My work had rewarded me for having a good year with a trip for two to Las Vegas. About a week before we were scheduled to go, my wife backed out because our son had gotten a cold and she felt guilty leaving him. Not wanting to waste the trip, my wife suggested that I take her sister Tracy along. Luckily, Tracy has the type of job where she can take time off with short notice and she excitedly agreed to join me on the 4 day vacation.

On the day we were to leave, my wife drove us to the airport. As we were saying our goodbyes, my wife pulled me aside and reminded me how her sister had had a rough year and had broken up with her boyfriend of 10 years after coming to the realization he wasn't going to marry her. My wife told me to have fun and make sure Tracy had a good time as well.

I never understood why Tracy's ex wouldn't marry her. She is a very attractive blonde with a great body. She manages a health club so she is always working out. She has great legs and a solid B cup that she isn't afraid to flash via tight or low cut tops. Tracy is 5'7" and probably 110 pounds. In fact, I can't understand why she hasn't had guys all over her since her relationship ended six months ago. She comes across as a little conservative but is popular with her large group of friends. I wouldn't describe her as a big party girl, but she is not afraid to have a beer when she is out.

So when we arrived at the Bellagio lobby for check-in, I quickly realize my first mistake. I had booked a room with a king bed assuming my wife would be accompanying me on the trip and had forgotten to make the change when she backed out. When I asked the front desk to make a change, the woman apologized and said they had no rooms with multiple beds available. I pleaded and tried explaining my situation. The only response she gave was a wink and the now famous line "What happens in Vegas stays in Vegas". I checked with Tracy and she said she was OK with it if I was. Seeing no alternative, I took the room.

Chatting on the way to the elevator, we decided that we were both adults and that everything would be fine. We were here to have fun after all. I stopped in the gift shop and bought us a couple Coors Light bottles to help get the fun started. When we got to our room, we decided that we needed to get cleaned up for dinner. We had reservations at a steak place in MGM and tickets to La Femme. Tracy wanted to shower and I needed to change clothes.

After about ten minutes in the bathroom, Tracy cracked open the door and asked me if I could make her a mixed drink from the mini-bar. I was shocked that she had finished her beer so quickly and surprised that she was hitting the hard stuff already. But, I followed her request and mixed her a rum and diet. I was getting the feeling she was maybe in the mood to party and I better be ready to keep up. I knocked on the bathroom door and announced that her drink was ready. I barely finished my sentence when the door opened and her hand came out for the drink. While she was being discrete and hiding herself behind the door, she didn't realize I could see her nude reflection in the mirror behind her. She took the drink, thanked me, and told me she would be out shortly. That little glimpse got my juices flowing though and I was instantly hard.

Fearing that I would still be excited when she came out, I quickly finished getting ready for our night out. I knocked on the door again and told Tracy I would meet her in the casino. I thought that might offer some distractions to clear my thoughts.

About 30 minutes later I was sitting at a slot machine near the entrance of the casino so Tracy would be able to find me easily. I was in a better frame of mind (winning money will do that for you) and I was ready to get the evening started. Tracy came up from behind and draped her arm over my shoulder. When I turned around to greet her, I nearly fell off my stool. She looked stunning. She was wearing a tight black top with a scooping neckline that showed a lot of cleavage. Her lacey black bra was very visible below the silver necklace she was wearing. Her shirt stopped short of her skirt giving a flirting view of her midriff. Her skirt was also black and very short and very tight. Her legs were bare except for the knee-length black boots with the pointy toe and 3" heel. Before I could get a word out, she bent down and kissed me on the cheek. So much for clearing my head.

I cashed out my slot and we left the casino headed for the restaurant. I noticed that Tracy had made herself another rum and diet and seemed to be getting into the spirit. As we walked, Tracy put her free hand in mine as though we were a couple. I couldn't take my eyes off her and I think she knew it.

By the time we arrived at the MGM, her drink was nearly empty so we headed for the bar in the restaurant. We were about 10 minutes early for our reservations so we ordered another round of the hard stuff. Tracy sat on a stool at the bar while I stood next to her. We had a lively conversation although I couldn't really tell you subject as I spent the majority of the time trying to sneak peeks at her cleavage.

The hostess approached us a few minutes later to inform us our table was ready. We both finished our drinks and followed her to our table. Tracy seemed a little unsteady on her feet and I am not sure if it was the alcohol or the heels or maybe a combination of the two. She stumbled as we turned a corner and her hand brush against my crotch. I put my arm around her waist and helped her into her seat when we arrived at the table.

As we looked over the menu, Tracy suggested we get a bottle of red wine to compliment our steaks. I jokingly asked if she thought she could handle more booze considering she almost fell on the way to the table. She replied that she was in the mood to get smashed and was counting on me to watch out for her. So, we ordered wine.

Dinner was great and we ended up polishing off two bottles of wine. I could tell the alcohol was really taking hold as Tracy started to slur her words and loose track of her thoughts mid-conversation.

We had taken so long with dinner that we were in danger of missing the beginning of La Femme. I quickly paid the bill and helped get Tracy to the theater. Luckily, we were late enough that the line had died down and we were able to get a couple drinks before heading to our seats. Tracy went with another rum and diet while I stuck with beer.

The show featured many topless dancers and was fairly erotic. Tracy held my hand or had her hand on my thigh throughout the performance. I noticed that she was shifting in her seat a lot and wondered if the nudity was having a similar affect on her.

When the show let out, we were the last to leave the theater and again were hand in hand. We sat at a blackjack table for about an hour with little success. Tracy did manage to finish two more drinks while playing. It was clear she was very drunk at this point as she could barely tell the waitress what she wanted.

At this point I decided we needed to either move around or call it a night. Tracy wanted to check out Studio 54 in the hotel but needed to use the restroom first. I waited near the club entrance while she did her thing. When she got back, she was holding to shots called "mind erasers" and commented that is what we will need if the night goes well. Against my better judgment, we slammed the shots before going into the club. The music seemed to give Tracy a second wind and she immediately pulled me to the dance floor. We danced like teenagers for the next 30 minutes and I was starting to get worked up again. A slow song came on and I was about to leave the dance floor when Tracy sort of fell into my arms. She was really toasted at this point and I think was holding her up more than dancing with her. When the song ended, I suggested we head back to the Bellagio and she agreed.

In the cab she was rubbing her hand up and down my thigh. When she stopped I looked over and realized she had passed out. I put my arm behind her head so she would be comfortable and let her rest until we arrived. She was a little disoriented when getting out of the cab and nearly fell out the door as I was paying the driver. On our walk to the elevator, our conversation revolved around dinner and the show. Tracy told me that the show had gotten her a little horny. I let the comment go without responding.

When we got to the room, Tracy said she had to pee and went into the restroom. She failed to close the door tight and it slowly crept back open. I went to the love seat and grabbed the remote for the TV. Before I turned it on, I noticed that when I looked at the mirror in the entryway, I had a perfect reflection of the bathroom. I watched stunned as Tracy hiked up her skirt and pulled her panties down over her boots. As she sat on the toilet, she dropped the very small black thong on the floor. When she finished with her pee, she wiped but did not get up right away. Instead, she let her hand rest on her pubic mound. Her eyes closed and I could just make out her fingers searching for her clit. Her head dropped back and she let out a soft moan. At this point, I wasn't sure if she realized I was watching or was just too drunk to care. After a few seconds of playing, she removed her fingers and stood up. When she came into the room she smiled at me and asked if there was anything good on TV. I was dumbfounded and could only stare back at her. She came and sat next to me on the couch. Before I knew what was going on, Tracy swung her boots over my lap and asked me to help her take them off. As I was unzipping them, she said that my wife had told her about my famous foot massage and wondered if I was up for giving her one. I said sure as I was at this point thinking more with my dick than my head. After I got her boots off, Tracy proceeded to get comfortable on the couch leaving both feet in my lap. We chatted back and forth as I rubbed her feet. She would let the occasional moan escape to let me know when something I was doing felt especially good. After a few minutes I decided to get a little braver and move my hands up her legs. Getting nothing but moans, I let my hands roam higher and higher. Tracy's eyes were closed but she was very much awake. The higher I went on her legs, the more apart her legs would spread. I had a clear view of her beautiful pussy and it was all I could do not to just reach out and grab it. On a couple of occasions I allowed the back of my hand to graze her pussy and I could feel the heat coming from it. When I did so, she would let out her biggest moans.

It was pretty clear that she wanted this as much as I did. Just as I was about to go all in and reach for her clit, she asked me if I could give her an all body message. I agreed but was wondering if I should take this as a sign to slow down. She then suggested that we move to the bed and she quickly stood up. As she did, I caught her glancing at my crotch and the obvious tenting that was taking place. Neither of us commented and she turned toward the bed but seemed very wobbly. I stood to help her but before I got to her, she started to pull her top off. Once that fell to the floor, she turned to face me now wearing only her lacey black bra and black skirt. She had a smirk on her face and asked if I was ready. Her tits looked great and I was mentally trying to figure out how I could see them without the bra.

Tracy laid facedown on the bed and spread her legs to the max allowed by her tight skirt. I asked her where she wanted me to start and she requested her back first. As I rubbed up and down her spine, I continually bumped into her bra straps. Without asking, I undid the back strap and moved her arms through the shoulder straps. The moaning continued and Tracy seemed to be getting really worked up. I let my hands roam and frequently brushed the sides of her breasts. Between moans, we were chatting about different topics. Out of nowhere, Tracy again mentioned how horny she was and told me that she had not been touched since her break-up.

Knowing where this was headed, I told her roll over, it was time to give her front side some attention. She did as told and I was soon staring at her lovely tits. Rather than going straight for them, I reach to her side and unzipped her skirt. As she lifted her ass into the air, I slid the skirt down her legs and past her feet. I then straddled her hips as I kneeled on the bed and began to caress her shoulders. Our eyes were engaged and she slowly reached up and began to unfasten my pants. I worked my hands down her shoulders and over her chest, lightly squeezing her nipples. As she freed my cock, her hands began stroking my shaft and she was licking her lips.

I moved off Tracy and stood at the end of the bed. She sat up and took my prick into her mouth. Despite the alcohol, she was sucking me like a champ. It took everything in me not to explode in her mouth. When she took a breath for air, I used the opportunity kneel on the floor in front of her. I put my hands on her knees and spread her legs apart as I move my hands towards her hips. Her breathing was rapid with anticipation and she laid back on the bed before I reached her pussy. Without much thought, I buried my head between her legs and was rewarded with a load moan. My tongue probed in an out of her pussy and over her clitoris with increasing pressure. She was thrashing around the bed and her hand was on the back of my head drawing me in tighter. She was moaning and telling me how badly she wanted to fuck me. On several occasions I almost stopped to fuck her but was always told not to stop. A few moments later, Tracy came. I have never seen a woman cum as hard as she did. Her body tensed and her grip tightened on the back of my head. Her moans were turning to screams and her head and chest lifted off the bed. Next, her muscles relaxed but her arms and legs were thrashing about as though they had a mind of their own. I kept my tongue moving on her clit and my hands were pinching her nipples. The screams were turning back to moans and she started to get her arms and legs under control. I moved to kissing her inner thigh and caressing her chest and she told me she couldn't move. Moments later she uttered that she still needed to fuck me but I decided to let her catch her breath.

I moved up onto the bed and laid beside Tracy. With one hand I stroked her beautiful blonde hair and with the other rubbed over her naked body. My rock hard cock was pressed against her leg and her hand was lightly stroking it. After a few minutes, the stroking stopped and she seemed to be very calm. I bent my head to kiss her but did not get a return kiss. Fearing that she was having regrets, I asked Tracy if everything was OK. No response. I repeated my questions and this time was answered by a small noise that sounded like a snore. It was then I realized that she had passed out. I shook her a little and got no response. I shook her a little harder but still nothing. I moved my hand between her still spread legs and fingered her wet pussy a little but could not wake her. I happen to have a fetish about sleeping women and often engage my wife in role playing. As soon as I realized she was out cold, I nearly blew my wad.

I sat up on the bed and took in the view. Tracy was laying naked and spread eagle on bed. One hand was at her side and the other was bent and near her head. Her left leg was straight while the right was bent at the knee leaving a perfect view of her perfect pussy. I ran my hands all over her body loving the freedom to do whatever I wished. I opened her eye lids and stared into the vacant eye looking back at me. Her lips had parted slightly as she continued her light snore and this gave me an idea. I lifted Tracy's back off the bed and slid a couple pillows under her head. I then turned her head so she was facing me and I moved so that my dick was next to her head. I took my hands and opened her mouth even further and then slid my cock into her waiting mouth. As I released her lips they formed a nice seal on my shaft. I worked my dick in and out of her mouth and occasionally opened her eyes. My other hand was busy squeezing tits or fingering her pussy.

When I got bored with this, I rolled Tracy onto her side and laid down behind her. My dick was well lubricated from her mouth and her pussy was still wet from her earlier orgasm. I pushed into her tight pussy and was immediately reminded that nothing had been in there for a while. As I thrust in and out, I was surprised to hear some small moans and feel her body moving along with mine. She was still asleep but her body seemed to understand what was happening. I withdrew my cock from that hot pussy and decided I was going to fuck Tracy in the ass. I moved her leg forward a bit to gain better access as I began to push my prick into hole number 3. It was so tight that I wouldn't be surprised to learn she has never been ass fucked before. As I moved in and out, I brought Tracy's top leg back over mine and began rubbing her clit again. And again, her body started to respond. The moaning started again and her nipples became erect. Her clitoris became hard and I could feel her pussy getting wetter. After a few more strokes in the ass, I felt like Tracy might cum again. Her breathing was rapid and her body seemed tense. All the while, her eyes were closed and she was fast asleep. I withdrew my cock from her ass and put it back into her pussy. That combined with the rubbing of the clit put her over the top for the second time that night. Tracy's second orgasm of the night had all the same characteristics of the first but was not nearly as powerful. At one point her eyes opened slightly and she had a confused look on her face but fell quickly back to sleep as the orgasm subsided. Seeing those eyes open put me over the top and I had one of the strongest orgasms of my life.

When I was done, I was beat. I was torn between staying up all night and fucking her over and over with the thought that I might never get the chance again, and the prospect of getting some sleep in the event she wanted to repeat tonight's events tomorrow. In the end I decided on sleep. Rather than dress her back up and deny anything the next morning, I left Tracy completely naked and snuggled up with her under the blankets with my still hard cock buried deep in her ass cheeks. I fell fast asleep dreaming about what was to come in our next three days in Las Vegas.

To be continued...

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