An Unexpected Education Pt. 03

"Did he really just say that? Would he fuck them? Make them cum even harder?" Desi wondered.

She took a deep breath, the loss of Theo's finger made her feel empty. It had been a long time since she had felt such a mind-numbing orgasm. She admitted to herself that while she was not as sweet and obliging as Liz, she could appreciate a strong man.

Her eyes drifted down to the long thick cock he was holding. Amazed at the size of it, her small fingers slid along the warm skin, where she felt the veins as they pulsated under her delicate touch.

Although she had just cum, her body responded to the obscene thoughts that raced through her mind, her already soaked pussy grew even wetter.

"Oh yes!" She exclaimed to herself "I want this huge cock!"

Liz felt slightly dazed as she sat on the floor. Her legs were useless after such an intense orgasm. As she looked up to them, she blushed brightly when she realized what Desi was doing.

"Oh my God!" She thought to herself "Desi was actually stroking his huge cock!"

Liz felt embarrassed as she watched them, however her eyes were still glued to what Desi was doing. The lustful sight of it made her squirm. Her swollen pussy was still so sensitive that it ached as it dripped her sweet juices down her inner thigh.

She had so many questions. Why had she let her friend finger her? Why had it made her feel so good and, more importantly? Why did she cum so easily for Desi? The only thing she could admit to herself right now was she loved the way it made her feel.

Looking down at Liz, Desi thought back to when she had entered the room, it seemed more like a story from Penthouse. First, she saw a naked Theo, then heard a whimpering Liz, then... Oh yes, things had progressed from there. As her mind drifted between thoughts, she continued to stroke Theo's stiff cock. She enjoyed the feel of it.

Even though Desi still felt excited, she quickly regained her composure as the intensity of her orgasm subsided. She already had an idea of what she was going to do as she reached down and caressed Liz's cheek. Salacious thoughts danced through her head as her lips curled into a fiendish grin.

With a brief sense of loss, she let go of Theo's hardened cock before reaching down to pull Liz to her feet. Speaking softly to Liz, she grinned wickedly at her, "oh my sweet friend, I really enjoyed watching you cum. I have to agree with Theo though, we can take this so much farther." The words implied so many tantalizing possibilities.

She was still grinning wickedly as she reached around her friend and began to slowly unfasten each button of her skirt. The lack of resistance from Liz made her continue until she finished undoing the last button. With all the buttons done, she watched as the skirt fell to the floor.

Liz gasped! She watched her skirt fall. She found it hard to believe that Desi was actually undressing her. Liz felt lightheaded as she grabbed the side of the chair next to her. It helped her remain calm as her clothes came off. Even though her mind screamed for her to yell at Desi, "stop undressing me!" She could not find the words. Down deep she knew what she wanted, she wanted her to continue.

So, she just stood there...accepting what was to come.

Desi watched the look of nervous acceptance spread across Liz's face. The blonde's eyes were wide and her breathing ragged as she stood before Desi with only her panties to cover her moistened treasure. A deep blush colored her cheeks as the redhead's soft nimble fingers hook the sides of her panties. While she teased Liz's soft skin, Desi pulled the other girl's panties over her hips. Desi watched her expression carefully as she continued to pull them further down her velvety thighs until they were around her ankles.

"Come dear, step out of them, you have no more use for them tonight" commanded Desi.

Desi's voice was sensuous and beckoning which caused Liz to shudder. In the past, she had never heard her friend use such a tone before. The commanding voice resonated with her as she felt the need to obey and stepped forward. Liz shivered at the thought of being naked, but before she could process that thought, she felt Desi take her hand and lead her over to the couch.

Desi took only a moment to lay her friend back against the couch. Desi leaned forward as she moved her fingers teasingly down Liz's exposed body. She felt her roommate squirm with nervous anticipation.

As she caressed her nails over the sweet blonde's nipples, she enjoyed how they hardened to her touch. Desi looked deep into her friend's eyes as she moved her fingers down across her stomach. She paused briefly to let her touch sink in then brushed her fingers sensually across the soft muff that covered Liz's mound. Her eyes were still locked with Liz's as she toyed with the curled hair above the girl's pussy. Finally, she rested a hand on each of Liz's thighs.

Then, with a scandalous grin, she parted Liz's thighs exposing her pretty little slit. She could already tell that Liz was quite wet. A light coating of the girl's juices glistened on her nether lips and swelling clit.

Liz's eyes were glazed when she looked back at Desi. She could see the predatory desire reflected in her friend's eyes. "What was she planning?" She thought. "Was she really going to taste her? Devour her little pussy?" The thoughts clouding her mind as she simply laid there. A sensual curiosity flourished as she pondered even deeper thoughts. How would it feel? Would she like it? All she knew right now was that she could not stop her, she had already surrendered to her own desire. A Desire which felt so completely taboo.

Looking across the room at the two-intoxicating woman, Theo had to admit to himself that it was quite obvious that Desi was not the shy sweetness that her friend was. This vixen's awareness of her own desire and lack of fear gave her an assertiveness that told Theo that she would be more of an equal.

He watched as Desi undressed Liz. Her nakedness left little doubt in his mind as to what the woman had planned for her sweet friend. Not wanting to disturb the girls, he walked quietly across the room and settled on the arm of the couch. He watched as Desi laid Liz back against the couch and thought to himself. "Hmm, this is getting quite interesting."

Pausing a moment, Desi looked first at Theo, then back down at Liz. In her eyes, she saw the growing passion, but also the uncertainty. She wondered if there was a strong enough desire for her to go farther? Did Liz want her to continue?" She whispered to Liz "What do you want?"

She watched as Liz tried to find words. Eventually, she heard the softly mumbled answer: "Oh please, don't stop, I need you to teach me." Passion had taken her sweet voice, but Desi heard what she needed. She now knew the answer. Her own desire burned as brightly. She would be able to take this girl down a path of lustful exploration.

Overcome with her own desire, Desi pounced on her friend! She ran her tongue up the length of her pouting lips before swirling it around her clit. She heard Liz's loud moans which greeted the slow tease of her tongue, a tease which was not only slow but sensual. Desi wanted to teach her friend about the pleasure that could come from being with another woman. A pleasure that she herself had learned to enjoy.

She continued to move her tongue in small teasing circles around the other girl's clit. The little nub swelled even more with the wet caress. Before invading Liz's sweet pussy with her fingers, she slid them along her swollen lips to tease them a bit. Liz's soft whimpers gave Desi's a mischievous grin as she re-positioned her finger so that the tip could slide between the other girl's soft lips. She slipped her finger inside very slowly, letting the sides of it glide against her sensitive walls. Once she felt she could plunge no deeper, she started a slow rhythmic thrust that was sure to make her friend quiver.

Liz became even wetter as she felt, not only Desi's tongue on her clit but the slow thrust of her friend's finger as it impaled her wet pussy. She just laid there, her mind exploding with the first touch of Desi's warm tongue. Yes, she had let boys go down on her before, but this felt so different. It was the way Desi knew exactly what to do to make her squirm. Liz knew she was close. It took all she had to keep from moaning so loudly that others in the dorm would hear her. She entwined her fingers in Desi's fiery locks, nibbled on her lower lip and waited.

Theo leaned over, his eyes glued to the view of this lovely redhead and blonde-haired beauty before him. He reached down and ran his fingers over Desi's back. He felt the soft silk of her blouse as it slid under his fingers. Gathering the bottom of her blouse, he pushed it up until he could fully enjoy her soft skin. Now, totally exposed, he caressed her back gently. Using just the tips of his fingers, he trailed them along her skin. He wanted to tease her with the slow movement of his fingertips.

As he moved his fingers over her, he glanced from her to Liz. Liz's face was contorted in pleasure. He watched as Desi continued to plunge her finger inside her friend. The sight of Liz squirming while Desi suckled her clit, made him even harder. Theo groaned as he watched the girls. The sight of them made his cock pulsate, throbbing heavier. He had always enjoyed watching two girls as they pleasured each other, but the way that Liz responded to Desi told him that Liz was inexperienced and that alone made things more exciting.

Finally, he could restrain himself no longer. Rising from the arm of the couch, he slipped to his knees behind Desi. She looked so lovely like this. She too was on her knees but leaning over her friend. This pushed her tight little ass into the air. He moved his hands to her soft thighs until they were just below the hem of her skirt. With the push of his hands, the skirt was hiked up across her back.

Desi felt her skirt lying across her back, but she was too involved in tasting the sweet pussy of her friend to pay it much mind. She knew she was ready for his hard cock too, but all she could think about was the pussy filling her mouth with cream. That was so much more important to her. She would not be bothered by what might happen to her. She could only be concerned with what was happening now. As she continued to devour Liz's little pussy, a thought crossed her mind, "He would think fucking her was a conquest, but since she wanted him just as badly, it could not be said who would truly conquer who."

Theo listened to the soft whimpering sounds Liz was making as he hooked Desi's thong with his fingers. He grinned to himself as he thought of the pleasure Liz was receiving from her experienced female lover. Ignoring Liz's carnal sounds, Theo slid Desi's thong down her thighs until it was left bunched around her ankles. Leaning in closer, He took a deep appreciative sniff of her pussy. The scent of this beautiful redhead was exhilarating.

Once he was done enjoying her scent, He reached down, and once again, gripped his engorged manhood. He felt the stiff flesh in his hand as he positioned the head at the entrance of her slit. He watched the head of his cock as he teased it back and forth against her wet little opening. He loved teasing her this way. The tip of it tormented her lips and clit. He was not a sadist, but how he loved this kind of torture. He could not pull his eyes away as he watched Desi lift her hips up begging for his hard cock. It always impressed him how well girls could multitask. Maybe it was instinct, their bodies just knew what they needed. Desi had her face buried between the sexy thighs of her new lover while her hips rose up and pleaded for her pussy to be fucked hard. Her pussy was just so tempting, He knew he had to have it.

While holding onto her hips, he pushed deep inside her with one long thrust of his shaft. The width of his cock disappeared instantly as he buried himself inside her. He remained still, not moving at all. He felt the squeeze of her inner walls, like a vise tightening around him. He stayed that way for what must have seemed like a blissful eternity before he moved.

He slid his cock all the way out so that only the mushroom head was still inside her. He paused a moment then slowly eased it back inside her. He wanted to share every sexual sensation with her. The sounds of his cock as it moved inside her wet pussy, the musky smell of them as they slowly fucked and the ripple of their muscles as they moved in unison. He smiled at her as she rolled her hips to meet each of his deep thrusts. As they moved fervidly, his heart rate and thrusts quickened. Her moans matched the intensity of the other girls and all three of them seemed to feed off the electricity that developed between them. He moved his cock even faster now as he felt the veins of it as it pulsated inside her. He could tell by the sound of her voice that Liz was closest of all of them to cumming. He never took his eyes off the girls as he continued to plunge his hard cock inside Desi. Theo wondered what it would be like to watch Liz as she came for Desi's expert mouth; it was actually a rather exciting thought to him.

As if his silent question had been answered, He heard Desi whisper to Liz "You are ready to cum, aren't you dear?"

"Oh yes, my pussy is on fire," responded Liz as she writhed in pleasure

Desi took a break from devouring the sweet girl's pussy long enough to respond, "that is good to know." Her voice soft, but it carried a yearning she felt too. She wanted to hear this lovely girl cum hard for her.

Liz's mind was almost gone as she slipped deeper. She wanted to cum so bad. Her eyes reflected her burning desire as she begged Desi, "please let me cum now Desi?"

Desi still tasted Liz as she released her pussy to command her, "cum now for me!" The words hung in the air as Desi returned to thrusting and sucking on Liz little pussy.

Desi's voice was almost deafening in her ears. She felt as Desi was not only thrusting her finger inside her but suckled hard on her clit throughout her whole climax. Liz quaked as she called out, "oh my god. I'm Cumming!" Her voice quivering as she shook uncontrollably. Her orgasm spread in waves throughout her body. Her back arched as she pushed her hips up, almost suffocating Desi with her dripping wet pussy. This was the first time she had both a clitoral and penetrative orgasm. The level of ecstasy she experienced left her completely numb as she collapsed on the couch fully spent.

Now that Liz had finished her orgasm, Desi's mind was focused on her own pleasure and the pleasure that Theo was experiencing. Placing her hands firmly against the couch, she steadied herself waiting for another hammering thrust to plunge deep inside her. Desi, still feeling his hands as they pulled her hips back against him, moaned loudly. Desi spoke through her carnal moans, "oh yes, fuck me, Theo." Her voice was deep and full of lust.

"Yes! Take my hard cock Desi, take all of me," replied Theo. He moaned as he rammed deeper inside her.

Desi knew that she teetered on the cliff of a lustful abyss. She would explode soon. The deeper his thrust the more she started to slip from the edge. "Oh Theo, I'm so close," said Desi, just before she started to quiver.

Desi's eyes glazed over as she realized, she was not close to the edge, she had fallen over it. Her voice cracked with the ecstasy of her orgasm. "Ah! I'm cumming," she called out, not really caring who would hear her exclamation of release. Desi rode the waves of bliss that spread throughout her. Her juices flowed and covered the thick cock which plunged inside her. Her knuckles turned white from the intensity of her grip as she dug her fingers into the couch. Her mind was numbed as she finished her climax. Her breath was heavy as she looked down at Liz once again, a content smile on her face.

Slowly, her senses returned as Theo slipped his cock out of her. She was limp and sated as she fell against the couch next to her lovely roommate. Both girls had cum, but only one had been fucked tonight. Desi looked over as she took in a deep breath and watched as Theo sat down on the other side of Liz. His cock was still rock hard. She thought for a moment before she spoke, "you know it would be a big waste of that man meat if we don't put it to use."

She reached down and took Liz's hand and moved it to Theo's hard shaft, then guided her fingers up and down the shaft as she spoke. "you know Liz if you want to use it, you got to keep it hard."

Liz replied nervously, "umm, yeah I bet." Her skin turned bright red as Desi moved her fingers up and down the warm shaft. She blushed even brighter as she felt the warmth of his flesh as Desi encouraged her to stroke him slowly.

Desi removed her fingers and smiled as Liz continued to move her fingers up and down Theo's cock by herself. Confident that Liz would not stop, she slid one hand over to her friend's breast and started to pull and twist the other girl's nipple. It excited Desi to watch as her friend's nipple hardened from the devilish attention it was getting. Desi leaned in further and nibbled softly on her neck.

Theo almost gasped as he watched as Liz's fingers were moved to his hardened cock. He originally thought that the night was over after both girls had climaxed, but it seemed that there was one more scene in this erotic play to be completed tonight. He knew that he was normally in total control of every situation, but Desi had taken over control tonight. He found that he liked the idea of sharing control with her. He also enjoyed watching how she controlled Liz.

He felt that Liz deserved his full attention for what he had planned next. Liz was still laid back against the couch with her thighs spread in invitation. He reached down and peeled her fingers off his hard cock. His eyes were transfixed by her beauty and sight of Desi teasing her small pert nipples. He slipped off the couch and moved so that he was kneeling in front of Liz.

Once he was positioned between them, he slid his hands teasingly along the length of her thighs. Moving his hands, Theo grasped her hips and pulled her over to him. He enjoyed the sight of surprise in her eyes as she was drawn across the couch, leaving her even more open and exposed.

He reached down to grasp his hard cock, then he pushed the head of it against her soft moist opening. Again, he heard her whimper as the bulbous tip pushed slightly inside. He knew she was already soaked and completely ready to be ravaged. He would take her hard and fast, a good claiming fuck.

"Ok, it's time," he thought. This was a moot point as he had already started moving his cock rhythmically inside her. He heard her moan echo his as he thrust deep. He felt as she wrapped her arms around his neck and lifted herself off the couch so that he could take her deeper. It was obvious that she was growing sexually as the night went on. "She might not have been worldly," he thought, "but she was curious and apparently adventurous." He could build on those traits to make her so much better at pleasing him. His moans grew even stronger as he watched Desi continue to pull and twist Liz's pert nipple. The sounds she made was like music to him. He knew that he would not last much longer. She was so incredibly tight. It was like conquering a virgin as his cock plunged deeper.

He slid his arms down around her ass to pull her up even closer as he growled at her, "you need me deeper inside you, don't you Liz?"

His words were like fire. They sounded as commanding and controlling as Desi's had, but she already knew the answer as she responded "Yes! Fuck me! Fuck me hard!" She could not believe what she just heard herself say. She had begged him to fuck her.

He forced his hard cock in her completely as she surrendered to him. He knew that he was going to cum, but he needed her to cum too. He groaned once again as he quickened the claiming thrusts inside her. This was not like the slow fuck he just had with Desi. This was hard and fast. He wanted to claim this sweet girl's tight little pussy. He wanted to own it. His thrust continued to be hard, fast, and deep.