Distractions

It was a tale as old as time. Two childhood friends grow apart over the years, but fate brings them back together. Brandi had known Kate since they were kids but only through high school. She had drawn the short stick in the puberty lottery and Kate became the queen slut of the school. Brandi could stand to lose about thirty pounds and still had some acne, but was doing much better than she had been before she cut out soda. She had ample assets of course, they were so big that jogging became a dangerous pastime, so she had been swimming instead.

Both were in college now, but Kate was failing out of math. She'd asked Brandi for help and Brandi, being an idiot, agreed. When she answered the door she found that Kate was still stunningly beautiful. She had the archetypal hourglass figure and wore short shorts and a tube top. Brandi could have held all the clothes Kate was wearing in one fist. It would have been hard to see two greater opposites. Kate was smiling dumbly and gave Brandi a hug, "It's so nice to see you again!"

Brandi rolled her eyes when Kate wasn't looking, then smiled back once they faced each other. "Long time no see. It's been ages."

"Thank you so much for seeing me." Kate seemed exasperated. "I knew I could count on you." Brandi let her in and led her to her room. They sat on the floor and spread out. Kate showed Brandi the chapter they were on.

"Ah," Brandi nodded. "Trigonometry. I'm afraid you will just have to memorize a lot of it."

"Yea." Kate pouted. "I keep trying to make it fun by studying with other people but I just wind up getting distracted anyways."

"What makes you think I'll be any different?"

"Well, you're my friend, and a girl." Kate explained. "The way I usually keep getting distracted is... well, you know how I am with boys." Brandi chuckled with Kate on that. At least she was self-aware. "Alright, so..."

Kate explained what she knew and didn't know. Brandi's could feel her envy choking her. None of Brandi's study sessions had come to sex before. She took a deep breath to get back on focus. "Here," She rolled to her stomach beside Kate and pointed. Kate inched in closely like they did when they were kids reading magazines. Brandi had almost forgotten what it felt like. Brandi explained the unit circle and conversion thereof before looking up and seeing Kate staring into her eyes.

"Oh! Sorry!" Kate smiled awkwardly, "I'm already zoning out. You're so smart!" They way she blushed and looked away was not something she had done with Brandi before. She shrugged off the strange feeling and continued.

"Here you will see the Cosine is equal to the-AGHHH!" Brandi felt her body tense as Kate poked her ribs. "Kate!" Brandi tried not to laugh.

"You're more ticklish than I remember." She chuckled. "And pretty."

"Kate," Brandi smiled at her, "You came here for a reason remember?"

"Right." Kate slapped herself in a joking manner and put on a harder face. "Let's go!"

"Good. So, what is the answer to this question?" Brandi pointed.

"Uh." Kate put a finger on her lower lip in thought. "It's the Tangent right? That's the third one?"

"You haven't been paying any attention have you?"

"It's really hard!" Kate rolled to her back and spread her slutty limbs out like a star. "I don't know how you do it!"

"Lets try again." Brandi pointed. "Do you see this?" She pointed at a triangle, "If all angles add up to 180 degrees then this angle must be-?" She asked waited.

"Um," She put on a sultry face, "I don't know."

"Kate." Brandi tried to sound like a teacher. "Concentrate."

"I can do a 180 split!" Kate said. She spread her legs wide open. Only an inch of clothes covered her groin. She leaned back and displayed herself, pulling back her ankles and straitening her legs.

"Right." Brandi sighed. How had Kate had passed highschool? "Look, if you don't-" Kate tickled her ribs, "Ah-HAHAHAA" Brandi spazmed. "Kate!" She chuckled, "W-We have to-" Kate's hands dug under her shirt and ticked the sides of her breasts. "Ahaha!" Brandi couldn't control herself. She felt her shirt sliding up and over her bra.

"You were always really ticklish here!" Kate aggressively straddled her old friend.

"You bitch!" Brandi barely spat out. She went on the offensive and tickled Kate's bare midriff and hips.

"Eek!" Kate was disarmed and fell backward. Brandi pounced, her heavier frame dominated the smaller woman. She went lower and tickled her inner thighs, held open by Brandi's wide hips. "No fair!" Kate screeched. She clenched her legs helplessly against Brandi and thrust her hips against the invading fingers. "Aah!" She screamed louder as Brandi began digging under Kate's tight shorts, dangerously close to the woman's groin. "Stop! Stop! I'm going to pee!"

Brandi laughed and stopped. She slumped over Kate and gasped for air. Her bra-clad tits were on display just inches from Kate's face. "Okay." She breathed, reaching up to pull her shirt back down, "Let's get back to-" Kate reached around and quickly unclasped her bra and ticked her bare, hanging tits. "You bitch!" Brandi laughed as Kate assaulted her sensitive, naked skin. Her jugs shook as she tried to fight off the bratty girl. "L-Lets see how you like it!" She pulled up on Kate's top and her tits fell out easily. She tickled under her arms and Kate immediately was on the defensive.

"B-Brandi!" She called out as her hips bucked and her tits shook. "Haha!" Brandi was out for revenge. She flipped the giggling mad woman and pantsed her. "Aah!" She shrieked with a smile as Brandi yanked her bottoms and panties down to her knees. Her pussy was shaved bare. Then she ticked Kates most sensitive areas. Kate kicked and screamed and yelped with her ass shaking in the air and her bare tits against the carpet floor.

"You like that huh?" Brandi tickled her friends legs and ass, "You like-" She stopped when she realized how wet her friends pussy was. She really was liking this. Brandi's body went cold. "Uh, Kate-"

"Ha!" Kate exploited the moment of weakness and turned, pouncing on Brandi and lowering her bottoms. "I got you now!" She ticked Brandi's hips and bare midriff as her fingers explored downwards.

"K-Kate!" Brandi fought and laughed, unsure as to whether or not to go on. Kate yanked her pants and panties to her ankles and attacked her bare thighs with soft, agile fingers. "W-Wait!" She chuckled. She noticed Kate's face was very close to her hairy muff. "Umf!" Brandi felt fingers close to her awakening womanhood. "E-Enough!" She fished a leg out of her bottoms and hooked it around Kates head. He locked her face into her groin and held her there. "Kate!" Brandi tried to calm her down, but Kate continued to tickle her stomach as her face was smothered. "Kate," Brandi said more quietly as the tickling turned to caresses, and Kates mouth began to move and munch on her moistening pussy. When had they both gotten so naked? When had they both gotten so turned on? "Kate!" She held her friends head as she ate Brandi's pussy. "Woah!" Kate's bare, sopping wet, fuckable ass wiggled in the air as her tongue explored her friends pussy. Kate's hands molested Brandi's hips, tits, ass, legs, and even her own pleasure as she gobbled up another woman's sex. She was eating her best friends pussy. "J-Jesus!" Brandi gasped. Kate's eyes were on hers as she licked and circled around her clit and lips.

"Kate!" She called out again. She felt the woman wriggle a finger inside of her and suck and flick her clit with her mouth. She moaned as the finger fucked her and her clit fucked Kate's mouth. The pad of her finger curved round the front wall of her pleasure and fucked her where she knew she loved it most. She saw Kate's other hand between her own legs as she humped the floor. Brandi gripped Kate's hair hard and pulled her even tighter and closer with her strong leg. Brandi was hot and sweaty. She felt Kate slow down. "Don't you stop." Brandi's legs both wrapped around her friends head and squeezed tight. Both her hands held Kate's face and scalp. "Oh!" She felt herself close as Kate circled and munched and nibbled and finger fucked with even greater vigor. "C-Christ!" She humped her friends face and rode her into a higher pleasure . "Oh!" Her body clenched and her heart beat wildly.

"I'm-" She started, "I'm!" She silently screamed as Kate pushed her over the edge and licked her into heaven. She shook and groaned as waves of pleasure overtook her body and she crashed her hips into Kate's whore face and lips. She came long and hard and Kate didn't stop until Brandi was exhausted and her body settled to the ground. Her grip loosened and Kate gasped for air. "Oh, wow!" Brandi sighed and caressed the inside of her wet, bare thigh. "That was-" She realized what had just happened and blinked in confusion and embarrassment.

"Great!" Kate finished. She rolled to her back, her small, wet, sweaty, slutty body wriggling on the carpet. "Great study session!" She got up and tightened her pants and lowered her shirt to acceptable levels as Brandi heaved air into her busty chest. "Same time tomorrow? If you can do my homework for me by then, maybe next time you can show me how you use your mouth!" She gave a kiss in the air and sauntered her way out. "Or, you know, whatever floats your boat."