Julia and Caroline

"Oh just ignore her," she said. "She and Phil have a hate/love relationship. They keep breaking up and getting together and they haven't figured out yet that they just aren't compatible. They both want different things."

I thought nothing more of it and got on with work.

Caroline was friendly enough with me so her mood with Phil hadn't affected her completely. In fact she was quite a bit more chatty and smiley than usual. Whatever was biting her about Phil hadn't translated into "all men are bastards."

She was wearing her hair tied back at the nape of her neck so it fanned straight down her back. Like Julia, she was wearing a "company uniform" neck scarf, tied in a knot at the side so it looked like a choker. She wore a sleeveless cream shift dress which came down lower than her normal short skirts and was low cut in front. It wasn't company policy, but I think Caroline felt she had to compete with the "glamour" girls who had been recruited just there for the exhibition. Cream high heel shoes completed her outfit, the heels bringing her firm legs into sharp definition and giving her an extra few inches of height. She was quite petite without shoes but she must have been around 5' 7" in the heels. It was a great look for her and Caroline knew it. She breezed around the stand with confidence, saving her black looks for when she met Phil.

At the afternoon break, Julia, Caroline and myself were sharing coffees and teas. Caroline said to Julia, "Julia, you told me you got a good massage from Roger again last night. Do you mind if I get the same tonight? After last night's disaster with Phil and a long day on the stand today, I'm going to need something."

Julia shot me a slightly cross look, saying "Why don't you ask Roger yourself? If his dance card is already full we might both have a problem."

I tried to reassure Julia with my eyes that I had this covered. "That's OK Caroline, you spend so much standing up at these shows, it must be hell for you girls in those heels so it's no problem to give your feet and calves a rub to take away the aches." I hoped I'd said enough that Julia was aware that I didn't plan to take things with Caroline to the levels we'd reached last night.

"That's fabulous," said Caroline, "shall we say 9.00 after our meal? You can have time to do Julia before or after if you like."

Julia looked relieved. If Caroline had picked up on the non-verbal signals flying back and forth, she gave no sign.

"Let's see how I feel," Julia said. "I might have things to do with Dave and his clients tonight anyway."

We all went away pleased that our arrangements were sorted and no relationships and confidences had been broken.

Julia pulled me aside later and apologised. "I'm sorry if I came across all jealous just now. I'd love to think we could repeat what happened last night but I've no claim on you. If you want to fuck Caroline, that's not a problem for me; in fact it might do her some good; she could do with a good seeing to to remind her that men can be quite useful at times. Just remember, what happens at the show stays at the show and don't break Caroline's heart."

I was touched by Julia's words. She was giving me permission for something I wasn't sure I wanted and I felt conflicted.

"I'm not sure Caroline's my type Julia. We had fun last night and it's maybe something we could do again. But tonight with Caroline's just a massage for me."

Julia looked quizzically at me and I nodded my head then we both went back to work.

We finished our meals quite early that night so I went to my room and read before having a shower. I dressed in jeans and a casual denim shirt; I do scruffy better than casual but I looked presentable and at least I was clean.

I went to Caroline's door, knocked and was invited in. She'd changed from her work outfit into a loose ivory silk vest-like top over gold coloured wide-legged culottes which came to just above her knees. The colour of the clothes set off her dark honey tanned skin and for once she wasn't wearing make-up. Her hair was untied and I could see just how much there was of it, brushed back over her head and spilling over her shoulders. There were towels already laid out on the bed and the lotion bottle was ready.

"It looks like we're ready to go Caroline," I said. "Do you want to sit down?"

Caroline sat down on the bed against the headboard. I sat at her feet and she watched as I began to rub her foot. The soft pads of her feet felt quite supple and as I worked the lotion in between her toes, Caroline closed her eyes and relaxed and sank onto her elbows. Her feet were small and delicate, her toes slender and neatly manicured with no trace of the hard work they'd had during the day.

She sighed and said, "that's really good Roger, I can feel the joints loosening up." She wriggled the foot on the towel over my leg and into my lap as I manipulated it, her toes nearly touching my trousers. As she rested on her elbows, her breasts were pushed up under her vest top, accentuating their size and stretching the fabric across the peaks. I could see the shape of her nipples but they weren't prominent even through the thin silk.

Her culottes fell softly over her legs, exposing the tops of her knees and a little thigh but the drape of the soft fabric meant that I wasn't going to get a sight of her knickers as I had the first night.

"Well, that's probably for the best," I thought, "this is just a massage after all. Nothing to see here!"

"The other foot now please," said Caroline, moving her right foot to join the other on my lap. The change in balance meant that she moved slightly down the bed so she lost her elbow support and fell backwards, her head hitting the pillow and her hair fanning out.

"Wow, that was elegant!" She laughed. She wriggled in the new position to get comfortable.

The slight movement downwards meant that both feet were now resting on my cock trapped in my jeans. This wasn't a problem until I started to massage her right foot. Her left foot remained where it had been and the combination of the movements of the massage and her involuntary twitches rubbed her foot through the towel and my jeans directly onto my cock. The friction was gentle but enough to get my cock stirring. I tried to ignore it and Caroline neither said anything nor changed her movements deliberately to stimulate me.

I moved my hands up Caroline's leg to massage her calf. This caused even more pressure of her foot on my dick. I was sure she could feel the hardness now through her small soft foot. The gentle rolling motion she made could have been the effect of massage but whatever it was, I now had a raging erection. I'd enjoyed foot jobs from girlfriends before and this was getting close to a full performance.

"Must stay professional," I thought. "Change legs now Caroline," I said out loud.

With a sigh, Caroline moved her left foot back into my hand and now rested her right foot on my throbbing cock, wriggling her toes as if to relax them but in reality driving me insane. Her vest top had ridden up and her hands were resting on her bare stomach. I could see that one hand had risen to be just underneath the vest and one was creeping down to the waistband of the culottes. This was torture!

But I remembered Julia's words "Don't break Caroline's heart," and no matter my desires, I wasn't going to push anything.

"I think I had too much at dinner tonight and I feel a bit constricted." Caroline suddenly said, "Do you mind if I loosen my trousers, the waistband's digging in?"

"Sure, go ahead," I said as she undid the belt and the top button of the culottes. My words came out as a croak; my mouth was dry and another part of me was now distinctly damp.

I felt light-headed as the blood had gone from my brain and engorged my penis. "I've nearly finished now though. I'll just get a drink - you should have some water as well, massage dehydrates you." I was practically babbling by now but Caroline just calmly lay back on the bed, her feet gently massaging my dick and with her hands close under the swell of her breasts and inching towards her panties.

"Good idea," she said pulling herself together and sitting upright, shaking her clothes almost back into place. I went to the table and got us both a glass of water and passed one to Caroline as she sat cross legged on the bed bent slightly forward so I got a glimpse of her breasts swelling part way down her vest. I was going to have to be satisfied with this view as my reward for the massage but I was pleased that I'd kept my word to Julia.

Taking a sip of water, she said "If you don't mind, Roger, I'm so impressed by what you've done for me, I'd like to return the favour and learn something in the process. Would it be alright if I tried to give you a massage?"

I very nearly spat my drink out. Looking back at the bed I saw this hot, exotic, dark-haired babe with a vest hanging off her shoulders showing most of her boobs, a bare midriff and culottes which were half unbuttoned. If I wasn't mistaken, I could also see through her crossed legs that there was a darker stripe of gold at the junction of her legs where the material stretched across her inner thighs.

And she was asking for permission? I was sure she could see my tongue hanging out and my eyes rolling round like a fruit machine! I had two thoughts; "Thank you God" and "Be careful what you wish for girl".

"That would be really nice," I managed to squeeze out. "Let's swap positions and see how it goes. Don't worry if you haven't got the strength to get deep into the muscles though."

I took my shoes and socks off and started to get onto the bed while Caroline shuffled off and put her water down. "You'd better slip your jeans off as long as you're decent," she said, "I think it might be a struggle for me to massage your legs over the denim."

I was a little worried now. My erection hadn't subsided much and I didn't want to shock the poor girl - I was still trying to be honourable.

"How about if I lie on my front," I said, "That way you can tackle the larger muscle groups." I had on my clean boxer shorts so it was almost like being at the beach I thought.

"Good plan," she said, so we assumed the positions, me lying face down with my boner pressed into the bed and Caroline standing over me spreading lotion over my feet and legs.

For a beginner, she wasn't doing badly. I think she had a little difficulty with the hairs on my legs, but she did my feet proficiently, moved onto my calves and then started on my thighs.

Her hands came off my thighs and I was thinking she might want to stop now. "Are you OK?" I asked. I heard a rustle of silk as she moved.

"Yes, I'm fine," she said, "I'm rather enjoying this."

She put her hands on my thighs again. Now, instead of continuing the massage, Caroline's hands went up the legs of my shorts and went straight to my balls and the base of my cock.

"And I was enjoying the view as well but I think it's time to show you what my hands can really do"

I jerked at the touch but she continued. "No, just stay there. You've done me so much good and I heard what you did to Julia last night so it's time for your reward."

I now started to get worried. "Oh, what did Julia tell you?" I asked.

"Oh, she said nothing but I heard everything that went on through the door. You weren't exactly quiet. It's a good job Dave didn't come back."

Caroline's hands stroked and massaged my balls. With one hand covered in lotion, she rolled the balls in her hand and with the other, she grasped the base of my cock trapped underneath me and moved her hand as much as she could, slowly easing my cock forward and back. My cock was leaking precum and she was spreading it around in her palm without pulling my foreskin back.

"Lift your hips a bit, I need better access and it's time to lose these." Her hands went to the waist of my boxers and slipped them off my buttocks down my legs. "Don't turn over, I want to do your back now. I'll push your shirt up a bit as well."

It was a bit of a struggle as Caroline firmly pressed my back into the bed whilst adjusting the clothing. She soon returned to my balls however, then moved her hands to my buttock cheeks.

"Your arse feels lovely," she said. "You work out don't you? Tense your muscles for me; I love to feel a man's butt muscles, they're so different from a womans."

"And how would you know that," I wondered but complied with the request. Both her hands were on my arse cheeks now as I flexed them and Caroline squeezed as if kneading dough. One hand went round my waist to my cock and continued wanking me while the other went back to my balls.

My hips were moving now in time with her strokes. "Mmm, that's nice. Keep doing that."

"Oh no, I don't want you to come yet," she said, pinching my cock hard to break the impetus and I felt her sink lower. The hand that had been on my balls moved up to my arse and I felt her body sink before it pressed into my back. "Is this nice too?"

I felt two mounds of soft skin touching my back, then flattening. The rustle of silk I'd heard was her removing her vest and she was now rubbing her bare tits on my lower back as she stroked my cock. Without speaking, I rose up on to my knees. Caroline followed me, moving behind me to push her groin into my bottom, continuing to stroke my back with her tits and use her hands to wank me. Her hair fell over and scraped along my back as she glided, adding to the sensations. The way she stroked my shaft was so gentle that I wasn't close to coming, but I wanted to see her face and her body and I wanted to get closer contact with her.

"You'd better stop now if you don't want me to lose control. I want to pleasure you as well," I whispered. My voice was still croaky.

"Stay there a bit longer, I know what I'm doing" she replied.

Her tits came off my back and she stopped stroking my cock. Her hands pushed my back down and moved back to my buttocks so I was on my hands and knees. I felt her part my cheeks as her head dipped between them and started licking at the base of my cock and to my arsehole. Her tongue lapped at my arse, covering it with saliva and making it slippery. Her hand moved down and began circling my ring, working the spit into the hole then teasing it with her finger. The finger slipped in and more saliva was added from her probing tongue. Her finger was like a small cock, invading my anus and fucking me. I couldn't resist pressing backwards to meet her jabs. Her other hand was now on my back, controlling my movements. My cock was as stiff as a broom but was getting no attention. I was groaning and Caroline kept at her task, increasing the pace and depth of her finger fucking.

She stopped and said "I want you to turn over now. I think you're nearly done."

She backed up and I rolled over. I marvelled at the site of her tanned breasts. Modestly sized but perfectly domed, full and perky Her small nipples stood proud and shining with massage oil after rubbing along my back. My engorged cock was standing at 45 degrees and twitching, glistening with precum and begging for more attention.

Caroline reached for the bottle of lotion. Pouring some into her hands, she bent over and cradled my throbbing cock in the valley between her breasts, sliding her fingers up and down and spreading the lotion and my precum over her breasts. She rubbed her nipples with my cock and rolled them between her fingers. I was aching to cum but she paused and arching back on her knees she said, "How am I doing with the massage lessons? Do you mind if I get naked now? And you might like to take that shirt off."

I didn't think the first two questions needed an answer. I rushed to take my shirt off, ripping the threads on some buttons in my eagerness. Caroline stood by the side of the bed and her already loose culottes fell to the ground. She turned around and slowly peeled a black G string off her backside, bending from the waist so I could see her cleft and the upside down exclamation mark of her smooth arsehole and pussy slit, running wet with her own moisture and opening as she bent to show the deep pink of her vagina. When she turned round, I saw she was shaved apart from a narrow wedge just above her clit hood, the dark black hair standing out against the neat pink slit and the butterfly lips peeking through.

She climbed back on the bed, kneeling and straddling my legs. She licked the length of my cock, cleaning off the precum before moving upwards and again sliding her breasts against my manhood. She remained in this position while I put my hands on her head and moved with her, not pushing or controlling but trying to play my part in the worship this sensuous woman was giving to my shaft. Her hands came together to press my cock between her breasts and coated them with the mixture of lotion and precum.

"Do you like this?" She asked. "When I wear a low cut blouse, do you imagine my breasts around your cock like this? Is this what you've been wanting to do with me? Would you like to slide your dick somewhere else?"

Her breasts and torso shimmered with the lotion. She moved against my body so her breasts were now millimetres from my stomach and chest. She dipped slightly and her slick nipples grazed my torso, circling and sliding as she pressed and squeezed her tits pushing the soft flesh sideways. She sighed - the extra stimulation was getting to her as well. As my cock twitched up, it brushed against her stomach but she ignored it, moving further up so her lips touched mine. We kissed deeply. I held her head and she moved her arms above my head to rest against the headboard. Her hair covered my head and she moved her tongue around my mouth, exploring the inside of my cheeks.

"You'll have to help me out now," she said and moved further up the bed. Her pussy was directly over my mouth now, her legs spread so the lips parted and I could see her deeper inner pink love tunnel open and waiting. I could see up her body to her tits and head looking down. She sank down and my mouth lapped up the cream from her cunt and replaced it with my saliva. I placed my hands under her arse cheeks to support her and licked from between her sweet pink arsehole up to her slit and to the top. Her clit was still hidden inside its hood and she arched her back so I could reach it. I drew the sweet bud into my mouth and flicked it with my tongue, gently closing my lips around it and sucking. She moaned as I stuck my tongue deep into her pussy and I explored her as she'd explored my mouth earlier. She pushed against my hands and her arse touched my chin as she strove for extra friction. I increased the speed of my licking and sucking, alternating between her pussy and her clit. I felt her hand creep down past the wedge of trimmed black hair to rub the top of her clit and the juices increased as her legs began shaking. A strong orgasm overtook the girl and she pushed repeatedly lower onto my face as her fingers rubbed faster and faster. My tongue struggled to catch up so I just drank the cream produced from Caroline's cunt as she whipped up the juices.

With soft cries, "Oooooh, Aaaah, Goood, Goood!," Caroline sank back away from my face. I moved my hands from her arse and she rested her body on mine, breathing deeply. I blew her hair from around my mouth to breath and lowered my hand to my cock to give it some relief.

"No, don't do that, that's a waste," she muttered, slowly coming to. She rose up. Her honey coloured chest had taken on a pinker tinge; she pushed her breasts out and cradled them, standing proud. Her thumbs flicked over the nipples, tweaking them into full stiffness. She tried to bend her head to lick them but couldn't reach so she threw her head back, flicking her hair to one side and giggling like a schoolgirl.

She moved backwards and nestled onto my cock, spreading her cunt lips around my cock. Her damp pussy lubricated the stiff pole as she started to slide. As she moved forward, she tilted her hips forward so that my cock slipped just inside her pussy. With one push from me, or a slide back from her, I would be buried deep in the warm wet cunt. Caroline showed her athleticism by pulling her arms above her head and making a knot of her hair, rolling her hips forward so that I slipped out again as she moved back, teasing me. Her breasts rode up and I reached my hands out to support her. I delighted in the feel of her wonderful globes filling my palms. They were firm and pliable and with the moisture still on them, I found I could slide my hands from the side to fully over the nipple easily, propping her up but stimulating her nipples at the same time.