Two Friends Share Intimacy Pt. 02

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'Vigorously!'

'Whatever.'

'Ok, so this makes me a bit uncomfortable. It is very hard to think of a way to put sunscreen on my dick without getting more turned on.'

'Just do it, sometimes we do things that are out of our control.' And there was something in the way she said this that made me think there was a double meaning. What was it? And then it occurred to me, but I thought I'd tread delicately.

'Well, it's a bit different for you. You just put sunscreen on your tits and then down to where you wax. There is no risk of being turned on.'

'That's not completely true.'

'How so?'

'Well, my nipples are pretty sensitive, so when I was putting sunscreen on they felt pretty good.'

'Ah, ok. I have to admit that I noticed your nipples got a bit hard when you were doing that.'

'Trust you to notice that.'

'Well, yes. You can trust me to notice that. And, again, it's not my fault. It's my nature. It's like the scorpion and the frog story! I'm the scorpion.'

'Yeah, yeah, I get it. Anyway, the point is, you can't always control things.'

And there she had said it again, but we had already covered her nipples getting hard. Maybe I was right about her finger slipping a little too far down to her slit? I had to push it, and I think she was giving me permission.

'So, sensitive nipples, check. Any other bits that feel good putting sunscreen on?'

'What do you mean?' She was playing hard to get with this story, she didn't want to say it herself.

'I mean, I thought that you had given your clit a quick rub when you were putting sunscreen around your pussy.'

'You were watching closely, weren't you.'

'Is that a 'yes'?'

'...yes,' she admitted, after a long pause.

'Good for you.'

'What?'

'Good for you, why the hell not. So, why did you do it?'

'Ummmm...because I was so close and I was feeling really hot, I couldn't help myself.'

'So, involuntary.'

'Ha, yes, I suppose so.'

'So what was hot about it?'

'Just doing something so sensual in front of someone else. Someone who can only watch but not do anything.'

'Really, that's a turn on for you?'

'It was today!'

'Good girl!, and how did you stop so quickly?'

'Because I have willpower of steel.'

'Well, maybe tin, with steel you wouldn't have played with yourself at all!'

'I did NOT play with myself.'

'No? What would you call it then?'

'I just quickly rubbed my clit in a moment of weakness.'

'That sounds like playing with yourself to me, but it's up to you.'

'Enough, you better get that sunscreen on, it will start burning.'

She was right, so I went back to the sunscreen. I avoided my dick at first, doing the inside of my legs first. Not completely sure why but probably just to avoid going straight for my dick just after talking about masturbating with her.

'Crap, that's a good idea,' she said.

'Huh?'

'I didn't put sunscreen there, can you pass me the sunscreen when you are done?'

So I squirted some out into my hand, thinking that usually it isn't sunscreen I'm squirting in my hand when I'm about to rub my dick.

I hesitated a moment and saw her sitting up a bit, then opening her legs to put sunscreen on her inside thighs. This was NOT helping me! She seemed fine with everything though, so I just started rubbing the sunscreen into my dick and balls. I tried to do it differently from how I masturbated, then realized that was dumb because she wouldn't know the difference! In the meantime I was looking straight ahead, trying not to get too excited. Then I glanced over to her and almost came. She was sitting up with her tits sitting up beautifully in the sun. She had her feet flat together and her knees down on either side. She was rubbing sunscreen into the inside of her thighs.

I just stared for a bit because I could see her pussy quite clearly, and it was beautiful. Small lips just sitting out a bit, like flower petals. It was all my voyeur fantasies coming true at once. Then I was startled.

'You've got something on your chin,' she said.

'Huh...what?'

'Some drool.'

I quickly checked my chin and realized that I had just been sitting there with my dick in my hand.

'Crap, sorry about that.'

'That's ok.'

'No, I really didn't want to get creepy.'

'You didn't, you already explained, it's just nature, don't worry about it.'

Then she stopped talking and started putting more sunscreen on. Getting closer and closer to her pussy. I was so turned on. I'm very sure she knew this, and I was sure she was turned on too. Neither of us knew where this was going but neither were interested in stopping. It was a delicate progression, as if too big a step would startle things. What now, I was thinking. Right now I was holding my dick, pretending to put sunscreen on it, and trying hard not to rub it. 'What now,' I thought. Well, nothing to lose...

'If you sit like that for much longer your pussy is going to get burned.'

'Haha, good point. You saying I should lie down again?'

'I'm most certainly not saying that. You do what you want. I'm just saying that it is prudent to use sun protection.'

'Thanks for your concern.'

So she squirted a little bit of sunscreen out on her finger and rubbed carefully around her pussy lips. All the while on full display to me, and me with my dick in my hand. She looked up and me, then down at my dick.

'What are you doing?'

I realized I was slowly rubbing some pre-come around my nob as I was watching her. 'Um, I think that's self-evident.'

'I mean with your thumb.'

'Oh, well, I actually didn't realize I was doing it. But I'm rubbing some pre-come on my nob.'

'What do you mean 'you didn't realize,' and what does that do?'

'I didn't realize because I was completely engrossed in watching you rub sunscreen around your pussy, and it feels really good! Kinda like I imagine rubbing your clit would feel, maybe. It's the really sensitive part of my dick.'

'Engrossed, that's funny. So, what is it about me doing this that makes you hard?'

'Well, just about everything. Sitting here naked with my hand on my dick while watching you is a pretty fucking hot start. But then, it's a huge turn on to just see you casually having your legs apart like that. That in itself is turns me on, but also being able to see your pussy is really hot. And then see you casually rubbing around it is the cherry on top. So, to recap, my exhibitionism and voyeurism are completely and utterly satisfied right now.'

'Completely?'

'Don't tease.'

'That ship has sailed,' she said, and we both laughed out loud.

So there we were, just sitting there looking at each other. Then she reached down again and rubbed a finger up her slit. That was so fucking hot.

'So what was that about,' I asked.

'What was what about?'

'Umm, rubbing a finger up your slit.'

'Sunscreen, can't be too careful.'

So again, this just kept on going further and further. I was obviously happy with how things were playing out, but was still not sure she was. I still wanted to play it carefully.

'Good point,' I said. 'You can't be good careful. Actually I think you missed a bit.'

'Oh, which bit.'

'Just over on the left.'

'Where? I can't see.'

'You want me to point it out?'

'Sure. Well, I'm sure right now, but might not be soon.'

So I got up and sat in front of her on her lounge, feet straddling the lounge. Her feet were about a foot from my dick. I grabbed the sunscreen and put a tiny bit on my finger. I reached out to her pussy, watching her face the whole time. She was obviously really turned on, and it was clear her pussy would be too wet to have sunscreen applied effectively, but we were well beyond that pretense by now. I reached forward and touched the outside of her pussy lip and lightly dabbed the sunscreen on it. Alternating looking at her and her pussy. I rubbed up then down a couple of times. Feeling her wetness. I looked at her tits and could see her breath getting shorter. I looked her in the eyes, her beautiful eyes, and I pushed my finger gently into her pussy. I felt her tense a little and she gently grabbed my hand and moved it out of her pussy, but didn't let go.

'Not sure I'm ready for that, but completely ok with you doing it.'

'Pity, I was quite enjoying myself.'

'So was I, it was great watching you too.'

'Really? Why?'

'You were SO turned on, it was a huge turn on to me just seeing how you were breathing and the expression on your face.'

'I'm glad I could help.'

'Don't ruin the moment!'

'Sorry.'

Then we sat for a while like that legs spread, naked, sitting face to face, pussy to cock. I noticed that we were now holding both hands. Gently. Pleasantly.

'I think you missed another bit,' I said.

'Really? Where?'

I reached out to her tits and gently rubbed her left one. Delicately stroking it. Feeling it. Squeezing it.

'I'm pretty sure I got that bit,' she said. So I moved to her nipple and started tweaking it until it felt like getting hard.

'I got that bit too.'

'Crap, sorry, I thought it was looking a bit pink.'

'You know you don't even have sunscreen on on your hand, right?'

'Don't know what you're talking about. Hey, another bit that's burning,' and I reached out with my other hand and started rubbing her other nipple, until it got hard too. So there I was, teasing and tweaking her nipples and looking at her face while I was doing it.

'If anything you are rubbing the sunscreen off them now.'

'Sorry, I'll stop' and I held her hands again and we sat quietly again. All the while it was killing me not to touch my dick.

'Looks like you have sprung a leak' she said.

'What?'

She pointed down and noted that some more pre-come had come out of my dick.

'That's an indication that my dick wants to be properly looked after.'

'Well, no one is stopping you.'

Wow, this was way further than I was thinking, or even hoping. I know sex is great and all, but watching someone masturbating while masturbating myself is a very, very close second. Again, I used to think this was weird, but now am ok with it. That's just what turns me on.

I looked down at her pussy and noticed that she was obviously wet.

'I think your pussy is saying the same thing as my dick.'

She looked down, 'Ha, I think you're right.'

Once again, sitting there, naked, heart pounding, breath short.

I slowly moved one of her hands towards her pussy. Changing the grip on her hand so that I was holding her hand so it was facing her pussy. I moved it closer and closer and then took her middle finger with mine. I moved it towards her slit and rubbed it up and down her pussy. She gasped a little. Then I pushed it a bit more forcefully so it was further into her slit as I was rubbing it up and down. Slowly, I pushed her finger into her pussy, with mine a little way in too. Then out again. Then up to her clit, where I left it, still holding her other hand. She started rubbing on her own now. Still looking at me.

'This might be a very big mistake,' she said.

'I don't think so, I think it will just be something intimate we have shared.'

'Jesus I'm so turned on right now.'

'I can see.'

And I took her other hand and brought it towards my dick.

'Keep playing with yourself, that's so fucking hot.'

'No chance of stopping now!'

'Good,' she said.

I took her thumb and rubbed it over my nob, getting the pre-come onto her thumb and spreading it around. I carefully wrapped the rest of her hand around my dick. Encouraging her to just keep rubbing her thumb. I let go and she kept at it.

I reached forward again, this time taking her hand away from her pussy and replacing it with mine.

'Why did you do that?'

'Because I wanted to play with your pussy.'

'What makes you think you can do a better job than me?'

'Very good point, I'm very happy to learn, and I'm a fast learner.'

'Well, I guess so.'

'So what then?'

'Just rub your finger up and down my slit. Pay attention to my clit when it is at the top.'

'Yes boss.'

I did as requested, while she was gently holding my cock and rubbing her thumb on my nob.

'I think I might be done with this,' she said.

'Why, did I do something wrong?' I asked, still rubbing her pussy.

'No, just not sure I want to do anymore of this. It's really hot, but I just don't really like playing with the pokey thing.'

'Well, leave that alone and play with your tits,' I said, pushing a finger into her, and using my thumb to rub her clit.

'That might work, but I feel bad for you.'

'Oh you do NOT need to feel bad for me, I'm having the time of my life.'

'Really?'

'Fuck yes. Being intimate with my beautiful friend, out in the open, watching each other play with each other.'

'Yes but I'm not doing that anymore.'

'Doesn't matter at this point. How are you feeling about this?'

'I'm so turned on right now. I agree that being outside is really hot. Just the gentleness and sensuality of it is awesome.'

'So what now?'

'Well, I'd like to see you come.'

'Really, thought you didn't like the pokey thing.'

'I don't but I think it would be really hot if you played with yourself until you came. Just don't come on my pussy. It would take a lot of explaining if I got pregnant.'

'Haha, very true. So, you are sure?' I asked.

'Stop asking if I'm sure. I think we are well beyond the point that there is any doubt either of us want to keep this going.'

'Yeah, but it's a question of where it goes.'

'Fair enough, but I told you very clearly where I wanted it to go.'

'Ok, I'm all in on that, though I warn you it will not take me long at all. I only ask one thing.'

'Sure.'

'You agreeing before you know?'

'I trust you. I am.'

'Wow, ok, well, I just want you to be playing with yourself too.'

'I think I can manage that.'

'But I want you to put your knees up a bit. In fact, I think we are going to have to rearrange the lounges.'

So I took my finger out of her pussy and got up. I placed the two lounges so they were facing each other, with the back up so we were sitting. We sat facing each other, she had her feet on the edges of the lounge, with her pussy wide open facing me. I was sitting in the same sort of position she was, with my feet together and my knees falling to the sides.

'What do you want me to do,' I asked.

'Whatever gets you off, what do you want me to do?'

'I think I'll be a bit more specific if that's ok? Actually no, you tell me what you want to do.'

'Well, I'm happy to do whatever, but I usually masturbate with one working in and out of my pussy and the other rubbing my clit.'

'Perfect, one other thing.'

'What's that, vibrator?'

'I don't suppose it's handy?'

'Not really, why?'

'Well, I find that pretty hot too. And I have always wondered what they felt like.'

'You want me to use one on you?'

'That might be a discussion for another time.'

'What about a strap-on? You want me to use a strap-on on you?' she teased.

'Ok, how you're just being mean!'

'Hahaha, mostly yes. I have to admit though, I do like my strap-on and definitely prefer giving it.'

'I think we are getting off track, which is fine, and it's an interesting conversation, but ...'

'You're right, so where were we? You wanted me to play with my clit and use fingers in my pussy.'

'Yep, you got it.'

'And you will.'

'Probably come in about 15 seconds.'

'Don't do that, I want to keep going for a while.'

So there we were, sitting naked outside, facing each other without inhibitions. I was slowly rubbing my dick, she was gently playing with her pussy. We were looking each other in the eyes. Every now and then I would glance at her beautiful tits, and her fingers working her pussy, she would look down at my pokey thing, but mostly just looked at me in the eyes. I started to feel hotter.

'Ok, I think I've held on about as long as I can, how're you going?'

'I'm not quite there but getting close, don't worry about me, just look after yourself.'

At this stage I was in no position to argue, and worked hard at my dick, rubbing my nob and quickly coming. I leaned back and I felt it hitting me in the chest, in the neck, then a bit on my cheek, and then just slowly releasing the rest.

'Woah, your face was awesome.'

'Don't tease.'

'No, I mean it. It was so hot seeing how much you were turned on. Its also hot to see you covered in come! But that's a different thing.'

'Really? Why's that hot?'

'Maybe it's just me, usually it's the guy coming on the girl, so I like the tables turned.'

'Fair enough. But enough of the talk, how close are you?'

'I'm feeling great!'

'That isn't what I asked.'

'I'm going ok, really hot, but a bit away from coming.'

'Want a hand?'

'Maybe, what did you have in mind?'

'Well, I know you don't like guys, but what if you pretended I was a girl while I went down on you?'

'I think that might work.'

I stood up, still with come on my chest and face, and straddled her lounge. I grabbed a towel and wiped it off. Then I leaned forward and started kissing her inside thighs. I could taste the sunscreen but didn't care. She had a finger in her pussy and I kissed around it and then on it. Eventually she moved her finger and I could lick all the way up and down. I quickly put two fingers in her pussy and found her clit with my tongue. I sucked at her clit, pumping my fingers in and out. I used a third finger to rub her ass, pushing against it. Not quite going in. I sucked harder on her clit and felt her hands on the back of my head. She was pushing my head into her pussy. She was strong, and I was loving it. Loving being so close to her pussy, obviously turning her on. Now it was just a question of making her come. It was hard to keep pumping my fingers when she was pushing my face so hard into her pussy, though it made it easier to pay attention to her clit. The upside was that I could rub her ass more easily. I was sucking, and licking, and inhaling everything about her clit, and then I pushed my finger up her ass a little way. The pushing became even more forceful and her legs started twitching. I kept going regardless as she squeezed my head in her thighs. I kept going as she yelled out. I kept going as she relaxed again but kept twitching. I tasted her come and felt it all over my face and then we relaxed. I was happy just resting my head on her pussy, and thought I'd play with it a little while I was there. So I put a finger in and started rubbing her ass again.

'What are you doing?'

'Umm...pleasuring you?'

'Why?'

'Because I like doing it.'

'You're crazy.'

'No,' I disagreed.

And so we just lay there, me gently rubbing her ass and fingering her, then I moved back up to her clit.

'Hey', I said.

'Yes?'

'You know how girls can do the whole multiple orgasm thing?'

'Yes.'

'Well, you ready to go again?'

'Why do you ask...'

'Well, as much as I loved locking your pussy, and, have to admit, LOVED you pushing my face into your pussy, I'd still really like to watch you come.'

'Mmm, I guess I owe you that. I could go again, but I might need a little help.'

'I'm happy to help in anyway, as long as I can watch you when you come.'

'I was thinking more of mechanical help.'

'Oh, well, do what you need to do.'

Without any hesitation or discussion she got up and went inside, a minute or two later she came back with a dildo that had a main shaft and then something that obviously was meant to stimulate the clit, or maybe the ass?

She immediately sat back down in front of me and spread her legs wide. She turned on the vibrator and just held it to her clit.

'Fuck this gets me every time.'