My Naughty Stepsister Watching Me

I had just returned home after a workout at the gym and was mixing a protein shake when my stepsister Nicole and her best friend Shelly came into the kitchen. They had apparently just finished with cheerleading practice as they were still in their hot little skirts and tight sweaters.

I was wearing a muscle shirt that showed off my arms and Shelly came over and gave them a playful squeeze. "Wow, David. What big muscles you have," she said teasingly.

Smiling down at her and quickly glancing at her large breasts straining against her sweater I felt like saying that she had some nice big things herself. I probably would have if Nicole hadn't been there.

Shelly and I had been flirting all through high school and it had greatly increased since she became best friends with Nicole and was over at our house all the time. Nicole's Mom had married my Dad about a year ago and they had moved in with us.

Nicole had to transfer to our high school for her senior year, which I thought must have been really hard, but she had quickly made lots of friends, and given her incredibly good looks, was soon the most wanted girl in class.

Nicole was tall and had long dark hair and a great tan. She loved the sun and was outside tanning by the pool as often as she could. That had given me plenty of opportunities to check out her body. I realize that it is technically wrong to scope your stepsister, but since I am an eighteen-year-old red blooded American male....

Nicole would wear small bikinis when she tanned and her body was unbelievable. Her breasts were perfectly proportioned and sat high and firm on her chest. Her stomach was as flat as could be and her long legs and ass were toned to perfection from all her cheerleading and aerobics. We usually weren't at the pool together long before I would have to excuse myself to relieve my throbbing cock.

Shelly was the complete opposite of Nicole, but just as hot. She was short, petite and had medium length blond hair. Her breasts were very large for her frame and everyone in school wondered if they were real. She had incredible legs that she loved showing off with short skirts and cut off shorts.

"So, what are you two doing tonight?" I asked. It was Thursday night and we had the house to ourselves since our parents had left for a long weekend in the country.

"Oh, not much. We thought we'd watch a movie and just hang out," Nicole replied. "You're welcome to join us if you want."

I was still getting used to living in the same house with Nicole. It had been really awkward at first, but was gradually getting easier. It didn't help that I was really attracted to her and that she always wore skimpy little outfits around the house. I don't know if she was teasing me on purpose or was just oblivious to the effect she had on me.

"I wish I could, but I have to study for my Calculus test tomorrow." Why I took Calculus second semester of my senior year I'll never know.

"Okay," replied Nicole as she walked into the family room, "We'll try to keep it down."

"If you need to study you better try to keep it down too," Shelly said under her breath as she smiled seductively at me while quickly glancing down at my crotch.

I just shook my head at her as she left the room with a laugh. Damn that girl could flirt.

I reluctantly dragged myself up to my room and hit the books. It was all I could do to concentrate as I could hear the girls laughing downstairs. My mind started drifting and began focusing on Shelly and Nicole instead of math. I felt a little swelling in my groin as I thought about Shelly's words to me.

I had just got back to focusing on my test when I heard a faint knock at my bedroom door. Turning, I saw Shelly peaking her head in. I motioned for her to come in. She had changed out of her cheerleading outfit and was now dressed in her trademark cutoff jean shorts and tight stretch top. As she moved closer I caught a whiff of her perfume, which smelled delicious.

"I thought you might want to take a study break," she said smiling at me.

"I wish I could, but I have a ton of studying to do to get ready for this test."

She had moved behind me and started rubbing my shoulders. "Oh, just come watch the movie with us for a few minutes. It will help you relax."

"Alright, just for a few minutes" I replied, enjoying the massage she was giving me. We went downstairs and after grabbing a drink from the kitchen sat down on the couch next to Nicole. She had also changed into shorts and a white belly shirt that showed off her stomach and her tan quite well. She was lounging on the couch with her feet up on the coffee table and looked amazing.

We started watching the movie, some lame romantic comedy, and soon my attention was fixed on the two women beside me rather than the television screen. I was staring at Shelly's legs out of the corner of my eye when she shifted her position a little and nestled up against me. Her perfume was making my head spin a little, as was her proximity.

After a few more minutes she brought her hand up and rested it on my leg. This was very forward, even for Shelly, and I glanced over at Nicole to see if she had noticed.

"Don't worry," Shelly whispered. "Nicole's asleep." Another glance confirmed that my stepsister had dropped off. Shelly started rubbing my leg up and down. I looked down at her and was treated to a wonderful view of her cleavage. I felt the familiar thickening in my cock and fought to keep it down.

Shelly must have seen the outline of my hardening cock through my jeans because she moved even closer and looking up at me whispered, "Well now. Are you enjoying your study break?"

"Yeah, it's not bad," I whispered back noncommittally.

"Not bad, huh." She smiled. "Did you have something else in mind?" Her face was now inches from mine and she looked so good as she stared up at me with her big blue eyes and full lips.

I looked down at her again and our eyes met. She very slowly traced her tongue around her lips and inched even closer. That was it. I couldn't resist any longer. My lips drifted slowly down until they met hers in a soft, hot kiss. Shelly had turned toward me and her breasts were now pressed against my arm. She had swung her left leg over and was rubbing it on the top of my leg. My cock was now fully engorged and was straining painfully against my jeans.

Shelly broke our kiss and moved her head around to kiss my neck and ear. I looked down and was treated to an incredible view of the tops of her full breasts. She whispered in my ear, "Well, if you don't want to watch the movie, maybe you'd like to do something...else. How about some aerobic exercise?" After she whispered this she ran her tongue along my ear and moved her leg up and brushed it against my raging hardon.

I was quickly losing control but somehow managed to whisper, "What about Nicole?"

"Don't worry about her. She's sleeping and I promise I'll be really quiet."

"Oh, then forget it," I replied teasingly as I started kissing her neck.

She rose to her feet and pulled me up off the couch. We silently left the family room and headed upstairs to my bedroom. Once we were inside she pushed me down into my chair and straddling me, she slowly sat down in my lap bringing her excited breasts inches from my face.

She started rubbing herself against the bulge in my pants and I could see her nipples start to harden right through her top. She reached down and lifted my chin and then engulfed my lips with hers in a hot, wet, steamy kiss. I could hear her moan softly as I slipped my tongue into her mouth. After months of teasing and pent up frustration we were both reveling in the feeling of finally letting go.

As we continued to kiss, my hands traced their way down her back until they found her ass. I slowly ground her against my cock as our tongues continued to dance. We finally broke our kiss and Shelly sighed, "Oh, you're such a good kisser."

"Mmmm, you taste so good I could kiss you forever," I replied as I pulled her even closer, pressing her breasts firmly against my upper chest. I glanced down and started lightly kissing along the tops of Shelly's breasts, loving the feeling of her soft skin against my lips. I reached up and gradually slid her top off of her shoulders as I

continued to bathe her skin in my sweet kisses.

I then ever so slowly began pulling her top down until the top edge of her bra was revealed. With my tongue I traced along the edge of her bra while I continued pulling her top down. Shelly slipped her arms through the top and now her full breasts encased in her tiny white lace bra were revealed. The bra was doing everything it could to hold her heaving breasts in as her nipples pushed out against the sheer fabric.

I reached up and grabbed the straps of her bra and slipped them off her shoulders causing her to moan again softly in anticipation. I smiled up at her and brought my lips back to the tops of her breasts. I slowly started pulling her bra down and bathed every inch of newly revealed skin in hot, wet kisses. Soon, the top edge of her bra was resting on top of her swollen nipples. I kissed all around her nipples and ever so lightly grazed the tip of her nipples through her bra with my tongue.

"Oh, yes!" she groaned as I pulled down on her bra and it finally slipped down past her nipples. Her breasts sprang up and her swollen nipples looked incredible and so suckable. I sat back and just stared at her breasts. I had fantasized about them for so long, but the actual sight of them was beyond my wildest fantasies. They were round and tight and sat high on her chest. They were beautifully white and her contrasting brown nipples arched up begging to be sucked.

"Wow," I said half to myself and half to Shelly. She was clearly pleased at the interest I was showing in her breasts.

"Do you like my tits?" she asked as she brought her hands up to her breasts and held them up for me. "I hear there is a lot of discussion around school about whether they're real."

"Well?" I questioned.

"Why don't you feel them and see for yourself," she purred with a gleam in her eyes.

I brought my hands up and gave her incredibly firm tits a gentle squeeze. They felt amazing, and they were all real. I brought my mouth down to her breasts and started kissing and licking all over them, but being careful not to touch her nipples. I swirled my tongue around and around her nipples until she was moaning and dying for me to take them into my mouth.

"Ohhh, please!" she groaned. I just smiled up at her and continued to lick around her aureoles. "Oh, suck my tits!!" she pleaded. Her nipples looked so plump and hard I could hardly wait to take them into my mouth. I took the tip of my tongue and brought it to the very tip of her nipple and started lightly flicking it back and forth. As soon as my tongue touched her nipple it was like a shock of electricity went through her. Her body lurched and she began grinding against me again in earnest.

After I teased her nipples with my tongue I finally wrapped my lips around her nipple and began to softly suck on it. Her nipples must have been incredibly sensitive because her breathing began to quicken and her moaning increased. As I worked on one nipple with my lips and tongue, I gently rolled her other nipple between my fingers.

"Damn!! That feels so good," she moaned as I began to lightly scrape her plump nipples between my teeth. She brought her hands down and started feverishly undoing the buttons on my shirt. She slipped her hands inside and started rubbing them all over my chest and stomach.

"Mmmm, I see you've been working out hard," she said as she ran her hands over my muscled torso before slipping my shirt off of my shoulders and throwing it on the ground. She scooted down a little in my lap and began rubbing her sensitive tits against my hard chest as our lips met once again in another hot, wet kiss.

By this time my cock was getting rather uncomfortable and dying to be set free from my tight jeans. Fortunately, Shelly had the same idea as she slowly slid off me, dragging her breasts down my stomach and across the large bulge in my pants before kneeling on the floor in between my legs. She bit her bottom lip as she reached up and undid the button on my jeans.

"It looks like something in here wants to come out and play," she said with a wicked gleam in her eyes as she slowly lowered my zipper. I lifted my hips up off the chair as she began tugging my pants down. She finally pulled them past the end of my cock and it sprang up stiffly forming a large tent in my knit boxers.

Her grin widened as she examined the outline of my cock through my boxers. "Mmmm, it looks like your muscles aren't the only big parts of your body."

Shelly slowly stood up and hooked her thumbs in her cutoff shorts. "Would you like me to take these off?" she asked innocently as she slowly swayed her hips from side to side. The sight of her standing before me with her beautiful naked tits and just her tiny shorts on caused my cock to twitch. Looking down she laughed and said, "Well, I can see at least part of you wants me to take these off." I looked up at her and smiled and started nodding my head.

Shelly stared into my eyes as her hands moved to the front of her shorts and she undid the button. Then, she slowly turned around until her back was facing me. As she gyrated her hips back and forth I could hear her gradually pulling her zipper down. I was so excited it felt like my heart was going to pound through my chest. Here I was in my bedroom with my sister's best friend whom I had fantasized about for months and she was about to strip right in front of me. I was in heaven.

Shelly seductively looked over her shoulder at me as she started to slide her shorts down her hips, gradually revealing the top of her lacy, white thong. She slid them lower and lower, revealing more and more of her unbelievable ass. It was round and tight and looked so good I almost came just from the sight of it.

Shelly let her shorts fall to the floor and stepping out of them began to back towards me. I sat mesmerized as she brought her smooth, white ass closer and closer. Finally she was standing between my legs again and her nearly naked ass was inches from my face. With a wicked look in her eyes she bent over and began to wag her ass back and forth in front of me. My mouth was watering as I could see the outline of her pussy in her tight, lacy panties.

Raising herself back up, Shelly then put her hands on me knees as she bent her legs, bringing her ass down to rub against my cock. I let out a moan as she rubbed herself against me. Looking down, she maneuvered the tip of my cock around until it was rubbing against her panty clad pussy. She rubbed herself up and down against me and I began to smell the sweet musky smell of her sex as she got more and more excited. She was making a delightful sighing sound and was clearly thoroughly

enjoying herself.

She finally stood up again and turned around so she was facing me. With a lick of her lips she dropped to her knees and focused her attention on the huge tent in my boxers. She ran her hands up the insides of my thighs and traced all around my cock over and over until I was dying to feel her touch on me. Man, this girl knows how to tease I thought to myself.

After a few minutes of her near misses as her hands touched everywhere but my cock, I was virtually lunging my hips off the chair begging her to touch my raging hardon. She finally relented and brought her mouth down to the base of my cock where she proceeded to lick the entire length of my shaft right through my boxers. Then, reaching up she hooked her fingers in my waistband and began to pull my boxers down with a very excited look on her face.

"Not so fast," I said as I gently pushed her back. "You first." I stood up and pulled her to her feet. Looking down at her filled with lust, I pulled her close and started kissing her again. My hands reached around to her back and pressed her tightly against me as we passionately kissed. I brought my hands down to her ass and enjoyed how incredibly soft it felt before squeezing it against my hard cock as I ground against her.

She moaned eagerly even as we kissed, and I swung her around and backed her against my desk. Quickly brushing my books away, I picked her up and sat her on the edge of the desk. She leaned back as I grabbed her hips and started grinding my engorged cock against her smoldering pussy. She moaned excitedly as we continued to dry fuck through thin layers of clothes. I pulled back from her and could see from her damp panties that she was very excited.

I sat down in my chair and placing Shelly's feet up on my shoulders, began to slowly wheel towards her. Her calves slid down my back as I got closer and I began to kiss along the insides of her thighs as I approached her waiting pussy. Out of the corner of my eye I saw my Calculus book and laughed to myself as I was about to start studying an entirely different subject.

Shelly was staring at me excitedly as I kissed closer and closer to her panties. With my tongue I traced the outline of her thong that just barely covered her lips. I slipped a finger in the top of her panties and ran it through the neatly trimmed patch of hair that guarded her most prized treasure. Looking up at Shelly her face was flushed with the excitement of our foreplay. Her breasts were heaving and her hips

were slightly thrusting up at me begging me to touch her pussy. I continued to trace all around her until I let the tip of my tongue slip under and inside her panties, barely touching her outer lips.

"Ohhh, shit!!" Shelly moaned as her shoulders dropped down on the desk and she brought her hands up to squeeze her breasts. I continued to lick along her outer lips thoroughly enjoying watching her play with her tits. Finally she could take the teasing no longer and she looked at me as she brought her hand down to her panties.

"Do you want to lick my pussy baby?" she asked huskily. I just smiled at her and dragged my tongue the length of her outer lips. She must have taken that for a yes because hooking a finger in the side of her panties she proceeded to slowly pull them to the side revealing her gorgeous pussy. It was prettier than I could have imagined. Her lips were shaven and were swollen revealing the inner folds of her pussy. Her clit was also clearly swollen and visible at the top of her hot, wet pussy.

I just sat there staring at her, studying every last inch, for what seemed like an eternity. Although she was clearly pleased with how captivated I was by the sight of her naked pussy, she was obviously hoping for a little more action. She spread her legs wider giving me easier access to her waiting pussy and scooted her hips down closer to my mouth.

I could no longer contain myself. Our eyes locked together as I brought my tongue to the very bottom of her juicy slit. I let the tip of my tongue ever so lightly touch the bottom of her pussy and left it there as I slowly circled it around and around.

"Uhhh!!!" she groaned. "Lick my pussy, baby!" she pleaded. She raised herself up on her elbows and was watching intently as my tongue lightly touched her pussy. I teased her for a few more minutes and then I slowly sank my tongue in and licked the whole length of her pussy with one slow, fluid movement, parting her lips and tasting her sweet nectar.

"Ohhh!! Yes!!!" she cried loudly as her back arched and she dropped back down onto the desk. I was afraid she was being a bit too loud and was going to wake Nicole but there was no turning back now. I licked the length of her pussy over and over again, reveling in the wet warmth of her inner lips. Shelly was letting out a continuous stream of moans that was getting me very excited. She was getting very wet and it was all I could do to lap up all of her delicious juices.