"Oh Jesssssuusss!!!" Mary Ellen screamed when she felt her swollen lips being parted by the searching tongue.

"Mmmmm!!!" Dana moaned as her tongue found the sweet bubbling juice between her lips. Her head was spinning from the naughty excitement of what she was doing. The smell and taste of the excited woman consumed her senses. Suddenly she wondered why she hadn't done this before as her mouth was filled with the sweet taste of the younger woman.

As Dana's mouth worked on her swollen lips, her chin touched something. She pulled back briefly and saw something between the woman's cheeks. However, before she could investigate, Mary Ellen pulled her head tightly to her groin. Dana knew what she wanted and she began to suck her hole.

"Oh! Oh! Ohhhhh!" Mary Ellen moaned as she pushed the head tightly between her legs. She raised her legs and wrapped them around Dana's neck, her heels digging into her upper back. Suddenly, she was climaxing again.

It was difficult for Dana to hold the thrashing woman on the bed as her hips bucked and her thighs twisted her head. However, she held on, sucking and chewing the swollen flesh like a mad woman now. It took quite some time before she felt the hands in her hair, and the thighs pressed to her face release her.

As soon as Mary Ellen began to relax, Dana pushed the surprised woman's legs upward until they were pressed to her breasts. She looked down and almost gasped when she saw the flange of the dildo that was still in Mary Ellen's rectum.

Suddenly, Mary Ellen realized that she still had the dildo up her and groaned with mortification.

"What's this?" Dana asked as she reached down and touched the vibrator.

Mary Ellen groaned again and turned her head away. "It's... it's a little remote controlled toy. I... I didn't expect... anyone to see it."

"Very cute," Dana said with a broad smile. "Where's the remote?"

"In... in my robe."

Dana reached over and pulled the remote control device from the pocket of her bathrobe. She held it up and studied the little device. Then she pressed the "on" button. A devilish smile came to her face.

"Oh Jesus Dana," Mary Ellen groaned when the vibrator came to life in her ass.

Dana's smile broadened and she turned the speed up and watched the woman squirm. And, just like Drew had done the day before, she began to move the speed control higher and then lower, watching her friend's frantic movements. Then she reached down and placed her middle finger at the entrance to Mary Ellen's vagina. With a little push she buried her finger deep.

"Dana please," Mary Ellen hissed as she felt the woman's finger moving inside her.

Dana turned the vibrator up another notch. "Oh wow!!!" Dana said when she felt the vibrations through the thin wall separating her vagina from anus. She began to move the finger in and out and watched Mary Ellen's excitement grow. Finally, she turned it off and said, "We'll have to explore that some other time. I have other plans for your little hole now."

Mary Ellen almost sighed in relief but then she realized what Dana had said and her eyes opened wide.

With that Dana reached down and gently pulled the long penis-like object from her clenching hole.

Mary Ellen groaned as the device slipped from her anus, leaving her suddenly feeling very empty.

The length and width of the dildo surprised Dana. If she can take this up her ass, she won't have any problem with Drew, she thought. Then she tossed the dildo aside and pushed her legs back to her chest again. Her mouth dropped to begin to kiss down her swollen vaginal lips again.

"Dannnnnaaaa!!!" Mary Ellen moaned as she started to suck her again.

Slowly Dana moved her tongue from the clenching hole of her vagina and moved lower. Her own heart was pounding in her chest at the thought of what she was about to do. It never occurred to her to try something like this, at least not to another woman. Her tongue slipped across the tiny sheath of skin separating her vagina from her anus.

"Nooooo Dana!!!" Mary Ellen gasped but she didn't push her away. Instead her hands went back to the pretty woman's head and her fingers dug into her scalp. She felt Dana's tongue as it began to circle her stretched hole and she gasped for breath.

With a push, Dana's tongue penetrated her anus and slipped inside Mary Ellen's clenching asshole.

"Ahhhhheeeee!!!" Mary Ellen screamed and began to tremble in climax.

Dana would have smiled but her mouth and tongue were busy. She kept working on the tiny hole until Mary Ellen pushed her head away. She smiled up at the exhausted woman and saw her open her arms. As soon as she was over her, their lips met.

Chapter 14

It was several minutes later when Mary Ellen began to stir. She sat up and looked lovingly down at her friend. Suddenly, she bent her head and licked one of Dana's nipples playfully.

Dana moaned and looked at her now smiling friend. She reached up and pulled her head down to her breast again, almost smothering her in her flesh.

Mary Ellen went willingly, allowing the older woman to direct her mouth across her heaving breast. Her heart was pounding as she suckled on another woman's breast for the first time in her life. She licked it and used her tongue like she loved to have done to her. Soon she moved to the other breast and did the same thing. Dana's moans encouraged her and she began to kiss down the slope of her breast to her stomach.

"Mary Ellen," Dana hissed, "You don't have to... to..." but her comment was interrupted when the woman began to kiss lower. She gasped as Mary Ellen's tongue slipped across her lower stomach and stopped at the top of her sex. Dana held her breath.

The younger woman hesitated. She knew she wanted to do this, yet she was worried that she wouldn't know what to do. She gathered up her courage and began to move again. Slowly, her tongue tickled ever lower until it found the swollen clit between the soft folds of skin.

"Ahhhhh!!!" Dana groaned and bucked her hips upward.

Mary Ellen pulled away as if she were surprised at the older woman's reaction. She thought for a second that she had hurt her. However when she saw the pleasure on her face, she smiled and lowered her head again. A second later her tongue slipped between the swollen lips and into her warm and very wet cavern.

At that moment, Drew stepped out of the bathroom drying his hair, with a towel wrapped around his waist. He half-expected Mary Ellen to be gone. Instead, what greeted his eyes was Mary Ellen's head buried between the legs of his moaning wife. He froze and stared in amazement, his penis quickly began to tent his towel. Excitedly he moved over and sat in the same chair that Mary Ellen had used. He opened the towel around his waist and grasped his throbbing organ. A big smile covered his face as he watched the two women squirm on the bed.

Mary Ellen lost herself in the pleasurable task of licking Dana's little hole. She hadn't heard Drew come in because of Dana's screams.

Dana opened her eyes and saw her husband. "Wait Mary Ellen," she said to the surprised woman. "Get on your back."

In a daze, and without looking around, Mary Ellen went to her back with her head toward the foot of the bed. A second later Dana was straddling her face.

Drew masturbated slowly as he watched his wife squat over the woman below. She was facing away from him but turned and smiled over her shoulder as she lowered her crotch.

Both women moaned as Dana sat her saturated vagina on the prone woman's willing face. The juice streaming from her hole deluged Mary Ellen's mouth. She swallowed and pressed her tongue in for more.

With a groan, Dana went to her hands so that she was in the "69" position with Mary Ellen. Her head immediately went between her legs.

"Oh Goddddd!!!" Mary Ellen groaned as she felt a mouth on her swollen sex again. She closed her eyes and sighed then went back to licking the vagina above her mouth. Suddenly, she felt something drip on her nose. She opened her eyes and gasped. Drew's cum was running out of her still stretched rear hole. Without thinking twice, she moved her lips higher until her tongue touched the skin between her vagina and anus. She licked upward, gathering up the running sperm.

"Jesusssss!!!" Dana screamed when she felt the tongue touch her now pulsing sphincter. Suddenly it was sliding inside and she lost control, her body shaking with a tremendous climax. Her arms and legs shook, barely able to hold her above her lover.

Mary Ellen had surprised even herself with her nasty act. However, it had excited her beyond belief. As she continued to lick the little hole, she saw movement above her. Her eyes opened wide when she realized that Drew was standing at the foot of the bed. His penis was rock hard and suddenly just above her face. She dropped her head to the bed and watched as he brought the swollen head to Dana's vagina. Everyone gasped as the shaft began to disappear inside the willing hole.

The position that Mary Ellen was in gave her an unobstructed view of Drew's penis as it separated the lips of Dana's vagina. The sight fascinated her. She watched as he began to saw it in and out, his balls inches above her face. She could see Dana's thick juice begin to coat the shaft. With a little whimper she stuck out her tongue and began to lick Drew's testicles.

"Oh God," Drew moaned.

When Drew groaned, Dana turned her head and saw the look of pleasure on his face. She smiled at him and said, "Mary Ellen has decided that she wants to feel you in her ass."

Drew's eyes opened wide in shock. "Really?" he gasped. Unceremoniously, he pulled his penis from Dana's hole and looked down at the blushing woman. "Are you sure?" he asked.

"Yes!" she whispered, her face as red as a beet.

Quickly, before she could change her mind, Drew pulled away and let her get up. Dana helped the trembling woman get onto her hands and knees. Then, she knelt beside her husband and reached for his throbbing penis. "Let me get him wet," she said and bent to take his penis into her mouth.

Drew moaned and looked at Mary Ellen. He saw her head turned and that she was watching Dana with a combination of fear and excitement on her face. He also had his reservations about putting his large tool into her virgin ass. However, a team of wild horses couldn't stop him now.

"That should do it," Dana said when she pulled her mouth from Drew's now dripping penis. Then she pushed his penis down until it was at the entrance to Mary Ellen's little hole.

The room suddenly became deadly quiet as all three of them held their breath.

Dana positioned the head on the tiny rose.

Drew fought to keep from forcing his penis into the now trembling woman. He waited and allowed Dana to push the head forward. With a little help from him, the swollen head opened the sphincter and slipped inside.

"Oh my Goddddd!!!" Mary Ellen screamed when she felt a real penis in her ass for the first time in her life. She tried desperately to hold still but her hips began to move. She wanted more.

Slowly Drew pressed forward, letting his wife's hand continue to guide him. He watched in fascination as his shaft began to disappear. He had done this many times with Dana and it was always incredibly exciting, yet this was different; this was a virgin under him. His own legs began to tremble with excitement and his heart pounded in his chest as he watched inch after inch of his long shaft disappear.

Mary Ellen couldn't catch her breath. Her head was spinning wildly. She could feel every inch of Drew's fat shaft as it stretched her and slipped ever deeper. It felt so different from the hard plastic or the impersonal rubber dildos she had used for years. This was a real penis, she told herself.

When only her hand was between Mary Ellen and Drew, Dana let go of his penis.

A grunt came from Mary Ellen's lips as she hunched her hips back at him, taking the remaining two inches. Suddenly, she felt his balls touch her vagina. She had all of him.

"Oh my," Dana moaned when she looked down at the incredible sight. Not a fraction of Drew's penis could be seen.

It took incredible willpower for the man not to begin to pound into the tight hole. He waited patiently as the tiny hole of the woman below him adjusted to his width and length. It felt as though his penis was enclosed in a slick, wet glove; one that was molded to his penis like it had been made for him alone. It was tight, yet supple, massaging every inch of his shaft.

Suddenly, Mary Ellen went crazy. "Fuck me! Fuck my ass!" she screamed. Her hips pressed back and her hands reached for Drew's thighs as she pulled him into her. It was like nothing she had ever felt before. Yes, she had had plenty of vibrators up her ass but nothing quite this long and certainly not warm and pulsing like this. The experience was beyond her wildest dream.

Drew began to move slowly at first, taking his time in order not to hurt her. However, gradually he realized that she was more than ready for him. He moved faster as the hole opened and literally sucked him inside. Soon, he was pounding into her, his hips a blur.

"Yes, yes, yes, oh God yes!" Mary Ellen screamed as electric pulses of pleasure rippled up and down her spine. Within seconds she was climaxing wildly for what must have been the tenth time that afternoon.

Drew continued to pound into her as he and Dana watched Mary Ellen climax over and over. As soon as one would end, another would start.

Dana reached between her own legs and began to play with her swollen sex lips as she watched the younger woman convulse in pleasure.

When Mary Ellen's legs started to give out, Drew moved to his side, taking her with him, his penis never leaving her still clenching ass. He kept turning until he was on his back and Mary Ellen was sitting on him. There was an almost crazed look on her face and her eyes glowing with lust as she immediately began to move up and down on his shaft, hardly missing a beat in the transition. This position forced Drew's penis even deeper into her. She began to lift up until almost his entire penis was out of her and then fall back down hard. "Fuck me! Fuck me! Fuck me!" she screamed incoherently as her thighs slapped on his.

The two continued to ravish each other as Dana watched in amazement.

Finally, Drew couldn't take anymore. "Oh God, I'm going to cum," he warned.

"Yes, yes, yes, cum in my assssss!!!" Mary Ellen screamed. Suddenly she felt the penis in her ass push as deep as it would go. She thought she could actually feel the head expand. Then there was soothing warmth deep in her bowels as Drew sent his sperm deep into her ass.

It felt to Drew like his head was going to explode. His balls pulled up into his body as he released everything he had into her warm cavern.

As the two lovers climaxed, Dana's fingers brought her to a climax as well. She watched the two of them collapse on the bed and she quickly followed, leaving all of them entwined on the bed in exhaustion.


Some time later Mary Ellen and Dana slipped out of bed. They stopped at the door and looked back. Drew was sprawled on the bed asleep. His legs were spread and his now soft penis was dribbling a trickle of cum on his thigh. The women looked at each other and smiled as they left the room.

Dana remained naked and Mary Ellen put on her robe as they stood talking quietly at the kitchen door.

"So, are you satisfied? I mean was it as good as you imagined?" Dana asked hopefully.

"It was better than anything I have ever experienced," Mary Ellen responded. Then she whispered, "Thank you! I would have never known that pleasure if you hadn't almost dragged me."

"My pleasure," Dana said as she pulled the younger woman into her arms. Their lips met in a tender and emotional kiss. When they pulled away, Dana had a troubled look on her face.

"What's the matter?"

"Nothing, I was just wondering where we go from here?"

"Well, I have a lot of thinking to do," Mary Ellen answered. She paused as she looked into Dana's eyes. "I know I love Richard and I'm pretty sure he loves me. I think I owe it to our marriage and the kids to try harder to work out our differences."

"Oh," Dana said in a disappointed tone. She was immediately sorry. She only wished the best for Mary Ellen, yet she couldn't deny a feeling of pending loss.

"Richard and I are going to have a long talk tonight. If he won't talk, I'm going to drag him to a counselor. One way or another we are going to work out our differences with his work hours and sex."

"I'm happy for you and you know I only want the best for you," Dana said as a little tear forced its way from her eye.

Mary Ellen smiled and said, "Regardless of what we work out, I know that I can never go back. Would... would you mind if I stop by from time to time... you know... in more than a... a neighborly way?"

Dana didn't understand and looked back at her curiously.

"That's only if you don't mind sharing Drew."

Suddenly Dana's face brightened. She almost yelped and hugged the surprised woman. "Anytime you want," she said excitedly.

"Watch out, or I might start sneaking over when you're away." They both laughed.

The two women parted after an emotional final kiss. As Mary Ellen walked across the backyard, she felt a trickle of Drew's sperm begin to dribble from her little hole and a shiver of pleasure ran through her. No, she could never go back, she thought and squeezed her cheeks together.

The End

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by Anonymous

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by ChubbyLuvva05/28/18

Great Read!

I really enjoyed this story. Unputdownable is the word that comes to mind.

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by HandjobHeaven03/20/18


I have just read all the comments and only one person has made the observation that this could be classified as a cuckold story.

I am also amused by the people who criticise the proof reading and errors.


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by 2Usemehard03/05/18

Written like an unselfish caring lover.

A slow gentle caring seduction. Such an unrushed and detailed writing. Quite enthralling....like a slow seduction...arousing...inspiring hardness...feverishly satisfying!!!

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by vknorris01/19/18

I had a very hard time putting this story to the side so I could sleep

It was a marvelous read! I hope you will continue with this story and a others.
Thank you, Ken

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by wtfo6912/05/17

Best of the best

This is one of the best stories I have EVER read. It was well put together and each character was brought along at a nice pace.

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