Hole in the Wall Ch. 04

"Your turn." Jillian grinned at her friend, her smeared lipstick on her chin.

"I can't top that!" Michelle was stunned.

"Sure you can!"

"I don't know if she can." The young man chimed in, still recovering.

"Oh, hush, you." Jillian snapped. She began stroking his cock again, softly. "Come on, I know you can do it. It's what you invited me over for, isn't it?" She was right. "What if I help you?"

"Fine! I'll try again!" Michelle relented. She repositioned herself in front of the cock. With a breath, she leaned in, taking the cock into her mouth. The mature woman felt as the young, hot cockhead pushed past her soft, plush lips, gliding over her tongue, just getting into her throat, before stopping.

"Oh, come on, you can do better than that!" Jillian chided. She assertively placed a hand on the back of Michelle's head, lacing her fingers through the woman's blonde hair, before pushing her face down further, surprising both Michelle and the man. He couldn't help but groan as Michelle took him deeper, deeper than ever before, three-quarters of the way down into her warm throat.

With a gag, Michelle pulled back, and Jillian let go of her head. She gasped for air, a mess of stringy saliva spilling from her mouth, covering his cock.

"Oh my god, you made such a mess," Jillian teased her friend again. She felt like a different person when she was coaching.

As the moment progressed, she situated herself again between the delivery driver's legs, sharing the lap with Michelle, the throbbing cock bobbing between them.

"Come on," Jillian encouraged as she began to lick one side of the cock, stroking the base slowly. Michelle took the cue and licked the other side. As Jillian kissed at the head, she could feel it pulse against her lips.

It was unavoidable as the two women shared a kiss, the throbbing cock partially obstructing their lips. Michelle reached up and lightly cradled Jillian's chin, pulling her friend in closer for a deeper kiss, still keeping the tip of the cock between them. The two women kissed more, their bottom lips barely brushing against the cockhead, and this teasing was almost too much for the young man. He moaned and shifted in his seat, barely able to take the treatment; but the two women almost couldn't stop. Jillian didn't realize how long she'd wanted to kiss Michelle, and now she was making out with her. She snuck her tongue out, and it brushed up against the cock before slipping into Michelle's mouth. As they frenched, the cock throbbed, and the man whimpered a simple "Please."

"We're being inconsiderate," Jillian pulled away from a kiss, glancing at the cock between them. "Let's help finish him off. Now... What do we do with a cock this slick with out spit?"

"Um..." Michelle had one thought.

"Have you ever a guy fuck your tits?" Jillian asked, point-blank.

"What?" Michelle blushed at Jillian's words. The dynamic had flipped.

"Well..." Jillian reached up and palmed one of Michelle's breasts, tenderly cupping it, massaging it slightly with her palm. Without a second thought, she reached down, grabbing the hem of Michelle's shirt, tugging up. Her friend didn't resist, and let Jillian take her tank top off with ease, revealing her large, bare breasts beneath.

"You have great tits," Jillian complimented, reaching out again, gently caressing her friend's large, maternal breasts. They were larger than Jillian's, with eye-catching pink nipples. Jillian wanted to pop one in her mouth, but knew this wasn't the time. "Let's put them to use."

Situating herself behind Michelle, Jillian reached around, taking hold of her friend's breasts. Michelle leaned forward slightly, guiding the young man's cock into her cleavage. He sighed blissfully as he felt his hard cock push against her soft skin, feeling Jillian squeeze Michelle's supple breasts around his shaft. The large cock popped up through her cleavage just enough for Michelle to lean down and give it a quick kiss, sending a shock through his system as Jillian began to move the breasts up and down, rhythmically titfucking his shaft. He couldn't help himself, thrusting ever-so-slightly in his seat, beginning to fuck Michelle's tits in tandem with Jillian's pumps.

Jillian couldn't help herself either, as she held her friend's large breasts in her hands. As she bounced Michelle's tits up and down on the young man's cock, Jillian began to play with the mature woman's nipples, teasing them as she worked. Michelle couldn't help but whimper in response, humming, she shut her eyes and bit her lip.

Michelle could feel the thick cock fucking her tits, throbbing as this young man pushed through her motherly cleavage. Meanwhile, she could also feel the warmth of her best friend's breath on her neck as she pressed up against her, feeling Jillian's own large breasts pressed up against her back, warm and soft, like hers. As Jillian held her breasts, Michelle was having trouble focusing, driven to the edge as her friend teased her nipples, playing with them, rubbing them.

The man grunted, barely getting out an "I'm close," as Jillian leaned in even closer, pressing her body up against Michelle's even more, using wet fingers to drive Michelle wild as she teased her closer to the edge.

Jillian breathed hot on her neck, before kissing gently, planting one, two, three soft kisses on her neck. She worked her way up, her breath soft, to her friend's ear, barely whispering "You like this?" as she teased Michelle's nipples.

It was all too much, and Michelle practically melted as she felt herself orgasm. Her whole body was on fire from Jillian's ministrations, and the woman hadn't even taken her pants off.

Michelle was almost limp as the young delivery driver gripped the leather of the couch with white knuckles, thrusting hard up through her cleavage, groaning loudly and cussing as he began to cum. He shot a huge blast of cum that went straight past Michelle, splattering across Jillian's smiling face. The next few shots flew at Michelle, decorating her blushing cheeks and lips. As he continued fucking her tits with fervor, the rest of his cum went straight up and down, decorating the top of Michelle's heaving breasts as she breathed hard, panting, trying to compose herself.

With one final, thick rope spilling through her cleavage, the young man collapsed back, sinking into the couch; his body practically deflating as he sighed, a stupid, tired grin finally replacing that cocky smirk.

Jillian leaned back, and Michelle did as well, slumped against her friend, still breathing hard. The young man's cock fell from her tits, flopping against his lap. Everyone was panting hard, and Jillian couldn't help but laugh.

"Well," she started. "I've certainly worked up an appetite. Any chance you actually have a pizza?"