Chapter 11

We were all excited as we drove home after school. Chuck was laughing nervously as Kathy teased him, and she kept giving me her evil look. Mom was there when we got home. She was wearing a slinky red wool dress that showed lots of her tits and red high heels. Her hair was done up, and she looked really hot! She had more make-up on than usual, and I got an immediate boner. Kathy was her usual understated self.

“Holy cow, Mom! You are hot!” She grabbed Mom’s hand and pulled her upstairs to Mom’s room. Mom was laughing as she went up the stairs, her hips swaying seductively. I looked at Chuck, and he was frozen, looking at Mom go up with Kathy.

After the door closed, he turned to look at me. I shrugged and said to him sympathetically, “You poor slob. She is going to kill you this weekend!”

He smiled wistfully, “The only way to die.” We went up to my room, and I packed for the weekend. I didn’t think I would need many clothes, but I had better be prepared for anything. Mom and Kathy were still in her room. Chuck changed to a sport coat and tie. He didn’t want to be dressed in school clothes while Mom looked so hot. He was a handsome devil when he was dressed up. We went down to the kitchen for a Coke and waited. What the heck were they up to? At long last, we heard Kathy go to her room, and a few minutes later, Mom came into the kitchen. Her eyes were sparkling as she walked up to Chuck. He had stood immediately when she walked into the room. She put her arms around his waist and tilted her head up for a kiss. He kissed her softly, and I heard them both sigh. They wouldn’t have those clothes on long! A few minutes later, I heard Kathy coming down the stairs. She was dressed in a black dress like Mom’s, and she had the same hairdo and makeup. She had black high heels and was almost as hot-looking as Mom! She had her luggage bag in her hand. I ran to get it from her, and she smiled at me with her evil look. When she reached the bottom of the stairs, she tilted her head up for a kiss. They were hot and so soft. Her lipstick was sweet, and her perfume was very sexy. I was hard again.

“Kathy, you are hot!” She smiled up at me and hugged my arm to her breasts. She had great tits, and that dress proved it!

Mom said softly, “Now, don’t embarrass Aunt Steph, you guys.”

Kathy and I looked at each other, then Kathy looked at Mom seriously. “Don’t worry, Mom. We’ll be real good!” She was pinching my butt as she said it. I got the coats. We hugged Mom, and Kathy kissed Chuck on the cheek. It was something to see Mom and Kathy side-by-side. They were babes! In the car, I told Kathy we needed to get Mom to go out with us like that.

“Every male dick in the county would be hard when you two walked in!” She laughed and thought it was a good idea.

We pulled into Steph’s driveway, and I carried the bags to the door. Steph opened the door wearing a black mini-dress; her tits were spilling out too. She looked so hot she could melt! When Kathy took her coat off, Steph whistled and told her she was too sexy! I laughed and told them they were both too sexy! Steph looked at Kathy and me.

“Mike, do you have a coat and tie?” I nodded.

“Get them on, we re going out! Two hot babes and a great-looking guy are going to get the whole town worked up! Kathy, we are going to get a lot of dicks hard tonight, and Mike will get the pussies wet! Let’s have some fun!” I took my bag up to the guestroom and changed. When I came down, Steph whistled, and I blushed. She gave Kathy one of her fur coats, and we left. I drove to one of the upscale restaurants for cocktail hour. After checking the coats, we walked into the bar. Every head turned when they walked in. We went to a stand-up table; Steph ordered a martini, and we had Cokes. Kathy was big-eyed as she glanced around.

“Steph, everybody is watching us!” She giggled, and Steph laughed with her.

“It makes you feel sexy, doesn’t it, hon?” Steph was looking at me when she said it. Kathy, in her typical way, didn’t understate it.

“My nipples are hard, and my pussy is getting wet!”

Steph snorted and laughed.

“We may have to get home sooner than I expected!” We talked and finished our drinks. More than a few sighs were heard as we walked into the restaurant for dinner. We had a nice table, and Steph ordered wine. The waiter didn’t object when she told him for three glasses. We ordered dinner, and the wine was served. It was a very special thing to be seated between those two. Every eye in the place kept glancing at our table. They were both bubbly and flirty. I was hard for most of the meal. The waiter was always at our table, and he couldn’t keep his eyes off their tits. I warned them to check their salads carefully; the waiter had a hard-on. Kathy shrieked, and Steph licked her fork. We all laughed and had a great time. We paid for dinner, and they swayed out of the restaurant on my arms. I felt like I was ten feet tall. In the car, Kathy was giggling and telling us how hot that was. I agreed. She laid her hand on my semi-hard cock and squeezed it. I was hard in an instant. We got back to Steph’s in record time!

Inside, we hung our coats, and Steph squeezed my arm to her tits as she asked Kathy, “Well, how should this test begin?”

Kathy pressed into my other arm.

“I think we have to get his clothes off first,” she said it matter-of-factly, and I was hard again.

“Good idea, honey; let’s go upstairs.” Keeping hold of my arms, they led me up to the bedroom.

Kathy giggled as we stopped at the foot of the bed.

“This is so much fun!” Kathy continued giggling as she pulled my jacket off and kissed me softly. Steph turned me to face her when she undid my tie and then kissed me briefly. Kathy turned me back to face her as she unbuttoned my shirt slowly and took it off. I got another little kiss. Next I faced Steph. She pulled my T-shirt over my head and I got another kiss. Kathy pushed me over to sit on the bed. She knelt and took one of my shoes off. She raised up and I received a little longer kiss. Steph did the same. Her kiss had a little tongue. This was getting hot fast! Kathy did a sock and the kiss was hotter. Steph did a sock. Her kiss was soft and with a swirling tongue. Kathy undid my pants and pulled them off quickly. That kiss included her arms around my neck and those gorgeous tits pushed against me.

Steph looked at Kathy and as she pulled my shorts off she said, “Now we are getting somewhere!” My cock popped upright and Steph whistled, “Mike, you have a beautiful cock!” Kathy looked at it clinically, “Do you really think so? I’ve only seen two, but the other one was a little longer. This one is the fatter.”

Steph stepped back beside her and gave me the same look, “It’s much bigger than my dippy ex-husband’s and it’s certainly bigger than the guys I had before I married. Yep, definitely the nicest cock in my experience. May I ask? Was it Chuck who was longer?”

Kathy was still matter-of-fact, “Yup, he got my cherry a couple of weeks ago. His is nice, but Mike’s fills me up more.”

I was getting impatient and my cock was aching.

“All right you guys, is this conversation going on all night?”

“Tsk, tsk, tsk,” Kathy clucked.

“Getting horny are we?” She turned her back to Steph.

“Will you help me with this?” Steph unzipped Kathy’s dress and it fell to her hips. Her bra was strapless and just covered her nipples. Her tits bulged over the top and looked very sexy. She stepped out of her heels and the dress puddled at her feet. She had panty hose on over white lacy bikini panties.

Steph ooh’d and told Kathy softly, “Honey, you have a beautiful figure!” Kathy blushed and turned to Steph.

“Let me do yours.” Steph turned her back to Kathy, and the tight mini-dress fell to her hips. Steph sat on the edge of the bed beside me and leaned over to take her shoes off. Her tits almost spilled out of her lacy black bra. She stood, shimmied the dress down over her hips, and stepped out of it. Her panty hose were over black bikini panties. She turned Kathy around and unhooked Kathy’s bra. It fell off. The indentations from the bra left pink lines on her tits and under them.

“Oh, that feels good!” Kathy said as she rubbed her tits gently. She turned to Steph and undid her bra. It fell forward as the straps caught on her arms. Steph peeled the straps off her arms and threw the bra toward the other clothes. Her breasts were almost identical to Kathy’s. Steph knelt, peeled Kathy’s pantyhose down, cupping her hands over Kathy’s thighs and calves to push the hose off. Kathy raised each foot, and Steph held each calf and took the hose off each foot. Next, she reached up and peeled Kathy’s panties down over her legs and held each calf as Kathy stepped out of them. Kathy then reciprocated and did the same to Steph. Her touch seemed to linger over Steph’s legs a little. Kathy looked up at Steph as she knelt on the floor and whispered, “You are very sexy!” Steph reached down and, taking Kathy’s hands, pulled her upright. She put her arms around Kathy’s waist and pulled her in for a soft kiss. Kathy’s arms were around Steph’s shoulders, and their tits mashed against the other’s. The kiss lingered, and when they broke, both were flushed. I was aching. Side-by-side, they were almost identical. Kathy’s body looked a little softer than Steph’s. Her nipples were a little puffier.

“You guys are beautiful!” I whispered it softly. They smiled at me, holding hands and each turned the other in a pirouette. Tits jiggling gently, muscles flexing in asses and thighs, caused me a very accelerated heart rate. Kathy squealed, and pulling Steph with her, they climbed up on either side of me. The next moment, they were lying full length beside me, and I was sandwiched between lips, breasts, pussies, and legs. It was breathtaking. They were both kissing my face and running their hands over my chest. Fingers brushed over my cock lightly. I ran my hands over their backs and asses. Warm, soft skin was everywhere! Steph whispered, “Kathy first.” I pulled Kathy up on top of me. My cock was smashed between us until she raised up, and it sprung up between her thighs. I kissed Kathy softly, ran my hand over her back, and the other over Steph’s. Steph was pressed to my side and kissed my neck as I kissed Kathy. When Kathy broke the kiss, I turned my head and kissed Steph. She had an arm over Kathy’s back, and we bumped into each other’s hands as we stroked Kathy. Kathy brought her lips to meet my kiss with Steph, and three sets of lips kissed. It was the hottest kiss of my life. Their tongues began playing over my lips and each other’s, and the air was thick with hot breaths and soft moans. I ran my fingertips down the two asses and encountered moisture at the bottom of their pussies. Kathy began rocking her pussy against the shaft of my cock, then she spread her knees wide beside my hips. The three-way kiss went on and on. It was hotter and hotter. Kathy was moving her pussy faster, and I could feel her pussy juice dribbling on my balls. The tip of my cock ran over the opening to her cunt a dozen times, each time it seemed to get closer to sliding into her. She gave a little tilt to her pelvis, then my cock slid into her a couple of inches. She groaned into the kiss.

I jerked from the kiss and whispered frantically, “Kathy, I need a condom!” She groaned and breathlessly muttered, “Don’t need it. Pill and my period start this weekend. Please keep it in me, Mike?” I sighed and thrust into her a little further. We resumed the three-way kiss as Kathy worked herself down on my cock. It was so much nicer without the damn rubber! When she was all the way down on me, she broke the kiss, raised up, and whispered, “Oh, Steph! It’s all the way in me! God, I love this!”

Steph raised up and kissed her softly, then whispered, “Kathy, honey, you are so beautiful now. I love you both so much!” Kathy threw her arm around Steph’s neck, and they kissed for a long time as my cocked throbbed in Kathy’s cunt. I turned my head and caught Steph’s nipple between my lips and sucked it softly as she was kissing Kathy. I stroked Kathy’s nipples and continued sucking Steph’s. I was swimming in warm, soft women! Kathy’s hips rocked back slowly as she dragged her clit over my cock. They broke the kiss, and Steph pulled her nipple from my lips. I captured Steph’s head and pulled her to my lips for a kiss. Her lips were soft and burning. Our tongues softly played over the other’s lips as Kathy began longer strokes, pressing her clit hard to my cock on the in-strokes. She was starting to sob, and I could feel her cunt clutching at my cock. I began to thrust up into her as she picked up speed. Steph broke the kiss and laid her head on my shoulder as Kathy got closer. Kathy was staring at me as she worked faster and faster. Her hands were braced on my chest. I reached for a nipple, pinched it gently, and pulled it. She gasped and worked harder. Steph reached for the other nipple and pinched it gently. It was a pretty sight, those slim, long fingers with bright-red, long nails, pulling Kathy’s pink nipple. I thought I would love to have a picture of that. I started telling them what it looked like and what I was feeling. Kathy was sobbing now and gasping as I raised to meet her thrusts. I could feel the beginning of my cum, and I told them it was starting. Kathy sobbed loudly and started rolling her head side-to-side as she went into a hard orgasm. My cum built rapidly, and I was shooting into her cunt with all my strength. It lasted a long time, and when I came back to reality, Steph’s head was on my chest. She was hugging and kissing Kathy. Kathy’s arm hung limply over Steph’s shoulder. My cock was still fat in her cunt, and she was having little spasms. Steph was humming and stroking Kathy as they kissed. I raised my head and kissed Steph’s hair. They broke the kiss, and I rolled Kathy over so she was between Steph and me. My cock popped out of her with an audible pop. Kathy whimpered and rolled her hips.

She looked in my eyes, “Mike, I want it in me always! It’s so beautiful when you are in me.” She licked her lips, and Steph hopped out of bed. She was back in a minute with a glass of water. She cradled Kathy’s head to her breast and gave her a drink. Kathy smiled at her, licked her lips, and then licked Steph’s nipple.

Steph shivered and laughed, “Oh! Your tongue is cold!” Kathy took another drink and didn’t swallow. She sucked the nipple between her lips, and I could see water seeping out on Steph’s breast. Steph shrieked and pulled Kathy harder to her tit. Kathy gave a loud slurp and swallowed the water. She kept her lips on the nipple. I could see her tongue working in her throat. Steph moaned. Kathy released her nipple and gave it a long lick as she pulled away from it. It was stone hard.

Steph giggled, “Let me try that.” She took a drink of water and, leaning over Kathy, sucked her nipple between her lips. Kathy gasped and shivered. When Steph swallowed and released Kathy’s nipple, it was dark red and very hard. I touched it, and Kathy shivered.

“It’s very sensitive right now.” I licked it lightly, and she moaned. I leaned over her and licked Steph’s cooled nipple. She shivered too. Steph took another mouthful of water, got to her knees, then, leaning across Kathy, grasped my semi-soft, sticky cock and sucked it between her lips. The cold sensation went straight to my balls. She swirled her tongue around the head, and it sent shivers through me. The water warmed quickly, and her tongue seemed to stimulate me more. She swallowed the water, and my cock popped from her lips with a smack, noticeably harder.

She looked up at me brightly and asked, “How was that?”

“It was wild! Give me the water, and I’ll show you.” She handed me the glass. I got to my knees, told her to lie on her back and spread her knees. She looked from me to Kathy and, smirking, did it. I stepped over Kathy and kneeled between Steph’s feet. Her tight pussy was showing a little moisture. I took a mouthful of water and handed the glass to Kathy. I spread Steph’s labia away from her clit with my thumbs and, pursing my lips over her clit, sucked it into my mouth as far as it would go. I then swirled my tongue over her clit in the water. It was a wonderful sensation, and the taste was delicious. Water was leaking around my lip seal, so I sucked it in, noisily slurping, and swallowed. I looked up to Steph, and she was looking at me glassy-eyed. I went back to her pussy and began licking up and down as I held her fat lips apart. Her pussy had that amazingly sweet, hot taste. I drove the point of my tongue into her cunt and worked it around. I got another surge of the sweet, hot taste. I began sucking and licking her inner lips, feeling her hand brush over my hair. I glanced up, and Kathy was fondling Steph’s tits slowly. I settled in to work, beginning the process of bringing her to orgasm. I avoided her clit but worked lovingly all over her pussy. I ran my fingertips over her asshole lightly, and it brought a surge from her. I pushed two fingers into her cunt and felt along the top for the “orange peel”-like spot. When I encountered it, I rubbed it lightly, and she surged against my face strongly. I continued rubbing and slowly increased the pressure. Her movements became stronger. I glanced up; Kathy was kissing her nipples, as Steph ran her fingers through Kathy’s hair. When Steph started jerking her pussy into my face, I moved up to her clit and sucked it between my lips. She went nuts, and I had to hold on for dear life to keep her from flattening my face with her pussy! My cock was hard again. When she started to slow, I moved up, and as Kathy worried Steph’s tits, I pushed my cock into that amazingly tight cunt. Steph groaned, and her calves covered mine. It took me several strokes before I was all the way in. I laid my head on Kathy’s back and stayed motionless in Steph for several minutes. Kathy was softly kissing and sucking Steph’s nipples as I rested. When Steph moved her legs over mine, I slowly backed out of her and pushed back in even slower. She groaned, and her pelvis pushed against mine. Slowly, over and over, I fucked her, and each time she arched to meet me. It was delicious. Her cunt was extremely tight, and my cock very happy. She put pressure on my thighs with her ankles, so I slowly picked up the pace. She was arching strongly on each thrust, and the sucking sensation in her cunt increased as I pushed into her. I was in another universe, and I felt strong. I was thinking I would stay hard for hours. Her heels moved up to my butt. She was urging me to go faster. I slowly increased speed as she started gasping and jerking on my cock. She was in a big orgasm, and I wasn’t even close yet. As she came down, I slowed my strokes again. Her cunt was still sucking me in, but her calves were resting on mine. I proceeded slowly at about one stroke a minute by her bed clock. Kathy was kissing her face and whispering to her. Steph’s face was damp, and her eyes were bright. After about 15 minutes, she moved her legs up mine, so I picked up the speed and power gradually. My cock was getting more sensitive, and I was losing my sense of iron control. Her eyes locked on mine, and she whispered, “Fuck me, Mike, honey. Fuck me harder.” Kathy pulled away from her as I lowered my chest over her and began fucking harder. Her heels were on my butt again, and she was arching to meet me on every stroke. She began jerking against me as she began her orgasm, her sobs building into hoarse yelling as she went wild on my cock. My cum started slowly burning up my cock, and I was bellowing as I finally came in her. Every muscle in my body was clenched, and I think I blanked out for a minute or so. When I came back, Steph was hugging me and crying. I looked over at Kathy as she stroked Steph’s hair. She was crying too. Steph’s legs still clasped me tight against her, and I could feel her cunt rippling over my cock. She was still having her orgasm, and it felt pretty strong. I twitched my cock in her, and she surged against me again. Over and over, I twitched, and her cunt spasms continued. Her crying went on and on with her orgasm for many minutes. Kathy continued to whisper to her and stroke her hair. Slowly, the contractions diminished, and she stopped crying. I stayed in her until she smiled at us and gave a long sigh. Kathy got the glass of water and gave her a little drink. She licked her lips again and laughed softly. I could feel the laugh through my cock.