Kelli's First All-Girl Orgy

Jane's tongue danced with Kelli's for only a few seconds before it was joined by Helen's. Kelli then felt Brandi crawling over her body and soon all four of them were kissing, their lips touching, their tongues swirling. Kelli stretched her tongue out, feeling it licked and even nibbled on all sides by Jane, Helen and Brandi. It seemed a little silly but it felt hot.

Then the kiss stopped, they all pulled away and Kelli looked at them as they smiled at her. Helen was the first to lower herself beside Kelli and she started to suck on one of her breasts. Kelli moaned with pleasure and rubbed her fingers through Helen's hair. Then Jane started to suck on her other breast. Kelli arched her back as her breasts tingled with Jane's and Helen's attention and she ran her hands over their heads, necks and backs. Soon she felt Brandi moving down her body and she knew what was next. Brandi slid between Kelli's legs and helped her spread them as she kissed Kelli's inner thighs up to her waiting, wet pussy. Brandi looked at Kelli's beautiful cunt, already glistening with her juices, and placed her mouth over those beautiful, full, wet lips, probing her tongue as deep into her as possible, sliding it up and down her sweet slit and sucking on her plump clit.

"Oh, yes! I've never felt anything like this before," moaned Kelli as she relished in the pleasure of three lovely mouths sucking on her tits and eating her pussy. She soon felt Helen's and Jane's hands squeezing her breasts as they sucked on her hard nipples, as well as Brandi's tiny fingers probing her pussy while she kept licking and sucking her clit. Before she could fully fathom the sensations she was experiencing, Kelli felt the first wave of an intense orgasm starting in her pussy and flowing through the rest of her body. "Oh, yes! I'm cumming!" she cried. Jane and Helen then stopped sucking on her tits and Brandi reluctantly stopped going down on her but then crawled up her body, her small tits hanging down, which Kelli couldn't resist reaching up and fondling. Brandi liked that, then leaned down and kissed Kelli, sharing her juices with her, before looking into her eyes and saying, "I want you to go down on me."

Kelli and Brandi traded places, only Brandi sat a little higher on the bed, spreading her legs to reveal her smooth pussy. Helen guided Kelli onto her knees, helping her to lean down between Brandi's legs and start eating her out, with her ass in the air. Brandi started to moan loudly as Kelli teased her cunt, sliding her tongue around her lips and flicking her clit back and forth before taking it into her mouth for quick little teases between her teeth. "Hmmmmm, oh yeah, Kelli! Eat my cunt, baby!"

Helen and Jane watched for a few moments, Helen rubbing her hand over Kelli's ass. Then she turned to Jane and smiled. Jane got behind Kelli and started to lick her pussy while gently rubbing her clit. Kelli moaned with pleasure as she continued to eat out Brandi, who's own moaning never stopped.

Helen got off the bed for a moment and went to Jane's naughty drawer for a toy. She came back to the bed with a double-ended-dildo. She placed one end into her mouth and sucked on it for a moment before offering it to Jane, who did the same, before they both brought it to Kelli's pussy and slowly slid it inside of her. Kelli's muffle cry was heard again as they started to slowly pump it in and out of her pussy. Helen then leaned down and licked the shaft of the dildo, tasting Kelli's juices as it coated the silicone cock. Jane then moved into position behind Kelli. She got on her hands and knees, her ass facing Kelli's ass. Helen guided the other end of the dildo into Jane's pussy and helped her move her body back. She watched as the dildo was swallowed up by Kelli's and Jane's beautiful cunts and their soft asses touched each other. Helen placed her hands on the smalls of their backs as Jane started to rock back and forth, sliding the dildo in and out of both hers and Kelli's pussies. Without being told, Kelli knew what to do. She started to rock back and forth as she continued to eat out Brandi. The dildo doing its job, filling her tight wet pussy, pleasing her. She especially liked it when she felt Jane's ass pressed against her own, the dildo disappearing between them. Soon, they moved their bodies faster and harder, their asses slapping against each other so hard, their juices started to splash and their skin started to sting and to tingle.

Helen reached under Kelli's body and fondled her breasts as she rocked back and forth. With her other hand, she brushed Kelli's hair away so she could see her mouth working Brandi's pussy. Brandi vocalized every sensation she felt, as if she was experiencing one continuous orgasm. She didn't of course, but she always felt that reveling in every moment of pleasure made the orgasm that eventually did come that much more intense and soon, she reached her climax. With her fingers buried in Kelli's silky hair she cried out, "Oh, baby, I'm gonna cum! Uh! Oh yes! Oh! Fuck! Yes! I'm cumming! Hmmmmmm! OOooooohhhh!" Her body shuddered and then she relaxed as Kelli raised her head from her pussy, her lips wet with Brandi's cum. Brandi leaned forward and kissed her, licking Kelli's lips and sucking on her tongue.

Kelli moaned as they kissed, her body rocking back and forth, the dildo she shared with Jane pumping in and out of her, Helen's hands squeezing her tits and pinching her nipples. "I'm gonna cum soon too!" said Kelly.

Jane started to moan with every thrust back against Kelli's ass. She was getting close too and didn't want to stop until they both came. With one hand, she reached back and touched Kelli's thigh. Kelli felt it and reached back to take her hand. They held hands as they rocked back and forth against each other, the dildo feeling tight in their pussies and stimulating every nerve between them.

Brandi got up onto her knees and stood beside Jane and Kelli, across from Helen, reaching under Jane to fondle her tits while Helen paid attention to Kelli. Within minutes, Jane started to cry out in pleasure, "Oh, I'm cumming! Oh, yes! Hmmmm." And soon after that, Kelli moaned and shuddered from her own intense orgasm.

Helen helped them off of the dildo and Brandi guided them to lay beside each other. Helen licked the head of one end of the dildo and brought the other to Jane and Kelli, resting it between Kelli's tits. Jane leaned down and licked the shaft of the dildo as it rested on Kelli's chest, she licked it up to the head which was already being sucked by Kelli. Helen then laid down beside them and sucked Kelli's tits before licking the shaft of the dildo with Jane and looking into Kelli's eyes. "Now it's my turn," she said.

Brandi took her cue and got off the bed, heading toward Jane's naughty drawer Helen made out with Kelli, Jane watching them and smiling. When Brandi returned, she had a strap-on dildo in her hands.

When Kelli saw it, she said, "I don't think I'm ready for another penetration."

Helen then looked at her and said, "Oh that's not for you, baby."

Jane and Brandi then helped Kelli to put it on. Kelli looked down at her new cock and said, "I'm sorry, I've got to look." She got off the bed and went to the full length mirror. She liked what she saw.

In the reflection, Kelli saw Helen walk up behind her, putting her arms around he waist, bringing one hand up to her tits and the other around her cock. They looked into each others eyes in the mirror then Helen leaned down and kissed Kelli on the neck, nibbling on her skin, then sucking on her neck and licking her way up to her ear. "I want you to fuck me, Kelli," she whispered. Then she took her by the hand and walked back to the bed but instead of crawling onto it, Helen just bent over, presenting her beautifully curved ass to Kelli.

Jane and Brandi lay back against the headboard and watched as Kelli put one hand on Helen's waist and the other on her cock, bringing it up to Helen's pussy which she realized was the only one who hadn't been sucked or fucked that night. It was wet and ready. Kelli pressed the head of her cock against Helen's full, wet pussy lips, gently inserting it about a quarter of the way before stopping and looking down at Helen's beautiful ass and thinking, This is what a man sees. She felt empowered and turned on even more than she already was. She put her hands on Helen's waist and squeezed. Helen was shaking with anticipation, waiting for Kelli to start fucking her. Then, with all the energy she could muster, she thrust her cock into Helen, making her cry out in pleasure. Helen rested her upper body on the bed as Kelli continued to thrust in and out of her, pounding her cock into her pussy. She looked at Helen's ass as it bounced with every thrust, then she looked at Helen's hands, holding tightly to the comforter on the bed.

"Oh, fuck, yeah!" cried Helen. "Hmmm. Fuck me harder! Fuck my cunt, Kelli! Fuck me! Fuck me!"

Kelli was so turned on by Helen's dirty-talking, she fucked her as hard as she could. As she did, she looked to Jane and Brandi who were now feeling each other up as they watched Kelli and Helen.

Helen reached back and grabbed Kelli's ass, stopping her thrusting and pulling the dildo out of her. Helen then turned around and sat on the foot of the bed, bringing Kelli closer to her to kiss her. She then took her by the hand and brought her onto the bed. Helen then laid on her back and spread her legs, reaching down between Kelli's legs and grabbing her cock, bringing it too her pussy. Kelli crawled over Helen and slid her cock into Helen's pussy and getting back into her intense thrusting. As she fucked Helen, she sucked on her tits, making Helen moan and reach around her, grabbing Kelli's ass and pulling her toward her with every thrust.

Jane and Brandi couldn't take it any more. Brandi lay on her back and invited Jane on top of her. They started to 69 next to Kelli and Helen.

Helen thrust her hips up to meet every one of Kelli's thrusts. "Oh, yeah, baby! I like the way you fuck me! Hmmmmm! Oh, baby, I'm gonna cum soon. Don't stop fucking me! I need your cock inside of me! Fuck my cunt!"

Kelli got onto her knees and positioned herself between Helen's legs so she was sitting up as she thrust her cock into Helen. With every thrust in this new position, she watched Helen's full tits bounce back and forth on her chest. She smiled at this and then bent over Helen to suck her tits again while she fucked her. This put Helen over the top. "Oh, yeah! Oh, I'm cumming! Yes! Hmmmmmmm." She rubbed her hands over Kelli's back and through her hair. She brought Kelli's face up to her own and kissed her. Then they both looked to Jane and Brandi. Helen then turned to Kelli and said, smiling wickedly, "Get behind Jane."

Kelli got on her knees behind Jane's beautiful ass and looked down at Brandi's sweet face as she continued to eat Jane's pussy. Helen got beside her and said, "Fuck Jane in the ass."

"I don't want to hurt her," said Kelli, concerned.

"Don't worry," Helen smiled, "You won't."

Kelli got up on her knees, a little closer to Jane's tight little ass but she was still hesitant. Then Brandi reached up and grabbed Kelli's dick, still dripping wet with Helen's juices, and brought it to Jane's ass, pushing it in. Helen brought her hand to Kelli's ass and pushed, helping her to get the cock deep inside of Jane who then moaned with pleasure as she kept eating out Brandi.

"Now fuck her," said Helen. And Kelli fucked Jane's tight ass, grabbing her waist and pumping into her, slowly at first, then faster and harder. Soon, Jane came and so did Brandi. And they all laid on the bed together in a tangle of soft limbs and warm sheets.

After a while, Helen got up and left the room. Kelli watched as she left then took off the strap-on and followed her into the kitchen where Helen was getting a glass of water.

"We're not done yet," said Kelli.

Helen smiled at her, "We're not?"

"No." Kelli walked toward her and kissed her. She then lead her by the hand into the living room, where they lay on the rug and kissed while fondling each others' breasts. Then Kelli moved over so she and Helen could 69. Within a few minutes, they brought each other to another orgasm then went back to the bedroom to sleep with Jane and Brandi.