Part 3B

After a few minutes, both of them opened their eyes - and when they saw me looking at them, blushed; Diane slightly, Holly a LOT more. When I didn't say - or do - anything, though, they went back to holding each other for a little while. It was when Diane started eyeing the bulge in my sweats that I suspected she had something else on her mind - something that a quick scan of her confirmed. So I wasn't surprised when Diane untangled herself from Holly, and sat up before reaching out to take hold of my penis through my sweats before saying "That was really nice - but I want some of THIS, too."

At that, Holly sat up too, so she could have a better view of what Diane was up to. And what Diane was up to was playing with my dick and balls through my sweats.

With Diane's skilled ministrations, it wasn't long before I was pressing myself forward in an effort to increase the pleasure she was bringing me. When that happened, she looked into my eyes and said "Yeah, I think you're ready!" with a grin. Taking her hand off my throbbing erection, she gestured that she wanted me to get up. I swung my legs around to put my feet on the floor, then stood up. When I was vertical (well, mostly - some of me was still horizontal), she reached over to gently tug Holly closer to where we were, telling her "C'mon, Holly. You might as well learn with Mike as anyone else..."

Holly and I both found out what she meant when Diane pulled my sweats down to reveal my erection before taking it into her mouth to slide her lips up and down it's length a couple of times. When she let it slide free of her lips, she gently tugged Holly into position and told her "Go ahead. He likes it, and I'll stop you before he shoots."

Doubtfully, hesitantly, Holly finally leaned forward enough to let the tip of her tongue run across the head before looking at Diane. Diane just smiled, and said "See? It doesn't taste bad, or anything. Go ahead and put it in your mouth!" A little more sure of herself, Holly did as Diane instructed: leaning forward again, she opened her mouth slightly, and took the head of my penis in her mouth, just holding it there. I, of course, was careful not to disturb them - the thought of my own sister with her lips wrapped around my dick was something that I'd been dreaming about, and working toward, for a long time, and I wasn't about to do or say anything to mess it up. Particularly now that it was actually happening.

With encouragement and guidance from Diane, Holly began learning how to give blowjobs - keeping her mouth open enough that her teeth didn't' hurt, letting her saliva lubricate me, applying suction, using her tongue to find and stimulate the different areas that get - or keep - a guy hard, and make him excited. Holly even got brave enough to cup my balls, rolling them in her hand as she tested their size and weight.

While she was doing that, Diane was careful to keep an eye on me, so that when I started enjoying what Holly was doing TOO much, she was able to call an end to it, saying "That's enough, for now. When he shoots, I want it to be in me!"

To my surprise, I saw a look of reluctance cross Holly's face before she released my erection - glistening with her saliva - from her lips. When I was again waving in the air in time with my heartbeats, Diane moved in again to start pulling my sweats the rest of the way down my legs. Holly realized what she was doing, and promptly started helping; in only a few seconds, I was naked as the day I was born.

At that point, Diane took my hand, and guided me down onto the blanket, on my back. Satisfied with my position, she moved over me, placing her knees on each side of my hips, then leaned forward so that her breasts were dangling in my face. She looked up at Holly and said "If you want to, you can get BOTH of us ready, and then hold him steady when I want him inside me." Holly got a surprised/pleased look on her face, and quickly moved down to kneel between my legs. I started playing with Diane's breasts, and sucking on her nipples. I felt Holly's breasts brushing against my legs when she leaned forward to begin licking and sucking on Diane's labia and clitoris. Every so often, though, she'd change targets, and take me into her mouth to make sure I stayed hard and slick - ready for Diane.

When Diane finally raised herself up a bit, I could see that being the focus of my, and Holly's, attentions had had it's effect on her: from the tops of her ears to the upper slopes of her breasts, Diane fairly glowed with an aroused blush. I felt Holly take me firmly - but gently - in her hand, holding me steady as Diane eased herself back. I felt Holly move me slightly, keeping me aimed at the center of Diane's sex - Diane was able to all but 'walk' herself onto my slippery manhood. Only when nearly half of me was inside Diane did I feel Holly let go of me. She stayed where she was, though, watching as Diane raised her body a little more before squatting down to take the rest of me inside. I heard Holly's aroused gasp as she watched my hardness slowly disappearing into Diane's hot, wet sheath. Holly moaned softly when Diane raised herself up, letting me slide out of her until only the head of my penis was inside, before lowering herself onto it again.

Holly continued to watch as Diane started moving herself over me, sliding her tight, wet vagina up and down my erection. Diane turned her head to say something to Holly, and a moment later, Holly moved to kneel next to my side so the two of them could kiss as they played with each other's breasts. I scanned Holly, and found that she was getting extremely turned on by watching Diane and I make love, and that she wanted some attention to HER sex, as well. She didn't flinch when I reached out to put my hand on her hip; nor did she resist when I guided her backwards. Only when she felt me trying to guide her over my head did she take any real notice - and even then, it was only to make sure that she didn't knee me in the head as she positioned herself over my face. I scanned her again, and found that all she cared about was getting some relief; that she knew it was ME, and what I was going to do to her, only made it more exciting for her.

I looked up into Holly's crotch, and saw the dark red hair framing her extended inner lips, and the nubbin of her clitoris peeking out at me. Lifting my head slightly, I was able to take her clit between my lips and begin caressing it with my tongue - and earning myself a trickle of her light, sweet, musky oils onto my lip, where I quickly licked them off.

When her labia extended and parted even more, I took it as an invitation to move my attentions there - and did, accompanied by a deep groan of arousal from Holly. Sliding my tongue between her inner lips, I collected a full sample of her delightful nectar, finding it deliciously delicate. It didn't take me long to form a rod with my tongue, and press it into her, drawing a pleased gasp from Holly in response. Over the next minute or so, I slowly tongue-fucked her, sliding it into her as far as I could before wiggling it around to the accompaniment of her impassioned gasps.

When I scanned Diane, I found that the combination of having me inside her, and watching me eat my own sister, was getting her hotter than she'd ever been before. Holly was next, and I learned that hers was a mirror image of what Diane was going through: watching Diane slide herself up and down my erection while I had my mouth on her sex was steadily pushing her toward an incredible orgasm. For my part, having Diane's tight, wet womanhood sliding up and down on me was doing as much for me as having Holly's virginal slit on my lips. I knew that none of us was ever going to regret this time, or forget it.

That settled, I turned my attention to getting Holly off: licking and sucking on her vaginal lips, fluttering the tip of my tongue across her clitoris, placing my mouth over the opening to her vagina and softly sucking her ample fluids into my mouth, and penetrating her as deeply as I could with my tongue. As I worked - a labor of love, I assure you - I could feel Holly getting more and more excited, and closer and closer to her release. Finally, as I was drawing firm but gentle circles around her clitoris, I felt her start to spasm over me. When I felt that, I took her clit between my lips and started 'milking' it in time with her spasms. Even from where I was, I could tell it was working: the mini- flood of her juices flowing onto my face and tongue was my first clue.

The sight and sounds of Holly's orgasm seemed to be all Diane needed, and I felt her tighten around me as she, too, was overtaken by climax. Even as her vaginal muscles began clasping at me, she continued to slide herself up and down my erection; the combination of sensations she produced was more than enough to push me over the edge, too, and I fired the first of several shots of my hot seed deep inside her.

Holly was the first to finish her orgasm, and all but collapsed to the floor from it's intensity and duration. Diane and I both finished about the same time, and she managed to lay down on top of me with the last of her energy. We shared a kiss before I put my arms around her, and the two of us lay there for a couple of minutes before dozing off.

I woke up to the sensation of a pair of hot, wet lips wrapped around my rapidly-inflating penis. A quick check verified that Diane was still on top of me; her breasts pressing into my chest proved it wasn't her. That left just one choice - and a quick scan of Holly confirmed she was the one. It also revealed that she was just getting me 'primed' for what she really wanted: to give her virginity to me.

As I was laying there, enjoying what Holly was doing to me, I felt her release me from her mouth - and a few moments later, heard Diane gasp before moving over me. I scanned both of them quickly and learned that Holly was applying her considerable oral skills to 'cleaning up' Diane, with the goal of gently urging Diane off of me.

Holly spent the next few minutes going back and forth between Diane and I - keeping me hard and ready while gradually bringing Diane closer and closer to another orgasm.

Finally, Holly succeeded in her goal, continuing her ministrations as spasm after spasm passed through Diane. As Diane got her breath and senses back, she slowly slid off me to lay on the floor. With the way clear, Holly quickly went back to getting me as aroused and ready as she could - and herself as well, as my scan of her revealed.

When she felt she was ready, Holly pulled her lips clear of my saliva- slickened erection, and told me "Mike, I've been thinking about it for a long time - even before we started taking showers together. I KNOW I'm ready to start having sex, but I want my first time to be good. I know if I let some guy from school do it, it'll hurt, and he'll tell all of his buddies about it. I trust you to do me right; obviously you aren't going to talk to anybody about it."

I was finally at the point that I'd been aiming at ever since I realized all I could do with The Force: I was being offered the chance to separate my own sixteen-year-old sister from her virginity - and at HER request.

I looked Holly in the eyes as I gave her a deep, thorough scan.

What I found was that she really was ready, emotionally and intellectually, to start having sex - she'd been physically ready since shortly after she started sprouting parts. The only thing holding her back this long had been the uncertainty in her own mind, and a slight fear of that her first time would be too painful. After talking it over with Diane several times, and testing me to see how I treated her, she'd come to the conclusion that she was ready to take this final step - but ONLY with ME. I discovered that the only real fear she had was that she'd do something wrong, or that she'd 'chicken out'; she trusted me completely, having no doubt that I would be as patient and gentle with her as necessary.

My eyes still locked on hers, I told Holly "If you're that sure, then I'll do the best I can. How do you want it to happen?"

I could see the relief in her face before she told me "That time I saw you and Diane on you bed, you know, I thought that it looked like a really easy and comfortable for her. I think that's how I'd like to do it my first time, so I can be a little more in control. I'm really nervous about this, and I want to be able to slow things down if I have to. I really do want to do this, I just want to make sure it doesn't happen too fast, you know?"

I nodded my understanding, and replied "That's fine, Holly. We only go as fast as YOU want, and only do what YOU want."

She smiled at me, and said "I knew you'd say something like that. Diane told me that you were willing to stop even after you were in her a little way, before you actually broke her cherry."

"We weren't quite at that point, but yeah, I would have, if she'd wanted." I replied.

She grinned at me, and moved up to straddle my hips before telling me "I believe it - that you would have stopped, I mean. But what I want now is for you to kiss me - like you mean it."

With that, she lowered her body until her breasts were pressing into my chest, putting her face close to mine. I smiled back at her, and lifted my head to touch my lips to hers. After only a few seconds, I felt her lips part, and her tongue lightly touch my lips. I opened my mouth in response, and met the next advance of her tongue with my own; the two of them danced for several seconds before we started checking each others tonsils. I knew that she could taste herself on my lips, just as I could taste MYself and Diane on hers. Somehow, that only made it more exciting

for both of us, and I could feel her nipples hardening against my chest.

When our lips finally parted, I heard her gasp before she said "Yeah, you sure as hell meant that!" before raising herself above me again. She put her hands on my chest, feeling the muscles underneath. I responded in kind, but felt only the firm smoothness of her breasts under my fingers, and the pebbles of her nipples in my palms. For the next couple of minutes, each of us played with the other's chest - Holly delighting in the feel of my chest muscles as I enjoyed the rounded masses of her breasts under my hands. As the time passed, Holly slowly lowered herself, until we could kiss again. This kiss was less impassioned than the previous; rather, it was far more loving and sensual than any kiss we'd shared before.

As it progressed, I could feel Holly easing herself backward until she was finally able to feel my erect penis touching the rounded globes of her ass. At that point, she started a slow, gentle rocking on me that kept her firm asscheeks brushing against the head of my erection while her hard nipples tried to dig holes into my chest. My response was to let my hands wander across her body, savoring the smoothness of her skin as I traced over anything I could reach: her sides, shoulders, hips, the sides of her breasts, her back, and particularly the warm curves of her buns - which I could feel clenching and unclenching under my hands. After a little of this, I thought I could feel a slight dampness in the area where I could feel her soft bush against my lower belly.

With the end of this kiss, Holly again raised up - but this time, only slightly, so that her nipples remained in contact with my skin. As she did, her belly moved against mine, and I became certain that the dampness I thought I'd felt was really there - and from where it was, I could only conclude that it was where some of her feminine oils had escaped her to collect on my skin. We shared another short, soft kiss before she started easing her way backwards again, slowly, until she felt my manhood come in contact with her mons. She adjusted her hips slightly, and I felt the head of my penis slide along her cleft until it came to rest between her labia, pressing ever so slightly against her opening. At that point, she stopped briefly, the carefully worked herself around until she felt my penis was lined up properly. Then, with a Mona Lisa smile on her face, she again started working her way backwards, a fraction of an inch at a time, as she tried to slide herself onto my erection in a series of short rocking motions.

Each time she moved back, I could feel myself moving into her ever so slightly farther. It took several minutes, but there finally came the time when I slipped past the ring at the entrance to her vagina; and she paused with the realization that I was finally in her - for real.

I looked into her face, but didn't see any discomfort or anything other than the pleasure of having accomplished the first step toward her final goal. She saw me looking at her, and asked "What? Is something wrong?"

I just smiled, and said "Apparently not. I just wanted to make sure YOU were okay."

She grinned, and said "I'm feeling just fine, thank you very much! But if you've got any suggestions, I'd be happy to hear them..."

"Just take it slow. Don't hurt yourself. Move yourself around a little bit, so your wetness gets spread around; it'll make it easier for you. Other than that, there isn't much I can say."

She nodded her understanding, and shared a kiss with me before raising herself up again, this time far enough that I could get my hands between us and start playing with her breasts again: softly squeezing them, running my thumbs over her nipples, and softly tracing my fingertips all over them, marveling at their texture.

As I was doing that, Holly started pressing herself back against me in short thrusts. Each time she did, she'd get another fraction of an inch of my hardness inside her. Several times, she would take my advice to heart, and allow herself to move forward, letting my erection slide out of her a little ways, ensuring that it stayed well-coated with her intimate oils.

Finally, though, we came to the obstruction of her hymen. She paused a few moments, then resumed her rocking motion, bumping her maidenhead against my penis each time she moved back. To our mutual surprise and pleasure, it took only a few such impacts before we felt it give way, allowing me to slip inside her even farther. Holly didn't even slow down; with the obstruction of her hymen gone, without any apparent pain or discomfort, she was free to take me inside herself as quickly as she was comfortable with. I was pleasantly surprised to find out just HOW comfortable that could be: it took no more than another couple of minutes before I felt the tight ring of her entrance wrapped around the base of my erection.