The Addition of Lillian Ch. 3

A few weeks later Liz decided it was time to turn the tables on James. She phoned Lillian from her office and asked her to meet her at Smitty's, a local bar that was popular with the professional crowd. Having dressed for the office, her business suit would allow her to blend in without drawing any notice. Half way there Liz realized for the first time that there was much she didn't know about Lillian. For instance, Liz had no idea what Lillian did for a living. She dressed well and seemed comfortable with James and their other friends, all of who were well educated and professional.

Liz paused just inside the door letting her eyes adjust to the dimly lit bar. It was after lunch but there were still a couple hours before most people took off from work leaving the bar fairly deserted. Looking around, Liz spotted Lillian on the other side of the room. Stopping long enough to grab a glass of white wine, Liz made her way towards Lillian and slipped into the booth.

"Thanks for meeting me." Liz gave Lillian her best smile. She could tell that the older woman was feeling a little uncomfortable and Liz tried to put her at ease.

"Sure, is there something I can do for you?"

"I hope so." Liz's smile went from comforting to mischievous. "I think it's time we turned the tables on James, so to speak."

"I don't think I understand." Lillian looked confused. While she'd enjoyed her previous two encounters with James and Liz she hadn't expected to hear from either of them again. It was obvious that the young couple was very fond of each other and their relationship seemed strong so Lillian couldn't understand what they would want with a 40ish divorcee.

"You will once I explain what I have in mind. First, why don't we order another glass of wine? I think we're going to need it." Liz motioned to the bartender and started explaining. Three hours and two bottles of wine later Lillian understood everything and was more than willing to help Liz with James.

"So, I'll bring James to your house at eight." Liz gave Lillian a fierce hug and a quick kiss on the cheek as the two parted company outside Smitty's.

Lillian nodded in agreement before turning to where her car was parked. As she slipped behind the wheel she couldn't help but smile. She never would have imagined the turn her life would take when she'd decided to move here. Still bitter over her husband dumping her for a younger woman Lillian had packed up and headed west. Her husband had accused her of being frigid, if only Rob could see her now. Lillian decided that she hadn't been the problem; Rob just wasn't the kind of man that inspired sexual exploration. Having met James and Liz, Lillian now understood what had been missing from her marriage.

Lillian felt honored to be a part of something as caring and giving as Liz's relationship with James. While some might think it unhealthy for a couple to include a third person in the physical aspects of their relationship Lillian understood that it was their way of making sure that both of them were fulfilled. James understood that Liz enjoyed women as well as men and he was secure enough in her feelings for him to support her and even encourage her to explore that side of her sexuality. In turn, Liz was willing to explore some of James' fantasies and include him in her couplings with other women.

Liz went back to her office and spent the rest of the afternoon seeing to her clients. She made sure to call James at work to tell him to be prepared to go out tonight. He was curious about their destination but seemed somewhat satisfied when she told him it was a surprise.

When James arrived home Liz was waiting for him in the living room, a gin and tonic in hand. He could tell from the smile on her face that she was up to something but no amount of coaxing could persuade her to tell him what was going on. With a sigh of exaggerated resignation he slid into the passenger seat of her SUV.

Liz whipped out of their driveway and into traffic just as James rested his hand on her thigh. She was wearing a simple black skirt that stopped several inches above her knees. Feeling the need for a little revenge, James slid his hand under the hem of her skirt and up the inside of her thigh. Liz, use to his more affectionate nature didn't bat an eyelash. Undeterred, James slid his hand up further until he encountered the bare skin of her thigh, which was situated above her silk stockings. Gently, he pinched the tender skin and smiled at her quick intake of breath. Still not satisfied, James' hand continued along its journey until he reached the small, slip of silk of her panties. There was barely enough material to justify wearing anything at all but Liz knew how much he enjoyed her skimpy underwear. James smiled when his thumb brushed against the front of her, which was already wet. Having explored this part of her body thoroughly, James had no trouble locating the small, pulsating bud of her clit. Pressing gently but firmly James stroked her until she was breathing rapidly.

Aware of the car slowing, James leaned over and brushed his lips across her ear. "Don't stop driving."

Liz nodded, her hands gripping the steering wheel tighter as she parted her thighs slightly, allowing James easier access to her pussy.

Pushing her panties to one side, James continued stroking her clit with his thumb while slowly inserting his middle finger deep into her pussy. His hand firmly embedded inside of her, James began to rock his hand back and forth all the while watching Liz as she approached her orgasm. Knowing her body as well as he did James could bring her to release quickly. Usually he liked to draw things out, lifting her higher and higher until her body threatened to shatter with release but because he was unaware of their destination or how much time he had James brought Liz to her peak with a few expert touches. That's not to say that it was any less powerful, her orgasm caused Liz to shudder and her hips to buck against his hand.

His eyes on her face the entire time, James slowly withdrew his fingers and licked them clean of her juices before kissing her lightly on her neck. "Did you enjoy that?"

Liz threw him a smile. "You know I did. But I still won't tell you where we are going."

James just laughed and leaned back in his seat, content to let her drive.

Twenty minutes later they pulled up in front of a large, two-story home built with gray stone looking like it had been shipped over directly from England.

"Who lives here?" James undid his seatbelt and stepped from the car.

Liz just smiled and taking his hand led him to the front door. They didn't have long to wait after ringing the doorbell before the door swung inward. James was surprised to see Lillian standing there. "Lillian?"

"Hello James, Liz, won't you come in?" Stepping back from the door, Lillian motioned them forward and led them into an elegantly furnished sitting room. "Can I get either of you something to drink?"

"Thank you." Liz couldn't help but smile at James' bemused look.

"If I recall, for James it's a gin and tonic while Liz, you like white wine?"

They each took an offered glass and settled back against the couch. James had his hand resting lightly upon her shoulder while Liz let her fingers trail along his inner thigh. He was already hard from their time in the car and the attention to the sensitive skin of his leg wasn't helping any. James wasn't quite sure what to make of this but it was obvious that Liz had something to do with their being there so he decided to let her take the lead.

The three of them talked quietly and James was reminded of their first night together. Wondering if the two of them were hoping for a repeat James let his hand slide down and began to caress Liz's breast. Instantly, she responded to his touch, her nipple growing hard against the lacy material of her bra.

Liz let James caress her all the while watching Lillian, her eyes going bright with desire. It didn't take much; just having James near was enough to get her juices flowing. He was everything masculine with a broad chest and masculine shoulders. Solid thighs accentuated his long legs and he had an ass that she loved to sink her nails into while he thrust himself deep inside of her.

Lillian watched James with Liz for several minutes before she remembered why they were here. Standing, she walked towards the couch, stopping once she stood between Liz's knees. Reaching down she grabbed Liz by the hand and pulled her to her feet.

Liz rose willingly and allowed herself to be led from the couch to the center of the room. Their hands entwined, Lillian lowered her head and captured Liz's lips in a kiss. It was sweet and gently; Lillian licked Liz's lower lip with her tongue tasting her until she parted her lips allowing Lillian to slip her tongue into her mouth.

Liz reached out and touched Lillian's tongue with her own before sucking on it gently. Releasing Lillian's fingers, Liz slid her hands around her waist, pulling her close until their breasts were pressed together. Feeling Lillian's nipples harden against her chest, Liz slid her hands up along her ribs until she could cup them gently in her palms.

Lillian's breath caught as she felt Liz brush her nipples with her thumbs. Her breasts grew fuller as her desire continued to grow. Wanting to taste more of her, Lillian broke their kiss and moved her lips along Liz's jaw. From there, she caressed the pulse that beat within her neck.

Liz let her head fall back and found herself resting against James' shoulder. So intent on the older woman standing before her, Liz hadn't heard him move off the couch.

James slid his hands down Liz's back and up under her blouse. He could feel goose bumps form on her skin as his fingers caressed the skin around her waist to the front of her stomach. From there his hands traveled over her ribs to the underside of her breasts. The skin there was soft and he knew just how it would feel against his lips and tongue as well as how it would taste. As his hands continued to caress her breasts James lowered his head and gently bit the tender skin of her neck.

Liz arched her back while the feeling of James biting one side of her neck combined with Lillian biting the other caused her body to shudder. Although she was tempted to allow the sensation to overwhelm her, Liz knew that it was time to change the direction of things. Slowly slipping out from between James and Lillian, Liz moved to stand behind him.

Lillian stepped forward and placed her hands lightly on James' chest while Liz caressed his back, running her fingernails down either side of his spine. James felt conflicting sensations of heat from Lillian's touch against his chest and chills from Liz's touch against his back. Shuddering slightly, James stood still as Lillian unbuttoned his shirt and Liz slid it off his shoulders.

Lillian pressed her hands against the flat of James' stomach, feeling the light dusting of hair tickling her palms. His muscles twitched and tensed as Liz's hands, joining Lillian's, came around his waist and moved up his chest, lightly pinching his nipples causing them to harden. Lillian's hands slid lower and reaching for his belt she slowly slid the leather strap free. For a moment the only sound in the room was that of leather sliding across leather and the light tinkling of metal as James' belt fell to the floor.

James held his breath as Lillian released him from his slacks and Liz pushed them off his hips. The two women together filled his senses; Liz's familiar scent lingered behind him while Lillian's light, flowery perfume drift up from where she now knelt before him. His muscles tensing, James' breath came out in a long sigh as Lillian's hands began to slowly slide up his legs. As her fingers brushed the sensitive skin of his thigh he felt Liz's hands move from his small, male nipples down along the flat plane of his stomach. Her breath was warm against his back as she reached out and took hold of him at the base of his shaft. His cock was already hard and throbbing with the need for release when Lillian lowered her head and took him in her mouth.

Suddenly surrounded by warm wetness, James feared loosing control then a there. He could feel his balls starting to tighten up against his body as Lillian's lips slid down the length of him, burying him completely in her mouth. With one hand still gripping his shaft, Liz slid her other hands down his back and between the cheeks of his ass. Fully aware of where this was leading, James tensed in response to the gentle probing at his most intimate opening. Slowly, Liz slid one finger inside of him stretching him slightly but not causing any pain. The sensation of being penetrated sent him over the edge and he came in great shudders, releasing himself deep inside Lillian's mouth.

Lillian felt James explode against the back of her throat, which worked furiously to accommodate all of him. There was a tremendous amount of cum, seven large thrusts and he was still seeping into her mouth. His taste was slightly salty but not at all unpleasant and Lillian felt herself growing wet as she licked the last of his cum of his cock.

Liz waited until the last of James' orgasm washed through his body before slowly sliding her finger from his body. This was the first time she'd seen another woman give him a blow job and she had to admit that it was extremely arousing. Feeling her own breasts heavy with desire and the tale tell wetness between her thighs she was unwilling to let things end here.

James felt Liz pushing on his shoulders and immediately lowered himself to the floor. The thick carpet provided and ample padding and the fire was warm against his heated skin. Stretched out with Liz at his head and Lillian between his thighs James longed to touch and taste both women. When Liz leaned over and grasped Lillian by the hand, her breasts hovered before his face. Not one to pass up a golden opportunity, James sucked one, large distended nipple into his mouth, biting gently.

Liz stilled and held herself still while James went to work on her nipples. The fierce sucking and gently biting sent waves of pleasure to her pussy making her long to fill herself with him. At that moment she didn't care if he fucked her with his face, finger, or cock just so long as he filled her.

Sensing her need for fulfillment, James reached over his head and slid his hand between her thighs. She was dripping with desire, her thighs slick with her own juices. His finger slid in easily and was quickly joined by a second. Still sucking on her nipples, James began to work his fingers in and out of her pussy bring her close to orgasm. A stifled moan caused him to open his eyes revealing Liz and Lillian kissing furiously, while Liz hand her fingers buried deep within Lillian's pussy. James wanted to taste both women as he made them cum but he wasn't sure where to start. In the end, Liz made the decision for him.

Liz broke free from Lillian and after moving off of James' hand pulled her up the length of his body until her pussy was directly over his mouth. "Taste her."

James immediately raised his head and started stroking Lillian's outer lips with his tongue. Lillian moaned and pressed down against his mouth. James responded by sliding his tongue between her lips and entering her wet pussy. Her taste, while different from Liz's, was still intoxicating. James lapped furiously with his tongue, fucking Lillian until he felt the walls of her pussy start to contract around him. Easing back, he slid his tongue from her pussy and circled her clit. Lillian cried out and nearly bucked herself off of him. Grabbing her hips he held her down against his face and started sucking on her clit.

His cock once again hard and throbbing, James was relieved when he felt a familiar warmth surround him. Straddling his hips just behind Lillian, Liz lowered herself onto his cock. Her hands went around Lillian and cupped her breasts as she began to ride him. James opened his eyes and looked up to see Lillian leaning back against Liz kissing her with wild abandon. Together the two women were stunning, he watched Liz and concentrating on the feel of her surrounding him. He knew that her orgasm had started to approach when she stopped sliding up and down the length of his cock and began rocking back and forth instead making sure to brush her g-spot with the head of his cock. James started working Lillian's clit and slid one finger inside of her. As he sucked her deep into his mouth he felt her start to contract around his finger. At the same time Liz ground herself against his hips and he felt both his face and cock flooded with cum as the two women orgasmed together.

Easing up the pressure on Lillian's clit but not stopping altogether, James thrust up with his hips driving Liz's orgasm for another several seconds. The two women were both pushing down on him as they moaned out their release. A few minutes later both women collapsed next to him, one on either side. The scent of sex permeated the air as the threesome fell asleep before the fire. As his eyes slid closed, James couldn't help but wonder what their next meeting would be like.