosebud, slowly easing the way in. Sherry's tongue continued to lick and tease Audrey's sex now slipping over Audrey's moistened pussy lips and stopping at Audrey's tight pleasure nub. Audrey pushed herself against Sherry, grinding her hips so as to force Sherry's finger further and deeper into her anal channel. Audrey could no longer concentrate on anything apart from the feel of Sherry's hands caressing her ass as the finger penetrated her private entrance while Sherry's mouth nibbled frantically on Audrey's clit. Audrey knew she was about to cum and she knew that it would as good as ever. That special feeling rose over Audrey and she buried her face in Liz's body, their breasts pressed together as Audrey tried to hide her cries of ecstasy. Audrey felt her juices flow, her pussy swell and she squirted streams of cum into Sherry's mouth. Sherry was unprepared when the first squirt shot into her mouth but then she licked and swallowed, drinking the streams of cum echoing her own sounds of pleasure.

For a moment they stayed glued to one another, too weak to move. Then very slowly, Sherry eased her finger from Audrey's rectum and laid her head on Audrey's thighs with her arms entwined around Audrey's legs. This was only the start of their explorations and now Audrey would take her.

"That was incredible," Audrey gasped.

"Yes, Liz is a very good teacher," Sherry replied.

"I know," Audrey agreed.

"Now it is time for you to reciprocate Audrey," Sherry said sexily.

Sherry and Audrey switched places so that Sherry was now seated on the sofa and Audrey was between her legs. Audrey gently pushed Sherry's legs wider apart and she watched as the outer lips of Sherry's sex spread and the pink inner surfaces were revealed to her. They were already glistening with juices and Audrey knew at that instant how Liz must have felt when she and Sherry made love. Audrey thought it was ironic that she was about to eat the pussy of the woman she at one time despised. Never in a million years would Audrey have expected to be on her knees between Sherry's legs. But all of a sudden, Audrey couldn't wait to taste Sherry's juices. The opening of Sherry's vagina was a dark and mysterious shadow and felt like velvet.

Audrey slowly reached forward and spread Sherry's labia wider allowing her fingers to play up and down the moist slit. Audrey felt Sherry quiver; little goose bumps from her shivers of sensation populated her thighs. Stretching her wider Audrey could see a firm nub of erect pink flesh standing proudly like a tiny cock at the top of Sherry's sex. Audrey knew that this was her seat of pleasure and the cause of all of her urges. Audrey let her fingers tickle Sherry's clit lightly, teasingly causing the realtor to gasp as her thighs jerked in sudden tremor. Audrey lowered head and took the nub of tissue in her mouth, rolling it lightly between her lips and scraping it gently with her teeth. Audrey could smell Sherry's arousal. Audrey tongued and licked gently up and down the length of Sherry's slit and she had to hold her thighs apart as Sherry began to buck beneath her. Audrey knew that Sherry was reaching her crisis as she moaned, almost growling with meaningless sounds of ecstasy arising from her. Audrey slowed her assault as she wanted to extend Sherry's pleasure as long as she could. Audrey fingered Sherry's sex again, ran her fingertips up and down Sherry's sex and scratched lightly at her labia.

With a fingertip Audrey probed the entrance to Sherry's vagina. Sherry's cry of pleasure at being penetrated encouraged Audrey to thrust more fingers in her deeper and faster. Audrey could feel the muscular walls of Sherry's tight pussy grip at her fingers as she caressed the folds and crevices inside Sherry's pussy. Audrey slid her middle finger in alongside the first finger and allowed her thumb to rest lightly on Sherry's clit. Liz lay along side Sherry and stroked Sherry's firm pert breasts and tweaked her rock hard nipples as Audrey worked Sherry's pussy.

Sherry's pussy seemed to suck at Audrey's fingers drawing them in deeper and faster until her fingertips seemed to make contact with Sherry's womb. Both of them were panting so Audrey began to rub Sherry's clit frantically. Audrey knew that Sherry was about to cum. She watched Sherry arch her back and Audrey felt Sherry's vaginal muscles contract down around her fingers. Audrey pulled her fingers from Sherry's cunt and covered it with her mouth once again sucking hard on her clit. Liz covered Sherry's mouth with her own and smothered her cries of ecstasy as she writhed on the sofa with her head moving from side to side as the waves of sensation rolled over her. Sherry came in buckets drenching Audrey's face with her juices.

Liz left the sofa allowing Sherry a few moments to recover and allowing Audrey time to suck up all Sherry's delightful juices. Audrey felt her loins stir again in the passion of the moment. Liz returned to Audrey's side wearing a strap-on cock and with a sexy sultry smile spoke to Audrey.

"Audrey I think it time to go to my bedroom," Liz said as she turned and walked toward her bedroom.

Audrey got up off her knees from between Sherry's legs and followed Liz into the bedroom. Audrey's eyes were fixed on Liz's curvy ass as she walked behind Liz leaving Sherry on the sofa. Liz lay on her back on her bed with her fake cock sticking straight up in the air. The sight was overwhelmingly erotic. Audrey had never seen one of these things and she wondered where Liz got it. However there was no mystery as to what it was for and Audrey felt her pussy tingle in anticipation.

Audrey was fixated on Liz now and she moved her legs astride Liz's lap. Audrey straddled Liz now and stared deeply into Liz's eyes as she lowered herself down onto the rubber cock. Waves of pleasure washed through Audrey again as she slowly fucked Liz's thick rubber strap-on. Audrey ground down onto the cock, enjoying every little rib and notch on it, letting it stretch her pussy satisfyingly. Audrey moaned loudly enough for Sherry to hear her in the other room as Audrey reveled in the sensations in her cunt. Liz and Audrey kissed each other again hungrily.

Suddenly the focus of Audrey's attention switched, as she become aware of Sherry behind her. Audrey turned her head to the side and started kissing Sherry's mouth wantonly. Sherry licked and nibbled Audrey's lips before forcing her tongue deep into Audrey's mouth. Sherry's tongue was thick and long as it frantically invaded Audrey's mouth. It felt as if she was fucking her with it and Audrey sucked on it much like she would Walt's cock. Their tongues interlocked as Sherry swirled her tongue around in Audrey's mouth. Sherry pressed her body against Audrey and Audrey felt Sherry's firm breasts pressed into her back. Sherry reached around Audrey and started to fondle her tits. She rolled Audrey's swollen nipples gently between her delicate fingers. As Sherry fondled Audrey's breasts Audrey returned her attention to Liz and kissed her hungrily as she thrust down on Liz's thick strap-on, their tongues explored each other's mouths again.

Audrey gasped in excitement as she suddenly felt the cool latex of another strap-on pressed against her back. Sherry must have put one on while Audrey was occupied with Liz. As Sherry pulled on Audrey's nipples Sherry whispered in Audrey's ear that she was going to fuck Audrey's big hot ass.

Audrey heard Sherry spit noisily and felt a blob of Sherry's sticky saliva fall between her ass cheeks. Soon Audrey felt the head of Sherry's rubber cock pressed against the opening of her tight ass. The head of the cock felt nice and slick with lube and it slid easily into Audrey's stretched opening and with another push it was past her sphincter and rushed deep into her ass. With the strap-on in her ass and Liz's rubber cock still in her pussy Audrey began to revel in the pleasure of her first experience of being double fucked by two rubber cocks. Audrey could feel the two cocks stretching her inside, almost rubbing against each other, separated only by a thin membrane of her skin. Audrey suddenly wished that Walt had two cocks so that he could fuck both her pussy and ass at the same time.
Sherry loved the sensation of screwing the uppity Audrey's ass. Audrey wiggled it provocatively as Sherry thrust into her and then Sherry playfully slapped the cheeks of Audrey's ass. Sherry's smacks were firm and thrilling and Audrey felt her ass cheeks begin to tingle as the hand struck her again and again. Audrey moaned deeply now with each thrust of the two fake cocks and her cries filled the room. Sherry and Liz were fucking her roughly as if they were rushing toward their own orgasms. At this moment Audrey wished that Walt's cock was in her mouth to join the luscious rubber cocks in her ass and her pussy.

The three of them came at the same time writhing and screaming. Audrey leaned forward on Liz's body and thrust her tongue into Liz's receptive mouth and Sherry kissed the back of Audrey's neck still kneading Audrey's breasts. They had to be one of the hottest sights ever as the three women were connected together with rubber cocks.

Liz was next double fucked by Sherry and Audrey and then it was Sherry's turn to be sandwiched between Liz and Audrey with fake cocks in her ass and pussy. They fucked and sucked each other until they were totally drained and well into the night. As the three women lay there Audrey couldn't help but reflect on the past days with Liz and now Sherry. Not in her wildest imagination would she have thought that she would have sex with two women and allow herself to be double fucked with fake cocks. But she loved every erotic minute of their time together and she loved everything they did and she was already looking forward to an encore.

LIZ COUNSELS AUDREY AND WALT TOGETHER

On Friday morning Walt told Audrey that Liz would be arriving at 7:00 PM that evening for a three way counseling session. Audrey was surprised to learn that Walt had setup the counseling session without checking with her. Apparently Liz had agreed but she didn't contact Audrey either. Audrey looked at it as another way of Walt taking control of the situation again. At least they would still have the counseling session with Liz but if this failed she wasn't sure what she would do.

Audrey was dressed professionally to receive Liz in her home and likewise Liz dressed professionally when she arrived. Although Liz wasn't sure how long she would remain clothed knowing what Walt had in mind.

Audrey welcomed Liz into her home and invited Liz to sit in the family room with them. Both women looked good and it was hard not to stare at each other. Liz looked at Audrey's shapely legs below the min-skirt and recalled the number of times she had been between them licking Audrey's pussy. Audrey had the same thoughts as she looked at Liz's legs. Walt excused himself to get the refreshments for everyone. Walt had made a batch of frozen daiquiris even though Audrey didn't think they should drink during the counseling session. Walt returned with the drinks, served them and then held up in glass in a mock toast.

"Here's to a very successful evening," he offered.

The women sipped the drinks and found them to be a little strong but very good. The first drink went down very easy and Walt refilled everyone's glass.

"So where do we begin," Audrey said trying to break the ice.

"Let's talk about the sex. That's why we are all here right?" Walt started.

"Well that's one way to put it but I think that we all agree that Audrey wants out of the affair that the two of you are having," Liz injected.

"Yeah I know that but I already told the both of you that will not happen. Audrey and I are having great sex together and regardless of what she tells you in counseling she loves it," Walt stated.

Liz looked at Audrey who had turned beet red from embarrassment, "Is that true Audrey that you enjoy it?" Liz asked already knowing the answer.

"Yes I suppose so but I just get so carried away. I know it's wrong and I try not to do it again but it's hard once we get started," Audrey admitted.

"Its okay Audrey, Liz has the same problem. She says no but once my cock is in her she can't get enough of it," Walt added.

Audrey was dumbfounded. She looked at Liz and then at Walt, "Is that true Liz that you and Walt are having sex too?"

"I was going to tell you Audrey but the time didn't seem right," Liz admitted meekly.

"But she did tell me about your relationship with her," Walt addressed Audrey.

Audrey again stared at Liz in disbelief, "How could you Liz?"

"He knew Audrey, he already knew but then he made me describe everything we did," Liz confessed.

"Everything, you told him everything! My God what were you thinking Liz. All this time I thought you were trying to help me and that our relationship was special," sobbed Audrey.

"Okay, okay, okay let's knock off the sob session. The fact is that we have all had great sex with each other and there is no reason not to continue to enjoy it. In fact the reason Liz is here is for that very reason. The three of us are going to have great sex tonight," Walt affirmed.

"Now let's get started," Walt said and then directed, "Liz, stand up please."

Walt then went over to Liz and began to undress her starting with her blouse and bra. When she was naked from the waist up Walt wrapped his arms around her and cupped her firm pert tits. He twirled her nipples in his fingers as he leaned over and nuzzled her neck. Liz cooed as he kissed her neck and fondled her tits. Walt then removed her skirt and Liz stood there in her shoes, hose and silk panties.

"Come and join us Audrey, you know you want to," Walt said.

Audrey took another sip of her drink and then moved off of her chair and knelt in front of Liz. Audrey removed Liz's shoes and then slowly pulled her panties down and removed them as she had done so many times. Audrey then with painstakingly slowness peeled Liz's hose off one leg at a time. By the time the second leg was bared Liz's pussy was dripping wet with desire. Audrey parted Liz's legs and placed her mouth on Liz's womanhood emitting an audible gasp from the pretty psychiatrist.

Walt moved away from Liz and removed his own clothes and then returned to her. Liz felt his nakedness press into her body from behind and his hard cock settle into the crack of her ass. Liz groaned as Audrey demonstrated her pussy eating skills as she tongued Liz's pussy and located her clit. Audrey used both her hands to peel back the hood guarding Liz's clit and then she took the engorged clit into her mouth. Audrey gently nibbled on the hard pearl and she had Liz crying out in pleasure and racing toward her first orgasm of the evening. Walt held Liz firmly and continued to caress her tits and play with her nipples as his hard cock remained between the cheeks of her ass. Liz felt her orgasm building and her body went taught as her climax rocked her entire being. Liz screamed out loud in ecstasy as she sprayed Audrey's face with her female love juices. Walt held on firmly to prevent Liz from collapsing and sinking to the floor. Audrey continued to lick the Liz's pussy and swallow her nectar until Liz begged Audrey to stop and let her rest. Audrey moved away from Liz and her face glistened with the counselor's pussy juice.

"Oh Audrey, it was so good," Liz sighed.

Liz then had Audrey stand in front of her as Liz knelt before her. Liz then reached under the short skirt and removed her silk panties. Liz then fingered Audrey's pussy for awhile and kissed her thighs before moving her mouth to the woman's vulva. Liz teased her pussy with her tongue and worked Audrey into a state of desire. Surprisingly then Liz had Audrey get onto the sofa on all fours with her head down on the cushions. Liz flipped the short skirt up and bared Audrey's ass and pussy to both her and Walt. Audrey looked very erotic still clothed in her garters and hose kneeling on the bed without her panties. The only skin showing was her thighs above the hose and her nakedness below the skirt.

Liz knelt behind Audrey and tongued the woman from her pussy up through the crack of her ass. Liz's tongue danced across Audrey's nether hole causing Audrey gasp and sigh. Audrey remembered the first time Liz had done that to her and she thought she would cum on the spot. Liz continued to lick Audrey's pussy and ass from behind until Audrey was dripping wet and squirming with desire. Just before Liz made the final assault on Audrey's pussy she spoke.

"Walt please get behind me and fuck me as I eat your Audrey's tasty pussy," Liz said in a sultry tone.

Walt didn't have to be asked twice and he was on the sofa in a flash. He pushed his cock into Liz's slick pussy and began to fuck her from behind. Walt loved her pert firm ass and he massaged it as he stroked his cock in and out of her pussy. Walt tickled her nether hole and Liz shivered as he did. Walt probed her bung hole as he fucked her tight pussy and played with her cute ass.

Liz had Audrey moaning, gasping and groaning and her hips failed about as Liz licked her from her clit to her asshole and back. Audrey felt her climax mounting as her talented lover tongued her pussy and nibbled on her clit. One more nibble and Audrey went over the edge. She thrashed about as Liz tried to steady Audrey's hips and keep her mouth glued to Audrey's pussy. Audrey felt her body release her juices and she flooded Liz's mouth with a generous amount of female cum. Liz continued to lick and suck on Audrey's pussy as if to make her keep cumming and cumming. Audrey finally collapsed and fell to a prone position on the sofa. Liz stroked the lovely woman's ass as she too felt close to another orgasm. Walt had picked up the pace and was pounding Liz's pussy. Liz reached between her legs and rubbed her clit as Walt fucked her slick pussy. Walt stiffened and blasted his cum load into Liz's pussy and that coupled with her own clitoral ministrations sent her over the edge. Liz's pussy contracted and relaxed several times as she orgasmed and as it did it milked Walt's cock dry of his semen. The two of them collapsed on the sofa along with Audrey. The three of them remained motionless for a few minutes and then they slowly stirred and caressed one another.

"Now tell that wasn't great. That's what it's all about," Walt quipped.

"God I can't believe that I still have my clothes on," Audrey remarked.

"Well at least you are without the most important piece your panties," Liz laughed.

Audrey got off the sofa and undressed so that she was as naked as Walt and her shrink. Walt, with a bottle of lotion in his hands, knelt behind Audrey who had already taken up her position of all fours on the sofa. Walt's cock hardened in anticipation of fucking Audrey's hot ass again. Walt told Liz to get in front of Audrey so that Audrey could eat Liz's pussy.

"I will eat you too as Walt fucks your ass. I want to watch his cock slide in and out of your asshole," Liz announced.

Liz got into a 69 position with Audrey and slid her head under the woman's pussy. Liz opened up Audrey's labia and fingered her pussy as Walt put an ample amount of lotion into Audrey's asshole and on his rock hard cock. Walt fingered Audrey's ass as Liz fingered Audrey's pussy. Then Walt spit on his hand and mixed his saliva with his lotion covered cock. The effect made his cock very slippery and he lined it up with Audrey's nether hole. Liz watched as Walt pressed forward and his cock opened up Audrey's rosebud and the cock head disappeared into her ass clearing the sphincter. Audrey gasped as she felt the cock enter her ass and sighed as Walt pushed it in to the hilt. As soon as he was nestled in her ass Audrey turned her attention back to Liz's pussy. She leaned in and sucked on the labia and folded back the outer lips. Audrey pushed two fingers into Liz's pussy as she searched for Liz's clit. Audrey then locked her mouth on Liz's clit and tickled Liz's asshole with one finger moistened with Liz's pussy juice.

Liz gasped into Audrey's pussy when she felt Audrey's finger around her nether hole. Audrey moistened her finger with more of Liz's nectar and then returned the finger to her lover's asshole. Audrey probed Liz's rosebud and inserted her finger all the way while she continued to suck and nibble on Liz's clit. Liz liked the feeling of the small finger in her ass and she located Audrey's clit in the interest of returning the pleasure. Liz watched as Walt's cock slid in and out of Audrey's ass just above her face. As Liz watched Walt fuck Audrey's ass Liz reached up with one hand and cupped his balls. She could feel them tighten in her hand from the new sensation. Liz continued to eat Audrey's pussy and suck on her clit as Audrey reciprocated with Liz's pussy and clit. Walt continued to slide his big slick cock in and out of Audrey's warm poop chute.

Liz was the first to cum and Audrey held her by the thighs with one hand as she pumped her lover's asshole with one finger of the other hand. Liz groaned into Audrey's pussy as her climax took over her body and she released her juices into Audrey's mouth. Liz went right on eating Audrey's pussy all the while. Liz recovered from her orgasm and focused on Audrey's cunt and Walt's balls. Liz was nibbling on Audrey's clit driving her wild as she cupped and massaged Walt's bloated balls. She felt Walt tense in her hand and Liz removed her hand and took his balls in her mouth. When Walt felt his balls covered by the warm mouth and Liz ran her tongue around them he went wild. Walt fired barrage after barrage of cum into Audrey's ass as Liz sucked on his testicles. It was one of his best cums ever.

Walt's body stopped bucking and he pressed his cock all the way into Audrey's asshole. Liz let his balls pop free from her mouth and then she returned her attention to Audrey. Just a few more nibbles on the clit and Audrey went into spasms as her body was rocked with the intensity of another climax. Walt held Audrey by her hips and Liz kept her mouth glued to Audrey's pussy as an intense orgasm caused her body to tremble as she climaxed. Audrey juiced Liz's mouth with tasty female nectar and Liz drink in every drop. Liz watched as Walt's cock softened and slipped from Audrey's asshole and dangled just above Liz's face. Audrey was contracting her anal muscles which forced Walt's cum to ooze out of her ass and trickle down over her pussy lips. Liz watched the semen move toward her face and she reached out with her tongue and gathered it in to her mouth tasting Walt's seed for the second time in her life. Liz continued to lick Audrey's pussy and drink in Walt's cum as it traveled from Audrey's ass across her pussy and onto Liz's tongue. When Liz was satisfied that the flow of cum from Audrey's ass has slowed, she then took Walt's deflated cock into her mouth and sucked it dry. Walt's body shivered with Liz's sucking action but he could only take it for a few seconds. Walt was surprised and pleased when Liz took his cock in her mouth right from Audrey's ass. There weren't too many women in his experience who did that.

The three of them were well sated for the moment and they untangled their bodies and lay on the sofa with Liz in the middle. They were quiet as they recovered from their intense orgasms and then they began to chat with each other once again.

"It's time for another round of drinks and then we should take this to Audrey's bedroom," Walt announced.

Once in the bedroom, Liz flopped on the bed with all her beauty, lay on her back and asked, "Who wants to eat my pussy first?"

Audrey looked on as Walt slid between Liz's legs and buried his face in her pussy. Walt knew what he was doing and soon had Liz panting with excitement. As he licked and nibbled her clit, he slid a lubricated middle finger into Liz's asshole and his thumb into her pussy. Liz was humping his face as she came quickly the first time. Walt continued to eat her and Audrey began to finger her own pussy as she watched the two of them.

"Audrey come up here and sit on my face," coached Liz. "Come on, I'll eat you as he eats me," Liz urged.

Audrey straddled Liz's face as Liz cupped Audrey's curvy ass with her hands. Liz soon had Audrey squirming as she ate her out. The two women got their nut again as Liz creamed all over Walt's face and Audrey creamed Liz's face.

"Now bring that big dick up here and fuck my brains out," Liz ordered.

Walt slid between Liz's legs and pushed his big thick cock into her hot pussy. She quickly loosened up and Walt began to pound her cunt.

"Sweet Jesus, I love being this full of cock," Liz exclaimed as Walt filled her pussy.

Walt kept fucking her, keeping his cock in contact with her clit and Liz was going wild. She thrashed around and humped her cunt up at Walt. She had multiple orgasms and the last was vocal and violent as Walt creamed her pussy with his seed. Liz screamed for Walt to hold her as she thrashed around and seemingly lost her breath.

Walt kept fucking Liz slowly and amazingly he stayed hard. Liz pleaded with him to give her clit a break so Walt rolled her seemingly lifeless figure over on all fours and began to fuck her doggy style. Liz laid her head on the bed and had an absolute look of bliss on her face as Walt screwed his cock in and out of her pussy. Walt started to finger her asshole and Liz felt as if she had two dicks in her. Audrey lay next to Liz and started to fondle her tits and tweak her nipples. Liz was moaning as Audrey slipped her head under Liz's chest and began to suck on her tits.

Audrey was totally carried away and slid further down to lick Liz's twat as Walt's dick fucked in and out of her. Liz was going wild and she was approaching another mind blowing orgasm. As Liz impaled her cunt on Walt's cock and Audrey nibbled on Liz's clit. Liz was in ecstasy and she thrashed around in orgasm, Walt removed his cock from her cunt and positioned it at her asshole. With Walt's pushing and Liz's thrashing his cock was soon buried in her ass. Walt began to slowly fuck her in the ass and Audrey continued to lick Liz's twat. Liz then realized that Walt was in her ass. She adjusted well and was soon enjoying the feeling of his big thick dick in her asshole.

"Oh yeah, fuck my ass, fuck it good. I want to feel you shoot your load in my asshole," Liz exclaimed.

Audrey alternated between Liz's pussy and licking Walt's balls, which accelerated his orgasm. Liz felt Walt bury his cock in her asshole, stiffen tense up and then fire a barrage of cum into her ass.

"Oh I feel it, I can feel it, I'm so full," Liz carried on.

Walt's cock slowly softened in Liz's ass and eventually slipped from it right into Audrey's waiting mouth. Liz's ass made a popping sound as the cock cleared her asshole. Walt's cum trickled down between Liz's ass cheeks over her pussy lips finding its way to Audrey's mouth. Audrey sucked Walt's cock clean, lapped up Liz's cunt and accepted Walt's cum as Liz kept pushing it out of her ass. The three of them collapsed on the bed and lay cuddled together for several minutes before the silence was broken.

"My God, I never thought that Audrey would ever do that. She has come a long way," Walt thought to himself as Audrey sucked on his cock.

"It's my turn again, Liz come and eat my pussy," Audrey ordered as she positioned her self on all fours.

The exact same scene was repeated as Liz ate Audrey's pussy while Walt fucked Audrey in the ass again. Liz would alternate sucking on Walt's balls and licking Audrey's pussy. After Walt came in Audrey's ass his cock slipped out and Liz was there to suck it clean. Then Liz returned to Audrey's pussy and sucked on it until Audrey had another orgasm. Liz drank up every drop of female nectar that Audrey released. The three of them finally drained and exhausted collapsed on Audrey's bed. Liz and Audrey dozed off quickly so Walt went out to the Jacuzzi to relax his body. As the soothing water jetted over his body he thought about his life. He had not fucked Susan in months now but he didn't miss it. He enjoyed fucking the older women although he never expected that they would be so willing. Liz and Audrey were insatiable and he still had a hard time believing how they behaved. They were definitely two hot ladies.
DIRK INTERUPTS RUTH AND SUSAN

Susan and Ruth had gone out clubbing again but on this night they did not meet any guys to their liking. Ruth and Susan had had enough wine to feel romantic again but they were leery about making love in their dorm room. Ruth suggested that they go to Dirk's apartment and spend the night there. Susan was nervous but Ruth assured her that Dirk was not home and there would not be a repeat performance with the three guys. Susan reluctantly agreed but only because she wanted to make love with Ruth.

They went too the apartment and Ruth located the key where Dirk always hid it. The two girls entered the apartment and within minutes they were naked in bed. They immediately moved into a 69 position and ate each other's pussy. They were both extremely hit and they both came quickly. After that they made slow passionate love to each other kissing, petting and licking. They kissed each other's tits and sucked on each other's nipples. They tickled each other's anus as they ate pussy. After several orgasms they stretched out in the bed and relaxed.

"Well it seems you two have gotten better acquainted!" Dirk's voice echoed in the room.

Susan looked up and saw a naked Dirk standing in the room sporting a huge erection. Susan stared at his cock momentarily and then looked around for something to cover herself with. The bedcovers had been kicked to the floor so she and Ruth were totally nude in front of Dirk. As Dirk approached the bed, Susan covered her tits and pussy with her hands as best she could.

"Oh don't tell me that you are going top be shy now. Not after what I just witnessed with you and Ruth," Dirk said as he sat on the end of the bed.

Susan couldn't help but look at his impressive cock. Ruth moved behind Susan and slowly peeled Susan's hands away from her tits and pussy. Susan leaned back into Ruth and she could feel Ruth's stiff nipples pressing into her back. Ruth began to caress Susan's tits and then whispered to her.

"Susan just go with the flow, Dirk is a great fuck. But you know that already from the last time," Ruth told her.

Susan knew she was had. She then resolved herself to let Dirk fuck her and she relaxed her body. Dirk pushed her thighs apart and Susan offered no resistance.

"Now that's better," Dirk sighed as he moved between her thighs.

"Look how big and hard his cock is. He's dying to fuck you but I want you to suck him first," Ruth directed.

Susan's stared at Dirk's cock, her eyelids were half closed in a sexual swoon. Ruth eased her forward toward Dirk and pushed her to her knees. "Suck his cock," she ordered.

Susan's hand moved up and gripped Dirk's thick cock. Her hand just fit around his girth. She pulled his cock down and slid him into her hot mouth. He groaned with lust and pushed his hips forward so that half his cock rooted into Susan's mouth. Ruth knelt behind Susan and caressed her roommate's firm tits.

Ruth whispered in Susan's ear, "I'm going to eat your pussy again and you're going to eat mine again. Dirk's going to fuck both of us with that hot cock of his. He's going to fuck our mouths and our pussies. He's going to cum all over our faces. Remember how he can cum in buckets.

Susan's head bobbed up and down the length of Dirk's cock. She sucked him deep into her throat, moaning and gurgling around his thickness. She pulled him out so she could run her tongue around the magnificent head of his cock and taste the tangy pre-cum dripping from the piss hole. Her mouth nibbled down the shaft while she stroked him with one hand and caressed his balls with the other. Susan had done this so often with Walt. Behind her she felt Ruth's hand reaching down to rub her pussy and penetrate her pink slit with two fingers. Susan's hips began undulating as Ruth slid her fingers in and out of Susan's tight pussy. Above Susan, Dirk banged his cock into her mouth so that she gagged a little and had to take him out. She rubbed his cock against her face as she caught her breath. Ruth knelt up next to her to share Dirk's cock. They both nibbled and sucked and jerked him. They let their tongues tangle together and felt his cock slide over their cheeks and into their hair.

"Let's make him cum so he won't go off too quickly when he's fucking us," said Ruth.

Susan whimpered and sucked him back into her mouth.

"Let me take him for a second," said Ruth, and she took Dirk's cock in both her hands and started jacking him hard against her cheek. "You want to cum all over our faces don't you," she coyly asked. "Want to cum all over Susan."

Dirk groaned, unable to withstand any more. Susan saw his cock grow and then Ruth turned it towards Susan as a hot jet of cum shot out against her face. It splashed all over her mouth and cheeks. Another shot landed on her forehead streaking across an eye. Ruth turned the cock on herself taking several shots against her cheeks and turning her face side to side to coat herself with his cum. She caught the last few blasts in her mouth then turned to Susan and kissed her pushing Dirk's cum onto Susan's tongue with her own. They separated then began licking the stray semen off each other's faces.

Ruth urged Susan to straddle her face and then tongue fucked the young girl. Dirk slipped his still hard cock back into Susan's mouth while Susan moaned and rubbed her muff against her lover's mouth. Susan felt her Ruth's fingers invading her tender ass and came hard spraying cream out on her lover's tongue and face as Ruth finger fucked Susan's ass to the knuckles.

Dirk straddled Ruth's body and crouching forward brought his hot cock up to the lips of Susan's cunt. He slid his cock home and began fucking into her. He reached around her and rubbed her tits. His hand slid across her face, his fingers dipping into her mouth so he could feel her tongue slide and glide across them. Ruth slid her tongue against Susan's clit and licked the shaft of Dirk's cock as it slid in and out of her. Susan was cumming incessantly, thick cunt cream dripped down Dirk's shaft and onto Ruth's face.

Occasionally a gusher of Susan's girl cream would spill out from around the tight seal of his cock in her pussy and drip down to cover Ruth's face. Ruth's cunt gripped crazily around her own fingers as she came, her body shaking. Dirk cried out and spilled his second load of seed into Susan's womb. Susan cried out in ecstasy feeling Dirk's hot semen jetting into her for the first time and feeling his shaft balloon as the cum worked its way down through the cock head.

They uncoupled and Dirk lay down between Ruth's wide spread thighs and began sucking her cunt. Susan lay down on Ruth and they pressed their tits together. A thick jet of Ruth's cunt cream rewarded Dirk's eager tongue and face as she came with thunderous intensity. Both of them were screaming and moaning begging Dirk to fuck them and suck them. Dirk got up on his knees and lifted Ruth's hips so he could bury his now raging cock into her hot pussy. He fucked her hard, feeling her cum again and again. He took his cock out of her cunt and buried it in her ass. His fingers replaced his cock in her cunt so that both her holes were getting fucked.

Susan spun around and fastened her mouth on Ruth's pussy and her tongue danced across Ruth's swollen clit. Dirk fucked hard into Ruth's ass as she orgasmed again and again against his fingers and Susan's fiery tongue. He knew he was not going to last too much longer, Dirk pulled Susan off Ruth's face and turned her around, laying her between Ruth's thighs. He lifted Susan's ass high and brought his hugely engorged cock to her cunt from behind. He pushed in slowly and slid into her tight cunt. He had never felt anything so hot in his entire life. He fucked hard then pulled out, stroking his cock so that his cum splashed against both Ruth's and Susan's cunts. He stroked his cum out onto their stomachs and against the bottom of their tits.

Ruth began to slide out from under Susan but as her cunt passed the young girl's face she felt Susan nestle her tongue into Ruth's groove. Dirk got behind Susan and began sucking her cunt and ass. After they came a few more times Susan and Ruth knelt on the floor while Dirk jerked his cock to one last hard cum against their smiling faces. Both of them begged him to cum, to cover their lovely faces with his white-hot cream and as he came they groaned and opened their mouths to catch it on their tongues. The girls kissed and licked the semen from each other's faces.

The three of them were dead tired and totally drained. Susan was still shocked that things had moved so quickly with Ruth and Dirk. Susan liked fucking them both but she had never expected that it to happen again when she agreed to stay with Ruth. Susan had not thought about Walt all night and she wondered what the future held for them.