What Happens in Vegas...

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"Do you really take that thing in your ass?" Maria asked Toni as she lay down on the bed, softly speaking into her friend's ear.

"Oh, yes," Toni moaned. "I love the feel of his cock in my ass."

"Damn," Maria responded. "I can barely get that thick thing in my mouth. I can't imagine what that would feel like in my ass."

I slid as much of my cock into her at once as I could, and Toni gasped, pushing back at me. "Oh, yes!" she moaned, loudly. "Honey, this cock feels great no matter where he puts it!"

I started sliding my cock in and out of her hot pussy, getting a little deeper each time. Toni was gasping each time I pushed and got just a little deeper. Maria lay there next to Toni, her hands between her legs, watching, as I finally bottomed out in Toni's pussy.

Maria, with no prompting from me, climbed higher on the bed and placed her wet pussy in front of Toni's face. As I continued sliding in and out of her wet hole, I grabbed a handful of Toni's hair and pulled back on it.

"Look at that baby," I said. "Look at her pretty little pussy. Doesn't that look tasty?"

Toni didn't say anything, as Maria slid a little closer to her, and I released her hair. Toni lowered her face to Maria's pussy, and slowly stuck out her tongue.

Toni slowly slid her tongue up and down the length of her friend's wet slit, returning the loving caresses with her tongue that Maria had given her, as I increased my speed while I continued fucking her.

"Oh, baby, that feels SO good!" Maria gasped as Toni flicked her tongue across her clit. She was squeezing her tits and pulling on her nipples as she watched Toni lick her wet pussy, and I fucked her friend. Our eyes made contact just as Toni slid a couple of fingers into her tight little hole.

"Oh my god! Yes!" Maria gasped loudly. "Oh, sweetie, you are making me feel soo nice!"

I slid a thumb down Toni's slit, wetting it, as I continued fucking her harder. Soon, she was moaning, sliding her face from Maria's mound.

"Oh, yeah, baby," she groaned. "Fuck me baby. Fuck me good. Slam that big cock into me!"

Maria reached down and pulled Toni's face back to her pussy, and I slowed down, but took longer strokes. Toni groaned loud and long, and Maria must have liked the vibrations, because she yelped and pulled Toni's face in tighter.

I slowly slid my slickened thumb to Toni's ass, and started to rim her tight hole, spreading her juices and rubbing them in. I pulled most of my cock out, leaving just the head at the opening to her oozing hole, as I slowly slid my thumb into her ass.

"Oh, yeah!" Toni moaned loudly, as she pushed back against me, trying to get more of my cock into her.

"You keep your face in that little pussy," I told her, as I slammed my cock deep into her pussy, pushing her back into Maria, "And I'll keep my cock in yours, and my thumb in your ass."

Toni moaned her approval, and attacked Maria's sopping wet pussy with her tongue, as well as her fingers.

It wasn't long before both women were moaning, and I knew from Toni's moans that she was getting close to another orgasm. I continued with the long, slow strokes, with both my cock and my thumb. As I slid my cock out, I pushed my thumb in deep. As I slid my cock back in, I would slide my thumb out.

"Oh, yeah, baby," Toni moaned. "I'm almost there. Make me cum, baby. Make me cum good!"

Hearing that, Maria groaned. "I'm almost there, too, sweetie," she said as she held Toni's head in place. "Make me cum baby. I want to cum so bad!"

"C'mon baby," I said to Toni. "Make her cum. Make your best friend cum all over your tongue."

Hearing that, Toni started licking and fingering Maria faster, and I started fucking her faster. I heard Toni start to gasp for air, and stiffen up, the first sign that she was about to cum.

"Oh yeah!" she exclaimed. "Oh, god yes! Fuck me with that beautiful cock! Fuck me baby! Fuck me!!!" she yelled loudly, the next sign that she was there.

I buried my thumb deep in her ass as I slammed my cock all the way in. That set off a series of moans, as I bumped my cock into her, and ground my pelvis against her ass.

Toni started shaking and moaning as her orgasm hit her. Her body was stiffening, and she was moaning, "Nnnhhh! Oh yes! Nnnhhhoooohh! Oh my god! Yes! Oh, god, baby! I"m cumming!!"

All of that set Maria over the edge, and she started cumming, too. "Oh, yes! Oh, baby, you're making me cum! Oh, damn! Oh, god, yes!" she exclaimed .

I could feel Toni's pussy squeezing and spasming on my cock as she peaked. Her body continued shaking, and I could feel her pussy juices flow while she moaned deeply. As she came down, my shaft was still deep inside her, and my thumb was still deep in her ass.

Soon, both women collapsed on the bed, Toni wrapping her arms around Maria's hips, her face still inched from the wet pussy. As Toni rolled off of her friend, Maria looked up at me.

"Did you cum yet?" she asked, as she looked at my still hard cock, shiny with Toni's juices.

"Not yet," I told her. "Come here, and let's see what we can do about that."

I knew that I wasn't going to last too much longer, but I wanted a chance to feel Maria's hot little pussy wrapped around my cock shaft.

Toni rolled to her side and watched as I took a hold of Maria's ankles and pulled her towards me. She yelped and giggled as she settled in front of me, and then sighed when I started to slide my cockhead along her soaking wet slit.

Placing the head at her seeping hole, we looked each other in the eyes as I slowly started to slide my cock into her pussy. As I felt her hot, wet, silky walls wrap themselves around my thick shaft, I couldn't help but moan.

"Oh my god! You feel so nice!" I whispered loudly. "You are so hot, and tight!"

Maria moaned in response, and breathed, "That will happen when you haven't had a cock in a couple of years." I started sliding in and out of her clinging pussy, and she moaned, "Especially when you've never had a cock like this! C'mon baby, fuck me good. I want to cum again! Fuck me!"

Toni looked on, and teased me. "Go ahead. Fuck her," she taunted. "Fuck her little pussy real good. Make her cum all over your big cock."

I did as asked, and started to fuck Maria with passion. Toni reached to her friend and started to squeeze Maria's tits, pinching and pulling on her nipples. I was sliding in and out, fast and slow, deep and shallow, for a few minutes when she started to moan louder.

"Oh, yes! Fuck me, baby! Fuck me! I'm almost there! My god, you feel so good!" she yelled as she bounced her hips against the bed.

I kept up that pace for a while, until Maria started to gasp and shake. "Oh my god, yes! Oh, my god, I'm going to cum!" she gasped.

Right then, I pulled out of her wet pussy and took a hold of my thick, shiny cock. I started to slap it against her clit, and then sliding the head across it. As I was slapping her clit with my cock, she started to moan again.

"Oh, yes! Oh damn, that feels good! Yesss!" she hissed as she continued bouncing her hips.

Sliding my cock back to her pussy, I slid just the head inside of her, and then slid it right back out. I teased her by fucking her like that for a few seconds, and then slid the whole length in, burying my cock deep in her tight wet pussy.

"Ohhh my god!" she yelped as I bottomed out. "Oh, yes, that feels good! Fuck me baby!"

At that point, Toni reached in and started stroking Maria's clit. I held her legs in the air as I fucked her sweet pussy, and Toni flicked her fingers across her clit.

"Oh, yeah!" Maria moaned, grasping onto the sheets. "That feels SO GOOD!"

Toni was fixated watching my cock slide in and out of her best friend while she teased her clit. Lightly tapping her, I motioned for her to climb up and start licking Maria's clit.

Toni didn't hesitate a second, as she lay across Maria's belly and lay her head down. Realizing that the best way to reach her clit like that was to climb on top of Maria, Toni straddled Maria's face and lowered her own face to Maria's stiff little clit.

"Oh my god! Yes!" Maria yelled as she felt Toni's tongue glide across her clit. "Oh my god, that feels GOOD! Fuck me baby! Fuck me hard! I'm close, baby, make me cum! Both of you, make me cum so good!"

She reached down and pushed Toni's face in closer and then pulled Toni's ass down to her face, slipping her own tongue out.

The sights and sounds of all of this was setting me off. Maria was getting closer to her next orgasm, I was closing in fast on mine, and Toni sounded like she was enjoying Maria's attention quite a bit.

As I continued stroking in and out of Maria, she started to yelp louder. "Oh my god! Oh god yes! Oh, damn, I'm cumming!" she cried out.

She held on tight to Toni as she started to peak, and we could hear her screaming into Toni's pussy. The vibrations must have set Toni off, and soon she was moaning loudly.

"Oh, sweetie! You're gonna make me cum again!" Toni moaned.

"Oh, damn baby," I said softly, "your tight little pussy is going to make me cum, too!"

Maria wrapped her legs around me, pulling me in tight, and held Toni's ass tight as she started moving her face around on her pussy, flicking her tongue everywhere.

"Oh, god! I'm cumming!" Toni yelled. "Oh damn! I'm cumming! Holy shit! Ohh!"

I think all of that set Maria off again, and I felt her tighten on my cock, and felt her juices flow around my shaft. All I could hear was her moaning into Toni's mound.

"Oh, damn, I'm gonna cum!" I declared. Maria pulled me in tighter with her legs, and turned her head from Toni momentarily.

"Oh, yeah baby," she groaned. "You feel SO GOOD inside me! I want you to cum inside me. I want to feel you cum! C'mon, baby. Fuck me 'til you cum, deep inside me."

She turned her attentions back to Toni, and I started fucking her with a renewed vigor. That lasted a couple of minutes, until I felt my balls start to churn.

Toni was coming down from a mini-orgasm, and Maria was approaching one, when I felt the surge hit.

"Oh my god! Yes!" I exclaimed, as blasted deep into her already wet depths. The sensation of my cock exploding deep inside of her set her off, and the vibrations from her moaning into Toni's pussy set her off. We had chain-reaction orgasms, setting each other off. Finally, we all collapsed on the bed, wrapped in each other.

We all three lay there for a while, catching our breath and stroking each other lightly with our fingertips. Soon, as we all started to stir, Maria asked Toni, "You REALLY take this big cock in your ass?"

Toni laughed, and told her, again, "Oh, yeah. And sometimes, I cum even better like that than I do with him in my pussy."

"Oh my god," Maria said softly. "I can't even imagine that."

"Well, why don't we see what we can do to get him hard again, and maybe you won't have to imagine it," Toni said, as she rose up to her knees and rolled Maria onto her back.

Toni planted her face between Maria's legs and started to clean up her pussy, soaked and leaking with both of our juices.

As I watched the two women, I went to the video camera and quickly changed the tape, grabbing my digital camera also.

By the time I came back to the bed, they were on their sides in a tight 69, savoring each others pussy, Toni getting the extra added flavor of my cum.

I walked around the bed, taking pictures of the women from various angles, and then set the still camera down and took the video camera from the tripod.

I walked around some more with the video cam, zooming in and getting close-ups of both women with their faces planted in between each other's legs, with their tongues working away each other. From that angle, I also knew that the audio was going to be great. The passion between these two women was amazing, evident as they lovingly caressed each other with both hands and tongues.

As I walked around to capture Toni working on Maria's pussy, I caught her slipping two fingers into her tight little ass. Maria was close to another orgasm at that point, and Toni pushed her over the edge with her fingers sliding deep into Maria.

"Oh my god YES!" Maria cried as her body shook and she bounced her hips and ass. "Holy shit! Oh yeah!"

As she was coming down from her orgasm, Maria rolled away from Toni and lay flat on her back. I walked over to Toni and placed my re-hardened cock at her lips, and she took it in, swallowing my thick shaft with one plunge. I got a nice close-up of her deep-throating me as I looked down at her.

After she worked my pole over with her talented lips and tongue, and soaked it with her saliva, Toni let my cock fall from her mouth and raised her head.

"Are you ready to try this thing in your cute ass?" she asked, looking up at her best friend.

"Oh my god," Maria replied, gasping for breath. "I don't know if I can take it, but I'm sure willing to give it a try."

Toni looked up at me and asked, "How do you want her?"

"Let's keep her on her back, for now," I told her. "I know how beautiful you look when I slide into your ass, and I want to see her pretty face as I slowly sink my cock into her tight, virgin ass."

Maria moaned when I said that, and Toni said, "That sounds great."

"Why don't you work your magic tongue on her, while I coat my cock with some lube," I told Toni, as I grabbed Maria's ankles and slid her ass to the edge of the bed.

Toni eagerly jumped off of the bed as I placed the video camera back on the tripod, keeping it aimed towards the women, and I climbed on to the bed, and knee-walked over to Maria.

I leaned in to her, and whispered into her ear, "I want you to suck my cock, and get it ready for you. Then, I'm going to be slow and gentle as I slide into your tight little ass."

Maria gasped and moaned, and nodded her head as Toni kneeled on the floor between her legs. Placing my cock on her full lips, Maria flicked her tongue across the head, and then wrapped her lips around it, slowly taking me in.

Reaching up and wrapping her fingers around my shaft, she stroked me as she sucked on my head, moaning around my cock as Toni made her tongue dance around her tight rosebud.

When she had my cock hard and ready to go, I climbed off of the bed and walked over to the table where the bottle of lube was.

I coated my cock in a good amount of lube, and stood there watching Toni flick her tongue along Maria's ass while I stroked myself. Maria was gasping and moaning, moving her hips and ass, while Toni rimmed my target.

Maria gasped loudly when Toni pushed the tip of her tongue into Maria's ass, and then Toni placed a couple of fingers at Maria's asshole. While she looked up at me, I squirted some lube onto her fingers, and she slowly slid them into Maria's ass.

Maria gasped again as Toni fucked her ass with her fingers, and soon she was pushing back against the probing digits.

"I think she's ready," she said, looking at my shiny, coated cock, stiff and hard in my hand.

"Good," I told her. "Why don't you get on the bed with her and hold her?"

Toni got behind Maria and laid Maria's head in her lap, reaching down to softly squeeze her friend's tits while stood at the edge of the bed, placing Maria's feet against my chest. I slid my slick cock up and down Maria's slit, finally placing the head at her lubed asshole.

While I slowly moved my cockhead around Maria's virgin rosebud, Toni reached down and started to slide her fingers across Maria's hard clit and her wet slit. Soon, Maria's eyes were closed, and she was moving her hips and ass in rhythm with Toni's hand.

Toni slid a couple of finger tips into Maria's hot, seeping pussy, and Maria sighed and moaned. I started to slowly push the head of my cock against her tight ass, and Maria moaned louder.

I pushed a little harder, and I was able to get about half of my cockhead into Maria's ass. She gasped, and Toni started to lightly pinch her nipples while she stroked her clit faster.

After a couple of seconds, Maria was moving her hips again, and Toni looked at me and nodded. She slid her fingers deeper into Maria's pussy, and Maria started to moan again. I held tightly onto Maria's hips, and I gave her a quick, hard push, feeling her inner ring pop and expand as I slid the head of my cock all the way into her ass.

Maria yelped, and I felt her ass ring squeeze my cockhead as I stood still. "Oh my god!" Maria gasped. "Stop! Give me a second!"

"We'll take all the time you need," I assured her. "How does it feel so far?"

"Nice!" she breathed, as she took in a couple of deep breaths.

I waited a couple of seconds, as Maria got used to me being in her ass, and she soon started to move her hips again.

I started to slowly move my hips back and forth, getting my cock a little deeper every time, while Toni continued to play with her pussy and tits.

Soon, I had half of my cock in Maria's tight ass. Between my movements and Toni's stroking and pinching, Maria was gasping, moaning, and wiggling in all her enjoyment.

I started to stroke my shaft in and out of her ass, and Maria was moving with me. As she started to arch her back, Toni moved and leaned in to her and started to flick her tongue across Maria's nipples.

"Ohhh!" Maria gasped as Toni sucked on her nipples and stroked her fingers along Maria's slit.

It wasn't long before I had most of my cock slowly sliding in and out of her tight ass. I was reminded of the first time that I fucked Toni's ass, and how tight she was. Because we didn't do anal that often, Toni still had a nice, tight ass, but there is still nothing like a virgin ass.

After a couple of minutes, I was able to bury my cock deep in Maria's ass, and she gasped and moaned when she could feel my pubes brushing against her asscheeks.

"Oh my god! I feel so full!" she moaned. "This is so good!"

When Maria started to grab onto the bed sheets and pull back against me, I slowly began to pick up a little speed with my fucking. It wasn't long before Maria was gasping and getting short of breath.

"Ohh! Ohhh!" she groaned. "Oh baby! That is so good! Fuck me! Fuck my tight ass!"

Holding her feet up in the air, I started to fuck her faster, sliding the length of my cock in her ass.

"Oh god! Oh my god, yes!" she cried. "Oh shit, I'm gonna cum! Fuck me, baby! Fuck my ass! Make me cum with your big fat cock in my ass! FUCK ME!!"

I continued fucking her ass, holding her feet back while Toni stroked her clit and slid her fingers into Maria's pussy.

Soon, Maria cried out, "Oh yes! Oh yeah! I'm cumming! Oh my god, yes!"

I heard Toni gasp, and I looked down to Maria's pussy. She was gushing her juices all over Toni's fingers while her hips bounced on the bed! Maria's ass was squeezing my cock, and her legs were shaking.

Maria's body stiffened and shook while her nectar continued to flow, coating Toni's hand and my cock.

"Oh my god!" she whimpered as I slowed down my pistoning. "Oh shit! That was intense!"

I pulled my cock back so that only my head remained inside her ass, and told Maria to roll over to her knees. When she was in position, without me saying anything, Toni slid on her back underneath her friend until they were in a 69.

I pushed the length of my cock back into Maria, and she yelped, as she felt Toni's tongue start to flick and dance around her clit. Maria then buried her face into Toni's pussy, and the two women were loving each other while I continued to fuck Maria's ass.

I felt Toni reach up and start to massage my balls as they swung back and forth, and I knew that I wasn't too far from reaching my peak.

I reached out and held Maria's head in Toni's pussy as I started to increase my speed again, and both women gasped and moaned.

I then held tight to Maria's hips as I pounded her ass, and the sight of her asscheeks bouncing and shaking, combined with the sounds of both women moaning and whimpering soon had me ready.