Carrie: Making Me An Exhibitionist Ch. 02

This is a continuation of my tale about how my incredibly gorgeous and sexy Carrie is making me into an exhibitionist.

*

A few days after our adventure on my balcony, Carrie and I sat in her apartment, and recapped the excitement.

I had accidentally locked myself out of my apartment, totally nude on my balcony, and had to ask Carrie for help getting in.

What followed had been the hottest sexual adventure of my life to that point; Carrie had pushed me (gently of course, as always) to expose myself to the entire parking lot, while blowing my cock and my mind.

It was obvious that exhibitionism pushed her buttons. But not her own exhibitionism. What really got Carrie hot and wet, was seeing a guy totally naked in a situation where he shouldn't be...and needing to depend on her for help.

Carrie's discovery of me, locked out naked, and having to ask her for help, had been exactly the right combination that made her so horny that she couldn't help ravishing me.

Sitting across from her now, on her white-leather couch, I tried not to stare (without much success) too openly at her E cups packed under the white halter top she wore. Carrie has the biggest, most magnificent tits I've ever seen in person...and I can rarely concentrate around them.

With her gorgeous legs folded in front of her, she sat kind of on one hip in the white-leather recliner, sipping on a cup of chamomile...her favorite tea.

Her auburn-brown tresses were pulled back into a long ponytail today that ran the length of bared back. Usually, she wore it down and I loved how it framed her beautiful, emerald-green eyes. Today though, I could see all of them, and it seemed that they lit up the room as she talked.

"You really love being naked outside, huh John?" she asked, sipping from her tea.

Looking down at myself, I saw that the bulge in my khaki shorts was becoming apparent. Good lord, I thought, the woman is already giving me a boner...Carrie just has that effect on me.

"Well," I began, searching for the right words, "I've never really been naked outside before, other than on my balcony."

Remembering how she'd whispered in my ear, and told me to fantasize about being naked and hard in the parking lot, while she squeezed my hard cock was exciting beyond measure. Even now, as I pictured it, my cock grew to full-length in my shorts. It was becoming uncomfortable.

"But, yeah," I continued, need badly to shift the position of my cock, "the thought of being naked outside has always been one of my fantasies..."

Carrie smiled, revealing her perfect, white teeth. There was gleam in gorgeous green eyes that I have since come to know as a sign of sexual excitement.

"But Carrie," I pressed..."what about you? I know you love seeing a man naked in public, but aren't you an exhibitionist too?"

Shifting slightly in her recliner, she set her tea down on the coffee table, making her massive breasts move under her halter top. My eyes instinctively followed them, causing my cock to throb in my shorts.

"No honey," she said, punctuating the word "honey" in that sugary way that just melts me, "I'm not an exhibitionist."

Her short shorts, revealed her muscular legs...I watch her toned thighs move, and needed badly to shift my cock.

"In fact, I'm the opposite," she said, bringing me back to the moment.

"The opposite?" I asked dumbly, knowing she'd caught me fantasizing about her again.

"When I was sixteen, I had an experience that rocked my world, and has been the biggest turn on for me ever since," she smiled again, picking up her tea.

Of course I was watching her breasts.

"See, I had gone camping with my family, and brought along my best friend at the time."

Leaning forward, I nodded. I had to hear this.

She explained how one morning, her friend Susan and her were out exploring in the woods while the rest of her family hung around the camp site. There was a lake nearby, and they wanted to see it.

"As we got closer to the lake, Susan had the idea that we should go swimming," Carrie retold the tale. I watched her beautiful, green eyes as she spoke. She seemed to be seeing the memory in her mind.

"We didn't have bathing suits with us," she continued, "but Susan said we could swim in our underwear..." her voice trailed off suddenly.

"What happened?" I asked...needing to hear more. God, my cock hurt.

"I wasn't wearing any underwear," she laughed. Her massive tits bounced slightly. My cock jumped.

"I didn't want to run around naked in the woods," she continued, "so I tried to distract Susan from the idea."

In my mind's eye, I pictured the young Carrie and wondered if her tits were huge then too.

"As we neared the lake, there was a small clearing off to our left" she said, "and I thought I had caught some sort of movement out of the corner of my eye."

At that point, Carrie said she's told Susan, and pointed to the clearing. "I was looking for an excuse to deter Susan from swimming," she giggled slightly..."but I was also worried that there might be some sort of animal or something in the clearing."

"And was there?" I asked, interested.

"In a manner of speaking..." she laughed again, rubbing one hand lightly on her luscious inner thigh...a move that neither my eyes nor my cock missed.

"Huh?" I questioned.

"As we approached the clearing," she continued, dragging her nails lightly over her inner-thigh, "we saw a man sitting on a rock."

"Oh," I said, kind of let down.

"He was totally nude."

Her hand still rubbed her inner-thigh, stopping to squeeze lightly here and there. I wasn't sure that she was actually aware of it.

"Nude?" I asked, kind of incredulously, I wanted...needed her to continue.

"Yeah," she went on, "he was completely naked, sitting on a rock, and his clothes were in a pile on the ground, some distance away."

"Man," I said, "how lucky were you two that day?"

"Me and Susan crept up quietly, stopping about ten feet from him...we hid behind some bushes, where we had a good view of him, but he couldn't see us."

My eyes were glued to her hand on her thigh...

"I remember whispering to Susan, oh my god, he's totally nude!"

"Susan's eyes were wide as saucers..." Carrie laughed hard at the memory, treating me to a show as her awesome breasts jiggled.

Involuntarily, my hand went to my cock...before I realized it, then I moved it away.

"I'd never seen a naked man in real life before," she continued, her own hand returning to rest on her delicious inner thigh..."and I don't think Susan had either."

"What happened?" I pressed her again...I HAD to know.

"Well, we hid in the bushes and watched, trying to be quiet."

She had my full attention now...and my rock-hard cock begged for relief in my shorts.

"For me, it was odd that he was so far away from his clothes," she said, "and for some reason, that turned me on....I mean, we could see his clothes on the ground, but it was obvious that he had taken them off and walked away a bit to sit on the rock..."

"What I'm saying is that if someone, like us for example, had walked up on him, he wouldn't have been able to get to his clothes on right away."

"How far away were his clothes?" I asked, picturing the scene in my own mind.

"I'd say probably at least, I don't know, maybe fifty yards or so..."

"Fifty yards?"

"Yeah, probably..." Her hand was now stoking her inner thigh, but her eyes were seeing the naked man again.

"All of a sudden, Susan had a crazy idea" she went on. "Leaning over, she whispered that we should go around to the other end of the clearing and take his clothes."

"What!" I interjected, fascinated.

"I told her that was crazy of course," she giggled again, "but I have to admit, that idea made me very hot."

As I watched, her hand moved higher up her inner thigh.

"All of a sudden," she said, "he started to play with himself..."

Now, her voice trailed off again, and she had a sort of dreamy, far way look in her eyes.

"I'd never seen a naked man up close before, but I'd for sure never seen a man masturbate."

I was silent...enthralled by the story and her hand...which was now resting right next to her crotch.

"He leaned back on the rock, and stroked himself...his dick grew in his hand, until it was hard and throbbing..."

"Woa," I said..."that must have been hot."

"Oh god it was," she stated flatly. "It made me sooo wet..."

The way she said "sooo wet," caused my throbbing cock to swell even harder, jumping in my shorts.

"As we watched, he jerked himself off...oblivious to anything around him...what was so fucking hot to me though, was that he could have been caught at any moment and didn't seem to care."

"Oh god..." I whispered, moving my hand to my cock again, but this time I left it there. Carrie was lost in her memory, and didn't seem to notice.

"He stood up, and stroked himself right out in the open...he was gorgeous, I mean he was muscular and tanned. I remember being so turned on that it was hard to breathe," Carrie said, her hand now rested directly on top of her own crotch, and she started to press lightly with her palm.

"He spit on his hand, and started stroking his hard cock faster," she went on again, "and.. he started moaning..."

At this point, I was so turned on, that I couldn't help myself. I reached into the waistband of my shorts and started squeezing my own cock as I watched Carrie press and knead at her crotch.

"I remember feeling so horny, so wet...I thought I was gonna cum right there."

I moaned, wrapping my fingers around my shaft through my shorts.

"Suddenly, I noticed Susan was gone."

"Gone?" I repeated...finding it difficult to breathe.

"Yeah, she wasn't standing next to me anymore."

"Where'd she go?" I wondered aloud, running my fingers over the head of my hard cock, inside my shorts.

"All of a sudden," Carrie said, kind of in a surprised tone, "I saw her appear at the other end of the clearing where his clothes were. The guy's back was to her, and she looked over to where I was behind the bushes, and put her finger to her lips, to tell me to be quiet..."

"Oh my god Carrie," I said..."You mean she..."

"Yup," she answered before I finished the question..."she grabbed his clothes, and disappeared with them..."

"Now he was totally nude, out in the open with no clothes at all.." she said. Her hand pressed harder into her crotch, and I noticed her massive breasts rising and falling with her quickened breathing.

Unable to stop myself, I opened my shorts, unzipped them and pulled them, and my underwear, to my knees. My throbbing cock popped free, pointing straight up.

Carrie eye's watched me, but she didn't seem to even notice. I was so turned on, doing this right in front of her for the second time.

"Susan came back with his clothes," she went on, "and dropped them in a pile next to us."

I grabbed my cock, and began to stroke it, up and down, as she told the story. Her free hand went to one gorgeous, heavy tit, and lifted it slightly through her halter top. I almost came right then, and stopped stroking for a second.

"When Susan got back, I had my hand in my pants and was rubbing my clit, watching him masturbate" she said matter-of-factly. "She didn't notice at first, but then she saw me rubbing myself...oh my god...Carrie, what are you doing?" she whispered.

Carrie continued to lift her huge breast, gently, almost unconsciously. Her eyes were alight with lust. I knew she was there again, watching that naked guy masturbate. I stroked my cock, listening intently, picturing the story in my own mind, and eating her luscious body with my eyes.

I pushed my shorts and underwear to my ankles, and settled back into the couch...ready to hear the rest.

"What did you say to her?" I asked, greedily. This was getting good.

"I told her I couldn't help myself," Carrie answered back, now openly rubbing her crotch through her shorts.

"I remember being frustrated that I couldn't quite reach my pussy the way I wanted to, so I unbuttoned them...opening the front so I put my hand in. Susan looked shocked, but just stood there watching me. I didn't care about Susan though; I was busy watching the naked man jerk off."

Carrie giggled, sending shockwaves through my cock.

Slipping my shoes off, one at a time, I kicked my shorts and underwear off, leaving them in a pile on the floor in front of me. Now only in my socks and t-shirt, I pulled my legs up and placed my heels on the edge of the couch, spreading my knees wide. I spit on my own hand, and stroked. Carrie watched me, but didn't mention it.

She continued the story.

"The guy turned a bit and was facing us...I could see everything," she said, kneading one of her breasts. She began to trace around a nipple with her thumb...finally, tugging at it and pulling it.

"I was close to cumming, with Susan standing right next to me. Suddenly, we heard voices."

"Voices?" I asked, and stopped stroking. My slick cock throbbed and pounded, sticking up between my legs. Doing this in front of Carrie was so dirty...so hot. But this was a surprise twist to the story.

Closing her eyes, Carrie slipped a hand into the front of her shorts and rubbed herself. I watched, fascinated. She was so beautiful that it hurt. My cock jumped and ached. Grabbing it, I stroked, slowly, watching her pleasure herself. She moaned, low and sexy. Her breathing got shorter as her magnificent breasts rose and fell. I was utterly mesmerized by her.

"He..." she started, but fell short..."he got...caught."

Carrie was rubbing herself hard and fast in her shorts...she sounded close to cumming.

"How? I asked, pressing her to continue.

"All of a sudden," Carrie breathed, "two women came into the other end of the clearing. His back was towards them, and he didn't see them. I guess he was lost in his masturbating. Susan pulled my arm wanting to go, but I wanted to stay and see what happened."

Carrie snaked her free hand underneath her halter top. I was lost, stroking for all I was worth. Her eyes were now closed as she masturbated herself in her shorts. Stripping my shirt over my head, I threw it on the couch next to me, then stretched my legs out, putting my sock covered feet on the coffee table.

"Oh god Carrie," I said, stroking myself fast..."then what?"

"Susan got scared and left...but I stayed, watching from behind the bushes. When she was gone, I dropped my shorts to my ankles and fucked myself with my hand...trying not to make any noise."

I almost came at that.

Opening her eyes, she looked at me, almost as if she was noticing, for the first time, what I was doing. Carrie looked at me and licked her lips, pulling on her huge tit through her top, and rubbing herself hard in her shorts.

"God," she said, looking at my cock "he was so naked, just like you are now, and he didn't even know that he'd been caught. All of his clothes were on the ground next to me, and he didn't know it."

Reaching down and pulling my left foot up to me, I took of my sock and threw it on the floor, before putting my foot back on the coffee table. I squeezed my cock harder, feeling my approaching orgasm build.

"The two women saw him, and stopped in their tracks. They stood there a moment looking like they were in shock. Finally, one of them called out to him and asked what he was doing. The guy stopped jerking and turned around. He was so embarrassed. He began apologizing and looking around for his clothes. But I had them."

I was getting close to cumming now. Carrie slipped her hand out of her shorts, and undid the few buttons at the front, before sliding her fingers back into her now exposed panties...I saw the wetness on the front of them. She slid a few fingers directly into her pussy, and fucked herself with them, moving them in and out. She moaned, fucking herself with her hand.

Wearing only a single sock, I stretched my legs straight out in the air...pointing my toes, tightening my body with my efforts. I was going to cum any minute now, and I tried to control it.

"Carrie...please...what happened then?" I pleaded, beating my cock hard.

"He covered himself with his hands, embarrassed. The ladies asked where his clothes were, and he said he didn't know. He said they had been there a minute ago, but someone must have taken them. The women said he was lying and called him a pervert. He begged them not to call the police or make trouble for him."

Pre-cum appeared at the tip of my dick, and oozed down the head, mixing with my saliva and lubricating my cock even more.

"Finally, the women left, telling him they better not catch him around here anymore," Carrie said, as her hand continued its fucking in her panties. She spread her legs a little wider, and I could plainly see her fingers moving in and out of her shaved pussy under the sheer material.

"After they left, he looked around for his clothes, but of course didn't find them. He looked so worried...totally naked, no clothes anywhere, and no way to cover up. That made me so hot, that I fell to my knees, rubbing my clit hard, and came all over myself."

With that, I came hard, jettisoning great, thick, white ropes of cum all over my legs and belly.

"Oh god Carrie..." I moaned, as my orgasm overtook me.

Carrie kept masturbating. She was close to cumming, but needed to finish the story. Her E cups heaved under her halter top as she neared orgasm.

"Then, I stood up, and pulled my shorts up. I walked out into the clearing where he could see me."

My orgasm was rushing over me, I could barely speak.... "Really?" I stumbled, fascinated. What did he do?

"He..he looked.." Carrie was struggling to speak, I knew she was going to cum any second..."he was shocked. He tried to cover himself, but I told him, no don't be embarrassed...then I told him I knew where his clothes were..."

I leaned forward, my cock still in my hand, intent on knowing how the story ended.

"He seemed relieved, but I told him he had to ask me for help if he wanted his clothes. He had to say, 'Carrie, please help me...I'm naked outside and don't have any clothes....' At first, he hesitated, but when I started to leave, he asked me to wait. Then, he said it, word for word..."

Carrie came hard, slamming her fingers in and out of her wet cunt...the slurping sounds filled the room.

"Oh god...oh....god..." she moaned loudly, over and over...her whole body tensed as orgasm rocked her. Her mammoth tits jiggled and moved under her shirt, and she grabbed her left one and squeezed hard.

God, she was so beautiful. My cock twitched again as I watched her cum.

Grabbing her pussy hard, she rode out the last throes of her orgasm...which lasted a good minute, before, relaxing and going limp in the chair.

"Damn," I said in awe, "what a story."

We fell silent for moment, before I asked her how it ended.

"Well," she began after regaining her composure, "after he asked me to help him, I went back and got his clothes and handed them to him. He asked if I had stolen them. I told him I didn't but that I had found them in the bushes. Suddenly, I heard Susan calling my name. I quickly kissed him on the cheek, and ran off to meet her."

"Wow..."' was all I could say.

"For the rest of the trip, I masturbated every day, imagining that naked guy in the woods. Since then, seeing a guy naked and helpless, with no way to cover up has been my biggest turn on. It really makes me hot when he has to depend on me for help."

Carrie sat, one leg draped over the arm of the chair, still lazily fingering her pussy inside her panties.

We looked at each other for a while, when her cell phone rang. It was on the table, next to my one-socked, foot. She reached for it.

"Hello? Oh, hi Shawna...." She said, winking at me.