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I watched Rose's hand as I continued pumping Serena's twat. Every so often I would glance up to meet Serena's blue eyes, each of us wondering when Rose would make that last move, crossing the line from observer to participant and losing the dare. It wasn't a question of if, neither of us really believed Rose would be able to sit on the sidelines for any real length of time. The only question was, would it happen before or after the five minutes were up.

In the meantime I carried on plunging in and out of Serena, maintaining my pace with little effort. I think we were both enjoying ourselves - I know I was, after all I had wanted Serena for months, and I was pretty sure she was having fun, she was certainly moaning enough - but I also knew for my part at least, after my session with Rose, it was going to be a good while before I was ready for another climax, certainly longer than the five minute encounter this was supposed to be. Unless of course, something extraordinary happened. But it was going to have to happen quickly, time was running out on the dare.

Just as I was beginning to think that Rose would make it all the way through without participating I heard a small laugh come from her and she turned her head to the left, looking up at me with a devilish smile. Then she stuck out her tongue at me, a move I briefly mistook as child's play, before turning back to look at my cock as it slid in and out of Serena's pussy. I quickly looked up to Serena and saw that she was watching Rose with eyes gone wide, the meaning of the dark-haired woman's extended tongue now obvious.

Rose waited just long enough for her intent to become clear to Serena before she closed the remaining inches and took her first lick of the older woman's clit.

"Uuuunnnnnhhhhhhhh!" Serena let out a heartfelt moan, something I could easily identify with having been on the receiving end of Rose's talented tongue a couple of times myself.

With that single touch of her tongue Rose had lost the dare, but, for whatever reason, she didn't seem to care. She also wasn't stopping with just one lick. In fact, having completed her initial exploration of Serena's clit Rose had immediately returned for more, her tongue now a blur of motion around the blonde's most sensitive spot.

Rose wasn't the only one who had shifted into high gear. It's not every day a guy gets to see two incredibly hot women lezzing out in front of him. Not without slipping a DVD into the player anyway. As soon as I saw Rose's tongue make contact with Serena's clit I knew I was getting the something extraordinary I had wished for and I began to pound away at the blonde's pussy once more, only this time I could feel the pleasure building rapidly.

My position was not the best for witnessing my first real life Sapphic experience, but if I leaned back a little I could see enough of Rose's tongue as it fluttered over Serena's flesh to send a jolt of pleasure straight to my crotch. A few seconds after I leaned back Rose shifted with me, her head once again blocking my view as she took advantage of the extra space to work over more of Serena's twat. I didn't really need to see Rose in action, I knew exactly what she was doing, but we men are visually stimulated and it was my first time watching one woman go down on another, so I leaned back a bit more. Rose shifted with me again.

I figured it would only be a couple more minutes before Serena was screaming out her orgasm, and I was resigned to the idea that it would be mostly because of Rose's tongue that she was, but I thought I would, in some small measure, be contributing to her pleasure. I thought wrong.

The further I leaned back to view Rose licking Serena out the more the black-haired woman moved with me, until we finally reached a point where she just started to push me out of her way, keeping at it until I could no longer maintain my position, my cock slipping out of the blonde with a sodden pop. I think I was the only one who noticed.

Serena was unaware of the jockeying for position that was going on between her legs. From the second Rose had first touched her clit she had been carried away by the sensation of another woman's tongue licking her and she was lying on the carpet with her arms crossed over her eyes, her moans almost continuous except for brief occasions when she was forced to stop to draw a breath. When Rose's tongue successfully displaced me she uttered her first coherent words in minutes, "Oh God, Yes!" as the younger woman pivoted into the place I had just vacated and drilled her tongue all the way into Serena's cunt.

It was worth being replaced by a woman just to see Serena's hips lifting off the ground as her left hand came down to grasp the back of Rose's head, holding it to her pussy as she tried to grind her clit against the shorter girl's tongue.

In spite of having just been deprived of what I assumed would be an extremely satisfying climax, I found that I was really enjoying my new role as voyeur. As I already mentioned this was the first time I had ever watched one woman eating out another woman, and the mere sight was proving to be almost as exciting to me as fucking. Almost. I moved up on Rose's left side so I could get as close to the action as possible, taking Serena's right leg and lifting it so I could come in underneath. Rose saw me coming and she tilted her head to the right just enough so I had a perfect view of everything she was doing. Sure, now she moves her head so that I can see.

I watched Rose work over Serena's snatch in some awe. Rose knew as well as I did that it was only a matter of minutes before the blonde would be creaming her tongue, but she didn't let that stop her from giving Serena the four-star treatment. Quite the opposite in fact. Rose seemed determined to use whatever time she had available to demonstrate all her considerable oral skills, and let me tell ya, the girl was good.

So good that I began to feel somewhat intimidated. If Serena and I were going to get together for some sport humping how the hell was I going to top her time with Rose. I could tell just from watching that the TV actress was better at muff diving than I was. Hell, she was probably better at it than those pornstars on my imaginary DVD. And they make a living out of it. But, to be fair to myself Rose probably had more experience at rug munching than I did. After all, if her boasts were true she'd been with more women... now there was a humbling thought. I was back to being intimidated.

Intimidated and horny as all get out. I might find my talents being compared to the Irish vixen's one day, but that day was in the future. For now I could do nothing but watch, and maybe hope to learn a few new tricks along the way.

Lips, tongue and even her teeth, Rose used them all to one degree or another as she ate Serena out. And the way she did it made the phrase 'eating out' come to life in a whole new way. Rose was doing more than just using her lips and tongue to touch Serena in such a way as to bring the fair-haired woman pleasure, she was also receiving a great deal of pleasure in the doing, and not just because she was drinking down the plentiful juices that were almost pouring out of the blonde's sopping pussy. When Rose used the tip of her tongue to trace the edge of Serena's inner lips, or the bottom to rub over the older woman's clit you could see the pleasure written on her face, in the way her eyes would close only to open seconds later with such a look of lust in them, or in the way she would laugh even as she tried to corkscrew her tongue deeper and deeper into Serena's folds. Rose wasn't just eating Serena's twat. She was dining on it.

And as with any good meal, it must eventually come to an end, but, again, as with any good meal, not before dessert has been served.

After treating Serena to the abridged edition of the Rose McGowan guide to eating pussy Rose moved up to her lover's clitoris, using the tip of her tongue to tease the hood back what little distance remained and thereby completely uncovering the tiny bundle of nerves. She took a few circular licks around the bud, each one getting a longer and louder moan of pleasure from Serena, and then she wrapped her lips on the nub and sucked.

Serena practically exploded, "OH FUCK!!!! GUUUUUUHHHHHH!!!!"

She lifted her hips further off the floor as she came, her hand continuing to press Rose's head into her cunt, and then her strength gave out and she collapsed back to the carpet, but not before her right hand came down to join the left, trapping the black head of hair between her legs, which slowly crossed themselves on Rose's back. Serena lay like that for several minutes, unmoving, just laying there and enjoying the aftereffects of her climax. That and Rose's tongue which had never ceased moving in her pussy, flicking here and there and collecting every delicious drop of her cum.

A few more minutes and even that came to a stop as Serena's hands and legs fell away from Rose's body to land on the carpet. Rose's head popped up like a gopher from its hole, and she looked up toward Serena's head, an enormously pleased smile settling on her face when she saw the state she had brought the blonde to.

Again, as if to some unseen audience, and with that same pleased smile, Rose announced, "I am good!"

No arguments from me.

Rose got up from her prone position and moved up Serena's body, straddling the taller girl's abdomen and leaning forward, placing her hands on the carpet to either side of the blonde's shoulders. When Serena opened her eyes the two women spent a few moments just gazing at each other and then Rose bent down and they started to kiss. I watched quietly from my spot to the left of Rose, idly stroking my meat, comfortable with being on the sidelines for the moment, but wanting to be ready when my turn came again.

The two spent some time kissing then Serena pulled back and commented "Your face is all wet."

Rose smirked as she responded "Gee, I wonder how it got like that? Oh that's right, it happened when I made you cum!"

Serena blushed lightly, then asked "Is it always that intense?"

Another smirk from Rose, "It is when I'm doing it!"

"You know what this means don't you?"

"You want more?"

"No... well yeah, but that's not what I meant. You lost the dare. You've got to take something off."

Rose's smirk turned into a full blown smile, "Hmmm. I think you're right. It is time to take something off. What to do, what to do..."

Still kneeling astride Serena's abdomen Rose straightened up and began working on the clasp of her leather skirt, getting it undone and unwrapping the garment, holding it out to one side when she was done and dropping it to the floor. Rose was now naked except for her blue tube top.

"Whew, that's better. I always feel so constricted when I'm wearing so many clothes!..."

I exchanged a quick glance with Serena. Leave it to Rose to feel 'constricted' when wearing a tube top and a leather miniskirt, and no underwear.

"... I guess it's my turn now. Truth or Dare?"

Serena took one look at Rose's bare snatch just inches from her face and quickly replied "Truth!"

Rose's devilish grin was back, she wanted Serena to choose truth, "Am I the best pussy eater you've ever had?"

A smile came to my face at Rose's words. I wanted to know the answer to that question as well.

Looking first to Rose and then at me Serena began to stammer, "Wha... What?... Well... I mean... It's not the same... Every time is different, there is no best!... What I mean is..."

Rose let Serena go on for a few more seconds before stopping her with a much less annoying than last time, "Aaannnnnhhh! Wrong answer. Dennis would you be so kind as to remove Serena's skirt."

Rose smiled down at Serena who lay uncomplaining as I unzipped her skirt and slid it down her legs. Both women were now naked from the waist down, although Serena had effectively been topless since her make-out session on the couch earlier with Rose. The game would soon be over.

It was now Serena's turn to ask "Truth or Dare?"

Rose shook her head no, once again wearing the shit-eating grin we had seen on her so often that afternoon.

"No? Wha'd'ya mean no?"

Rose simply shook her head no some more.

"No, you won't choose truth, or no you won't choose dare? You have to choose one or the other."

More shaking of the raven-haired head.

"If you don't choose then the game is over. I win."

The smile got bigger as Rose reached for the bottom of her tube top, "Aaannnnnhhh. I guess you're right. You win." She pulled the tube top over her head, leaving her completely naked.

Did I mention that Rose has great tits?

She sat there for a couple of minutes while Serena stared at her chest and I kept shifting between Rose's tits and her ass with a fair helping of the long legged blonde's body thrown in for good measure. When Serena's hands moved onto her hips and started to caress the flesh there the porcelain skinned woman started to move.

That caused Serena to ask "Now what?"

"You won, I lost. Now I give you what you really wanted."

"You're going to answer my questions?"

"Not exactly." Rose was standing on her feet by now and before the blonde could ask what 'exactly' she meant by that the brown-eyed woman took one quick step forward and straddled Serena's head.

As quickly as she had gained her feet Rose was off them, her knees hitting the carpet to either side of Serena's head and sliding apart, her bald slit coming closer and closer to the older woman's mouth.

Serena's eyes were glued to Rose's pussy and her breathing was escalating rapidly, "What are you doing?"

"I already told you. I'm giving you what you really wanted. Now eat me. I dare you."

Serena ripped her eyes from Rose's labia and made a weak attempt to get out of her situation, "But the game is over."

"That's right. It's time to stop playing games. Now lick."

Serena's eyes kept flicking back and forth from Rose's vagina to her face. It looked like she was trying to decide if she should protest some more, but while she considered her next move her hands had come up from behind Rose and had cupped the starlet's butt. This did not look like the action of a woman trying to get out of doing something she did not want to do.

All doubt was removed when Serena pulled Rose down the last couple of inches and drove her tongue deeply into the dark-haired woman's twat. Even Rose was caught a little by surprise at the enthusiasm, and the force, of Serena's response. She pitched forward so that she was once again on her hands and knees, but this time her ass was not pointing upwards, waiting for my cock to be shoved into it, this time her ass stayed low to the ground, keeping her muff within easy reach of Serena's tongue.

This was no good at all. For me I mean. With Rose leaning forward as she was I could no longer see anything from my position at their side, and this I had to see. Serena was eating another woman's snatch. A woman I had worked with for months, a woman I had wanted for months, was proclaiming her bisexuality right in front of my eyes. Her tongue, at that very moment, plunging into Rose's beaver over and over again. Can you imagine how hot that was?

Of course the problem was it was not right in front of my eyes, Rose's creamy skin was blocking my view. Then it happened again. For the second time that day I was hit with an inspiration. I could move behind Rose and get the perfect view of Serena's tongue as it slipped between her labia, collecting all that milky white pussy juice as it went until just the tip ended up teasing and circling her clit. It was perfect. Actually, it was more than perfect because as an added bonus I could slide my own tongue into Serena's folds and do a little dining at the Y of my own.

Needless to say I moved into position with some haste.

I moved between Serena's thighs and got down on my stomach. I was just about to stick my tongue in her box when a long moan from Rose interrupted me. I looked up just in time to see Serena fluttering her tongue rapidly over the younger woman's clit, moving the pink wriggling muscle in a circle around the nerve bundle while flicking it softly with the tip. The woman was learning fast.

Keeping my eyes fastened on the two women I resumed my aborted mission and went drilling for some pussy juice of my own, my tongue breaching Serena's lips for the first time. I was immediately struck by how wet she was. Yeah, I know Rose had just finished doing a number on the blonde, and she had just cum, but still, her juices were literally dripping from her, gathering at the bottom of her slit and sliding down over her ass to the carpet below her. Damn was she wet. I smiled as I started to suck down the fluids.

Another thing that struck me as I watched Serena collect a dollop of cream was how pink the inside of Rose's pussy was, especially when compared to the rest of her flesh. Watching Serena force the tip of her tongue between Rose's pink walls as she sought out additional sources of juice was making my cock throb, making me long for another round with my dick buried in the noisy Irish lass. But I would just have to wait my turn.

Not like waiting was going to be any hardship for me, not while I could spend my time doing to Serena what she was doing to Rose, namely tickling her insides with my tongue. Hell, if all waiting could be spent like this men would gladly accompany their wives and girlfriends shopping every weekend. Sure honey, you go look at shoes, I'll be over here eating out a gorgeous supermodel. Go ahead, take your time, I don't mind the wait. It could be like an arcade for adults.

So I waited, and as I waited my tongue danced around Serena's snatch, and occasionally I would try out something I had seen Rose do, looking for something approaching the same level of response from my co-worker and now lover. If I received a good reaction I was happy and if not I was content to chalk it up to Serena having just climaxed a little while ago, or to her concentration being focused on Rose, and did not let a lack of response discourage me. In a way that was actually a good thing. I really didn't want to distract Serena from eating Rose's pussy, the penalty could be rather harsh.

Also, now that she had started, it seemed that Serena was thoroughly enjoying herself, at least judging by the amount of noise coming from her as she applied her lips and tongue to Rose's twat. With each swipe of her tongue and with every morsel of cream she swallowed Serena would make some approving sound, grunting and groaning and mmmpphhing as she twisted her head, and sometimes her entire torso in an attempt to get her tongue deeper and deeper into Rose's cunt. She had brought both hands up to help spread Rose's labia, easing her access and clearing the way for all of the dark-haired woman's juice to slide out of her muff and onto Serena's tongue.

Rose was also having a great time as she rode Serena's tongue. I couldn't see her face, so I didn't know if her eyes were open or closed, but I knew her mouth was open from the constant wails of pleasure she was emitting. I spent a few seconds reflecting on the disparity in reactions from the pale-skinned vixen. Serena got nothing but moans of ecstasy and I got nothing but abuse. Both physical and verbal. I wouldn't have changed places with her for anything.

The howls coming from the younger girl were not the only indicators of the level of pleasure Rose was receiving. When Serena had first jammed her tongue into the brown-eyed woman's beaver Rose had pitched forward, coming down on her hands on the carpet. Since then she had lowered her upper body so that she was resting on her forearms, or forearm. The left forearm to be exact. Her right was occupied as she pounded the rug with her fist, the movement in direct counterpoint to the stillness of her hips as she kept her snatch perfectly poised over Serena's mouth, doing nothing to interfere with the older girl's muff dive. And finally, there was the liquid gold pouring from her. Serena wasn't the only one who was dripping wet, only none of Rose's juices had been wasted on the carpet.

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