Modelling Shoot

byerotica49©

Mary stopped licking at Kim's pussy and drew in a ragged breath. Her face was smeared with pussy juice, and I doubt she had been able to breathe properly. Then she leaned back forward and ran her tongue up the length of Kim's pussy again. This time Kim moved down as she did, and her tongue accidentally grazed across Kim's arse. Kim promptly said "Oh god yeah eat my ass" and reached back with one hand to grab Mary by the back of her neck and encourage her. Now I knew Mary loved having her ass eaten herself, but I was pretty sure she had never done it for someone else. She seemed reluctant at first but got into it soon enough, her long tongue snaking out and pushing past Kim's sphincter and then dabbing in and out. Mary has always liked being dominated and it was probably that more than the act itself that got her turned on enough that one hand disappeared under her own skirt as the other went to Kim's clit.

With neither hand supporting her she was holding herself up entirely with the pressure of her face on Kim's backside. First two and then three of her long slim fingers were slipping in and out of Kim's pussy and Kim's face was getting very flushed, The arm she was supporting herself with was under her, her finger roughly twisting one of her nipples, and her other hand was still on the back of Mary's head.

She came spectacularly, humping herself back onto Mary's face and fingers while simultaneously hauling on Mary's hair, forcing her to stay pressed against her ass. Her eyes were locked on mine as she rode out her orgasm, her mouth open, she panted and shuddered her way through it.

When she released Mary the younger girl nearly fell, then righted herself and sat back on the chair. She looked at me nervously, not sure what was going to happen next. Her face was coated in yet more of Kim's juices. That and the schoolgirl outfit she was still wearing most of was incredibly sexy.

Kim herself sat back on her lower legs, still encased in the knee high boots she was wearing. She ordered Mary to take off her shirt and bra, freeing her perky tits caped by her fully erect nipples. At Kim's request she stuck 2 fingers in her pussy and smeared her juice over each of her nipples. Then she stood and offered them to Kim one at a time to suck clean. Mary then sucked her own fingers, getting to compare her own taste to Kim's. While she was doing this Kim removed her own clothing apart from the boots and the fishnets which were attached to a garter belt, quite the naughty teacher!

Now Kim asked Mary to climb onto the desk with her and directed her to lie back with her head between Kim's legs. When she started to lick at Kim's pussy without being asked Kim gave me a broad smile and a wink. After a few licks Kim leaned forward and lifted Mary's skirt, then began lapping at her pussy. When she pushed one of her perfectly manicured fingers into Mary's tight cunt Mary responded by groaning and rubbing herself against Kim's face. As quick as a flash Kim's free hand slapped Mary's inner thigh, causing her to yelp. Then she sat up and sat fully on Mary's face. "Now Mary, I know that felt good but if you stop licking me for any reason you will be punished, understand?" Mary nodded her understanding from her position under Kim's fanny, and both of them resumed their licking and fingering.

After eating Mary to another less spectacular orgasm Kim lifted her head and looked over at me. "Are you just going to take photos all day or are you going to come over here and fuck her?"she asked me. The camera was put on the table and I was out of my clothes as quick as was practically possible. After quickly checking that the video recorder still had lots of space I moved over to the edge of the table which Mary's ass was slightly hanging over. I placed my cock at the entrance to her pussy, but just as I went to push in she shouted "No, you can't I have a boyfriend!"

I looked at Kim, who seemed amused by this turn of events. "No problem, he can fuck me instead"

With a grin I dipped just the tip of my cock into Mary's wetness before moving around and climbing up onto the desk behind Kim. Mary looked up at me with wide eyes as I positioned myself at the entrance to Kim's juicy pussy, pulling her thong further to the side and running my hand up her stockinged legs. Giving Kim a soft spank to get her attention I pointed out that Mary had stopped licking.

After receiving another slap to her inner thigh Mary yelped and resumed her oral ministrations. For my part I eased the full length of my cock into Kim. Now I'm not well hung by any stretch of imagination, length wise, but my girth is a fair bit bigger than average. Judging by the tightness of Kim's pussy and the low hiss she emitted I guess I was a fair bit wider than her husband Andy.

I gave her a few seconds to adjust, then gave a few slow thrusts. She seemed to have adjusted so, without any further warning I really started giving it to her, slamming into her in long strokes. With my left hand I hauled her head back by her hair as my right slapped her ass once hard and then squeezed her ass cheek.

With all the visual stimulation I had received I knew I wouldn't last very long, I just hoped that Kim would get there first. Just as I was thinking that I felt Mary's tongue leave Kim's clit for a minute and slither up the underside of my cock. Although I couldn't see it I knew Mary was getting a fresh dose of Kim's pussy juices on each outward stroke. To make matters worse Mary chose right then to cum. Although she was getting the least stimulation out of us I knew the situation would be turning her on. I could feel her head shaking against my legs and her tongue action was definitely shaky. I couldn't take much more of this.

Fortunately Kim orgasmed right then, grinding back onto my cock and down onto Mary's face. Just as she was coming down from hers mine kicked in, the first 2 shots going into her still spasming pussy, one going all over Mary throat and tits and the rest going into Mary's mouth as I force fed her my cock. Leaning off the side of the desk as she was she couldn't resist and I slid my cock into her mouth and into her throat, hearing her gag as I fucked her face and finished pumping out my load.

As I stepped back, spent for now, Kim sat up and our combined juices ran out of her onto Mary's face, Mary enthusiastic slurping it down once she realised what was going on. Kim got down from the desk and began to lick my cum off of Mary's tits and throat and our combined juices off of Mary's face. Then she looked at Mary and asked her if she wanted to get fucked now.

Mary nodded and looked at me. I lay down on the desk and she mounted me. As the once-familiar tightness of her wet pussy closed on my cock she gave a loud sigh and began to grind down onto me. She was so turned on that with just the mild stimulation this gave her clit she had an orgasm almost immediately. She barely slowed, and then picked up the pace and began bouncing on my cock. Kim for her part was playing with Mary's tits and giving her an occasional light slap on the ass.

While great for me and for Mary this wasn't really doing anything for Kim. Sitting up I forced Mary down on my cock and held her there. Then I hooked my arms under her knees and stood up, Mary's arms clasping behind my neck and my hands holding her ass. This was something we had done before to great effect, so I allowed myself some time to enjoy it.

The secret to having sex standing up is, assuming you've got a girl you can pick up in the first place, not to try and move her around. I let her weight rest on my arms and my neck and held her still with my hands on her ass. Then I slipped my cock in and out of her with thrusts of my hips. The position is very stimulating, both physically and mentally and I knew Mary loved it. However the changing of position was for Kim's benefit so I lay Mary back on the edge of the desk. Kim then climbed up and sat on her face. Mary began licking her clit and then stuck her tongue deep into Kim's pussy. I could sense that Mary was close to yet another orgasm. I asked her if Kim's pussy still tasted of my cum, and with a guttural groan she came again.

Kim joined her, sitting down fully on Mary's face as she dug her nails into her own tits almost painfully and bouncing slightly. Somehow I managed to hold off and just kept fucking Mary as they worked their way through their orgasms.

Kim leaned forward and moved down Mary's body until they were kissing. I was still slowly stroking out of Mary, so it was a simple matter to withdraw and slam my cock to the hilt into Kim's wetness. I alternated between them for a few minutes and then, sensing Kim was closer started really giving it to her. I felt Mary's hand begin to rub Kim's clit, Kim giving a massive moan.

I licked my thumb and pressed it against Kim's tight back door. She started at first but then pushed back onto me, my thumb slipping into the first knuckle. She went completely still for a second and then screamed out her most intense orgasm yet, digging her nails into Mary's shoulders as she did so.

I lay back on the desk and Mary knelt over me, knowing from long experience how we fit together she slid directly onto my cock. After a couple of minutes of riding she asked me to spread my legs as she slid her legs inside mine, we were now in that favourite position of hers. She moved up and down inch by shuddering inch. Her pussy was vice tight around my member, and both her clit and pussy got amazing stimulation in this position. After only a couple of minutes she twitched and shuddered her way through another orgasm, and lent down to kiss me. After a minutes rest she started to grind again. Kim looked at us and realising we were having an intimate moment said her goodbyes and left. As Mary shook on top of me one last time I shot deep inside her with a groan. She collapsed on my chest and lay there for a minute content. Then what she had just done seemed to seep in and she climbed off and grabbing her stuff put some clothes on and left. I supposed I could have tried to stop her but that wouldn't have gone well

I was surprised when I answered a knock on my door the following Saturday and Mary was standing there in a long coat. She opened it so I could she was wearing a half cup bra, her nipples just peeking over the top, a suspender belt and stockings, no panties, and high heels. Oh and a long necklace of pearls.

"Can I come in?" she asked, "I brought a friend" she stepped aside and her long legged brunette friend Caroline was standing there, also in a long coat, when she grinned at me and opened her coat it was to reveal that all she was wearing was some calf length boots. My mind boggled, and I stepped aside, letting them in.

To be continued?

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byerotica49© 5 comments/ 57243 views/ 20 favorites

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