It was a bright, and breezy afternoon on the Maine coast and Karen decided to
leave the windows open in the cottage that she had rented near the shore. She
could smell the fresh, sea air as the filmy curtains of her bedroom moved in the
wind.

She had just bathed and was wearing her thin, almost translucent nightgown. Her
vacation was almost over and she would soon be returning to the heat and
humidity of Florida but, for now, she enjoyed the freshness of the May air. She
was lotioned and perfumed and needed only to take care of one last necessity
before she dressed for dinner at the nearby resort hotel.

It had been nearly two weeks since she had had any sex and she was becoming more
than a little agitated. Without the presence of a man, she would just have to
handle this little problem by herself for now. She looked at herself in the full
length mirror and admired the outline of her breasts and hips through the thin
cloth. Soon, she was stroking her body and feeling the warmth through her hands.
She reached up and cupped her breasts, massaging them with her fingers. She
could feel her nipples beginning to harden as she did this and she ran the tips
of her fingers over them and felt a tingling sensation move through her body.

She moved over to the bed and reached into the nightstand to retrieve her little
helper for this mission. It was really a quite lifelike rendition of an erect
male penis, complete with testicles. The shaft was about 6 inches long and not
quite as thick as she would like, but it would do for now. The balls were better
for holding on to than for anything else.

She laid down on the bed and undid the front of the nightgown, spreading it open
around her. The foot of the bed faced the open window but there were no other
buildings nearby and the area was somewhat remote so she had no concern of being
discovered. Karen began stroking her naked body with her hands, enjoying the
feeling of her smooth skin. Her fingers played along her breasts again and
teased at the nipples until they stood out proudly. She slowly moved her hands
down to her belly and then, gently, began to touch her already erect clitoris
with one finger.

This felt very good and, after playing with her clitoris for a minute, she ran
her finger down along the cleft of her pussy and gently pushed her fingertip
between the lips of her vagina to check her readiness. She found what she
already knew - her pussy was giving forth a goodly amount of her juices and it
was slick and creamy to the touch. She began to run her fingers up and down,
rubbing the juices of her pussy over her clitoris and stimulating herself as
much as possible. She inserted her finger into herself and withdrew it. It was
generously coated with her cum and she spread this over the lips of her pussy.
Her excitement was rising but she didn't want to cum without some deeper
penetration.

She reached over and picked up her artificial cock from beside her. She raised
her knees and reached down with her right hand and began to rub the head of the
cock against her wet pussy lips. She wanted to lubricate it well before she went
for the main event. This turned out to be no problem as she was now producing
liberal amounts of juice and, soon, the head of the dildo was covered with her
cum. She spread her pussy open with the fingers of her left hand and, with her
right, began to ease the dildo into herself. She worked it slowly in and out,
increasing the penetration with each inward thrust. "Oh, oh, baby, yes....."

She was making little noises now as her excitement increased and she did not
even notice the man that was peering into her window. He was looking straight up
from the foot of the bed, only about 10 feet away.

Pete, the gardener, had seen many things in his 25 years but he had never seen
anything like this. He had been alerted as he was passing by the sounds of a
woman who might have been in some distress. He decided to move over to the
window and see if there was anything that needed to be done. What should he be
met with but the sight of a naked woman, lying on a bed, her legs spread wide
apart and a flesh colored dildo disappearing into what was obviously a very wet
and willing pussy.

He knew that he should turn and go but the sight of this woman masturbating
herself was just too much to turn away from. Her pussy was almost hairless.
Wide-eyed, he stared while she repeatedly shoved the cock into herself and
withdrew it only to shove it in again and again. There was a visible spot of her
cum forming on the bedspread beneath her as her juices flowed from her. He could
see that she was a slender woman, with long well shaped legs, reddish blonde
hair and probably a little older than he was. He felt himself getting aroused
and soon began to rub his stiffening cock through the fabric of his jeans as he
continued to watch the action in front of him. Within a minute, he had unzipped
his jeans and freed his now hard cock from the confines and began stroking it.

Karen was now at a point where she was beginning to lose control. The feeling of
the cock sliding in and out of her wet pussy, penetrating into her, while she
rubbed her clitoris with her other hand was getting to be too much. She could
feel her orgasm beginning and soon her hips were bucking as she rammed the cock
deep into herself. She was moaning loudly as the orgasm ripped through her and
she lost herself in it. "Oh, baby, God, yes baby, oooooh.....!"

At last, it was over and she started to come down from the euphoria. As she
opened her eyes, she thought that she noticed a quick movement at the corner of
her window. What was that? Quietly, she rolled off of the bed and walked softly
to the window. She had gathered her nightgown about her to cover herself.

She hid herself behind the opposite curtain and looked out. What she saw both
shocked and intrigued her. She saw a handsome young man with his back against
the white frame of the cottage. He was between the cottage and some bushes so
that he could not be seen clearly from the road. What intrigued her, however,
was that he was busily engaged in stroking his erect cock from the base to the
tip with his right hand. His eyes were closed and he was obviously working on a
mental image of the object of his lust.

He had pulled his jeans open and Karen had an excellent profile of his rigid
cock and balls from about 7 feet away. He was stroking his cock with smooth,
steady strokes, pausing every once in a while to rub around the head with his
fingers then resuming his stroking.

Pete had just ducked away in time to prevent being caught. He was going to have
to finish what he had started though. He leaned against the building and
continued to pump his cock while he captured the mental image of that hot pussy
with the cock buried in it. He focused on how wet and juicy it looked and how he
could hear the wet sounds of the artificial cock sliding in and out - especially
when the woman had cum. This thought put him over the edge and, suddenly, he
felt the start of his own orgasm while he imagined that his cock was buried in
the strange woman inside the cottage. The cum rushed up the shaft and spurted
forcefully from the head in a totally uncontrolled manner. "Unnngh" escaped from
his lips and he forced himself to stifle any further sound lest she hear him.

Karen watched, fascinated, as something suddenly changed in the way that the man
was touching his cock. It could have been a slight change in pace or in the
pressure that he was using. His hips jerked and he gave off a muffled grunt as a
stream of white cum shot from the head of his cock and flew over two feet to
land in the bushes in front of him. Two more strong spurts followed and his hips
jerked with each one. Then the force of his ejaculation quickly abated as he
continued to stroke and milk the semen from his cock until he was spent.

The leaves of the bushes were coated with streams of thick cum. Karen could see
it glistening in the sunlight. The young man quickly wiped his cock with his
handkerchief and tucked it into his jeans and zipped up. He immediately began to
walk away from the house and Karen ducked further behind the curtain so that he
would not see her if he looked her way.

While Karen felt some embarrassment at having been caught masterbating by this
young man, it was tempered with the fact that she had turned it around on him
and caught him doing the same. She was also aroused by the fact that he had
found the sight of her so exciting that he had to relieve the tension
immediately. Besides, he had a nice, hard cock and she had enjoyed watching him
get himself off and the sight of his thick semen spewing into the bushes. It
seemed like somewhat of a waste, however, since Karen could have used his
attentions herself right about now.

She put her nightgown back on and turned back towards the bed, only to be
startled by a knock at her door. She went to the front door of the cottage and
was surprised to see Marie, the masseuse from the resort. She had used Marie's
services several times since arriving in Maine but did not expect her to call
upon her that day.

"I'm so glad to find you at home" said Marie. "I know that you'll be leaving
soon and I wanted to stop by and see you before you left. You've been so
generous with me during our sessions, I decided to see if I could offer you a
massage on the house."

"Your timing couldn't be better" said Karen. "I've just bathed and was going to
dress soon. Nothing would feel better than one of your massages right now. Where
is your table?"

"I wasn't sure that I'd catch you in so I just plain failed to bring it. Can't
we just use the bed in your room? I can still do a very effective massage
there."

Marie was a very pretty, dark haired young woman. She was in her late twenties
and appeared to be of French extraction. Today, she was wearing a pair of loose
fitting shorts and a T-Shirt that did not appear to have a bra underneath it.
Karen just made a cursory note of this and had no problem in admitting Marie to
her bedroom and said so. The two women went down the hallway and into the
bedroom, closing the door behind them.

Under Marie's instruction, Karen slipped off her nightgown and laid facedown
upon the bed. Marie had retrieved a towel from the bathroom and laid it across
Karen's buttocks to provide her with some privacy. Then, Marie brought out her
massage oils from her bag and began applying it to her hands and then to Karen's
shoulders as she talked softly to Karen in her slight accent.

Karen thoroughly enjoyed Marie's massages and this one was no different. Marie's
expert hands worked thoroughly over Karen's neck, shoulders, back and sides. She
then moved down to Karen's legs and began working her way from her feet up to
her thighs.

Marie worked slowly up Karen's thighs with her expert fingers, talking softly
and almost continuously all the time. Her conversation was little more than
local gossip chat and Karen was barely hearing it as she reveled in the
relaxation of the massage. Marie's fingers began to work up the inside of
Karen's thighs and had, in fact, pushed the towel off of Karen's lower buttocks
and she was placing her fingers there as well. Marie moved to Karen's left thigh
and worked her hands up until her right hand was barely a centimeter from
Karen's pussy. She paused there and began to gently stroke the uppermost part of
Karen's thigh with her index finger. She could feel the warmth of Karen's pussy
and could see the outer lips since Karen had spread her legs just a bit wider to
accommodate the touch of Marie.

Karen was beginning to get very excited at this point. Marie's intimate touches
were not lost on her. She hoped that she would continue and touch her pussy very
soon. Karen's earlier episode had not dampened her need for more orgasms and,
actually, she was even more aroused than before due to having watched the
gardener with his spurting cock.

Marie did not fail her. Gently, her index finger found its way to the lips of
Karen's pussy and slowly traced them. She moved her finger slowly up and down
along the cleft and then increased the pressure until her finger just barely
entered between the lips. She was rewarded with the slick feel of Karen's cum
that had been waiting there for her. She slid her now moist finger down to
Karen's clitoris and softly stimulated it with her fingertip. She knew that
Karen was getting into this because she shivered slightly several times during
the process but did not protest. This encouraged Marie to continue and to become
even bolder in her explorations. Marie's finger had become soaked with Karen's
juices and was slick as could be. She placed it between the lips of Karen's
pussy and slowly began to insert it into her vagina, twirling it just a bit as
she did so, to encourage Karen's pussy to open up to her.

Karen was in heaven. She could feel the soft, female touch of Marie and was
totally aroused by it. The feeling of Marie's finger entering her wet pussy was
fantastic. She could feel her juices beginning to flow even stronger as Marie
probed her as deeply as her finger could go.

This continued for a minute or two until Marie said, "Karen, dear, please turn
over onto your back so that we can continue this 'special' massage". Marie's
voice had become a little husky and Karen began to understand that she was
enjoying this as well. Karen turned over onto her back and Marie immediately
placed her hands upon Karen's knees and spread her legs wide apart, exposing her
now dripping pussy to open view. She noticed that, in Marie's hand, was her
somewhat used dildo that Karen had forgotten to put away after its last
adventure. Her shock was quickly overcome with anticipation as Marie used the
fingers of her left hand to spread open Karen's pussy and, with her right, began
to tease the opening with the head of the rubber dildo. She began to insert the
dildo into Karen, moving slowly so as not to cause any discomfort. She worked it
in and out until, very soon, only the balls of the dildo were visible protruding
from Karen. Then, she slowly pulled it all of the way out. Karen whimpered a
little at this since she was really enjoying the penetration. Then Marie raised
the dildo and stared at it. It was thickly coated with Karen's vaginal juices
and was shiny with them. Marie took the dildo as if it were a real cock and
began to lick the cum from the sides, top and bottom of it, finishing by taking
the head into her mouth and sucking nearly halfway down the shaft before she
removed it from her lips. Marie had a steamy look in her eyes and was smiling
sexily down at Karen. Karen nearly came while watching Marie lick and suck her
cum from the now clean dildo.

Marie then got down on her elbows between Karen's legs and began to insert the
dildo into her again. This time she was pumping it into Karen's sopping pussy
with more vigor and Karen could feel her excitement building. Marie moved
closer, lowered her head and began to lick and suck at Karen's clitoris while
sliding the dildo in and out of her. Expertly, she used her tongue and lips to
excite Karen even more. The feeling of her licking at Karen's vaginal lips and
her clitoris was soon too much.

Karen started to quiver and felt her orgasm beginning. Marie only sucked and
licked more vigorously as she felt Karen cumming and shoved the dildo hard into
Karen's clutching pussy. Karen felt her own juices flowing strong as her hips
bucked and she tried to get more of the dildo and Marie's mouth all at the same
time. Karen came long and hard and her cries were loud as her entire body seemed
to convulse. As her orgasm subsided, Marie quickly removed the dildo and began
licking deeply into Karen's hot pussy, gathering up every drop that she could
reach with her probing tongue. Then she, again, licked Karen's cum from the
dildo that was literally, drenched with the slick, warm liquid.

Marie rose to her knees and pulled her t-shirt up over her head, exposing firm,
round breasts with large, dark nipples. They had just the hint of a sag to them
but would barely hold a pencil under them if even that. She moved and straddled
Karen's belly, then leaned forward onto her hands so that her breasts were
hanging just in front of Karen's eyes.

"Please, baby, just suck them for me. Just suck them a little. I love to have my
breasts sucked".

Karen would not resist. Marie has just made her cum so hard that she was still
shaking a bit. Besides, Marie had probably consumed a cupfull of Karen's cum so
she could hardly refuse so simple a request. Karen lifted her head and licked
around Marie's brown nipple and then took the tip into her mouth and felt it
stiffen against her licking tongue. She reached up with one hand and squeezed
the breast gently and could feel the weight of it. Marie's breast was large
enough so that Karen could just hold it in her hand and knead it with her
fingers. She pulled at it while she did this almost mimicking a milking movement
while her mouth sucked at the puckering nipple. Not to let the other breast feel
left out, she turned her attentions to it as well, employing the same techniques
with the same results. Soon she was alternating between the two while Marie
moaned softly with her pleasure. Karen could feel Marie grinding her pussy
against Karen's thigh. Through the thin shorts, she sensed some of the heat and
moisture that was building there.

A man's voice broke the reverie. "Hey ladies, any chance that we can get in on
this?" We heard the commotion and thought that we'd come over and investigate."
Karen and Marie were stunned and both women looked towards where the voice had
come from. There, at the window, stood not one, but two men. Both of them had
hungry leers upon their faces and were devouring the sight of these two women
locked in sexual passion.

Pete had told his friend Victor about what he had seen not even an hour earlier.
Victor thought him to be lying, or at the very least stretching the truth
somewhat so he asked him to show him in which cottage the incident occurred. As
they approached the cottage, they heard a woman's voice. She was either hurting
or she was in the throes of a violent orgasm and could not silence herself. They
chose to believe the latter and approached the bedroom window.

What they found was a sight to be seen. The younger, dark haired woman was just
removing a flesh colored dildo from the gaping pussy of the redhead and had
begun to suck the cum from this dripping tunnel. She had then turned her
attention to the dildo and licked a large amount of juice from it as well before
placing it into her mouth and finishing her cleanup. They then watched as she
stripped off her shirt and began to feed her lovely breasts to her companion.
They had caught these women in a very compromising situation so 'what the hell'
what could they lose by being bold. They certainly weren't going to get turned
in and might have a chance at some really hot action. When they spoke and the
brunette turned, they knew her instantly. When Marie turned, she immediately
recognized both men. One was Peter, the apprentice gardener and the other was
his older boss and mentor, Victor. She knew both of them to be really nice guys
who had always been very kind and polite to her. She really kind of liked Pete
and both of them were very nice looking men. Victor was in his early fifties and
was a Greek. She could easily see herself fucking both of these men - especially
in the mood that she was in currently.

Karen wanted to say something but was tongue-tied. Marie spoke first. "Get it in
and get it off, guys!" she said.

Victor looked puzzled. "What's that mean?"

"Get your asses in here and get your clothes off - and hurry. I haven't been
taken care of yet and I need some attention. Karen here has had hers but I'm
still waiting for mine". Karen heard this and quickly decided that the younger
woman intended to leave her out of this. Karen knew that she had not had nearly
enough yet and was not going to stand by while Marie had the fun. She accepted
the challenge.

"C'mon you guys, I'm not through. Both of you have been staring up my pussy for
long enough and I caught you jerking off in the bushes (she glanced over at
Pete). If you've got anything left, bring it in here."

They didn't need a written invitation and both men scrambled through the open
window and were removing their clothes almost as soon as their feet touched the
floor. They were both strongly built despite their age difference. Their chests
and arms were muscled with the results of their work and they had pretty flat
bellies too. As both men removed their pants and shorts, Karen had the
opportunity to check them both out. She had seen Pete's cock when it was fully
erect but right now it was only about halfway there - probably due to his
previous milking of it. Victor, however, was sporting a nice looking, raging
hard-on that literally sprung free from his shorts as he removed them. It
appeared to be fairly long and was thick as it protruded from his black pubic
hair and extended all the way to a head that was as big as a plum on the end.

Marie had stripped off her shorts and was staring at Victor's cock too. While
she liked Pete, he wasn't ready and she definitely was. Besides, Victor's cock
looked like it could do some real damage given the chance. However, she didn't
want to discourage Pete so she reached over and took his semi-limp member in her
hand and pulled him towards her. She stroked his cock from base to tip while it
was only inches from her face. It grew somewhat and she felt it twitch in her
hand. Marie raised the head to her lips and took it into her mouth, giving a
long, delicious suck to Pete's cock. She felt it firming even more and this
encouraged her.

Meanwhile, Victor had moved over to the side of the bed and was looking down at
Karen with his cock in his hand, stroking it. She reached up and fondled his
heavy balls, testing the weight and fullness of them. "Ummm, nice", she said.

Encouraged, Victor moved closer and Karen got up on her knees so that her lips
were even with the bulging head of Victor's cock. She reached out with her other
hand and grasped it at the base. Her tongue flicked out and lightly licked
around the head. She could taste the maleness of him and it excited her greatly.

Victor was watching her as her tongue teased his cockhead. He looked down the
length of his chest and belly and could see his thick shaft protruding from her
fingers as she held the base of it. Then she pressed her finger against the top
of the shaft and he could see the veins of his cock pop out along the shaft
while the head turned a blue-red and swelled noticeably.

Karen could see the reaction of Victor to her attentions and lifted his cock up
so that she could lick under the shaft and suck at it with her lips. She moved
her lips and tongue up and down the shaft ending with a slow movement that
resulted in the bulbous head disappearing slowly into her mouth.

Marie had not been having the same luck with Pete and was becoming frustrated.
She looked over and saw the head of Victor's rock-hard cock disappearing into
Karen's mouth and knew that was what she needed right now. She was so horny and
so ready to cum, she just needed the tool for the job.

"Pete, this isn't working. Maybe you just need a rest, honey. We can do this
later. Victor, can I have some of what she's having?" As she said this she
cupped both of her breasts and ran her fingers lightly over the erect nipples.

Victor looked down at Karen who had removed his cock from her mouth and was
staring at Marie. Karen was pissed but she was grateful for what Marie had done
for her. After all, she deserved to have her fun too. Reluctantly, Karen said
"Go on, baby, feed the needy". She then turned to Pete who was looking a bit
crestfallen. "Let a woman see what she can do for you, honey".

Victor moved over to Marie at the foot of the bed while Pete approached Karen.
Victor grabbed Marie by the shoulders and pushed her back onto the bed. He
needed some pussy right now and this young lady looked like she could fill the
bill. Marie laid back, legs apart and waited for his next move. Victor reached
for her pussy with his right hand and worked his fingers through her heavy pubic
hair until he reached his goal. His fingers found Marie's wet vaginal lips and
he spread them open with two fingers to test her readiness. There was no doubt
to his findings as his fingers came out coated with a translucent cream that was
her cum. He positioned himself on his knees and lowered his Karen-hardened cock
to her opening. After greasing the head with the cum from his fingers, he began
to slowly push his cock into Marie's waiting pussy.

Marie felt the large head of Victor's cock begin to enter her and spread her
pussy open as it pumped its way up her vaginal tunnel. She was starting to lose
herself in the feeling of it and grabbed Victor by the back of the neck so that
he could suck at her ample breasts while he fucked her.

Meanwhile, Karen had taken Pete into her care and moved him up so that he was
now sitting on the headboard. His semi-hard cock was in her hand and she was
stroking it softly, not putting too much pressure on it which would only call
his attention to the fact that he wasn't hard. She then laid his cock against
her cheek and rubbed it with her hand while she stared up into his face. He was
looking down at her, smiling.

Pete stared back down into Karen's blue eyes. She looked so sexy right now. He
remembered how her pussy had looked when he caught her masturbating and how
exciting that whole experience had been. He also kind of liked the idea that she
had seen him jerk off. At least she knew that he had plenty of spunk in him and
could get it up when the time was right. He wondered how it would feel to bury
his cock in that incredibly wet pussy of hers. He really did like Marie but he
was intrigued with the experience that this more mature woman displayed. As he
contemplated these things, he felt his cock starting to firm as Karen softly
caressed it against her cheek.

Karen could feel Pete hardening and pulled her head back to look at his rapidly
stiffening cock. She reached under and cupped his hanging balls in her hand and
kneaded them carefully in her palm and fingers. His cock was almost fully erect
by now and she decided that she would give him a real treat. She'd be successful
where Marie had failed.

Karen grabbed Pete's cock with her free hand and guided the tip to her lips. Her
tongue flicked at the tip of it and then she began to lick around the base of
the head, right at the ridge where it joins the shaft. She never put any
pressure on his cock but just very gently teased at it with her mouth.

Pete felt his cock stiffen to its normal hardness as Karen licked at it. Now he
desperately wanted to feel her suck his cock. The teasing was beginning to
torture him and he needed to feel his cock in her warm mouth. Karen finally
obliged as she placed the tip of his cock against the tip of her tongue and then
slowly engulfed it with her lips. Her mouth slid along the shaft until she had
over half of his cock in her and she could feel the head pushing against the
roof of her mouth near the back. She began to gently tease and suck at Pete's
throbbing cock.

Marie was in ecstasy. Victor's thick cock was plunging in and out of her while
he sucked hard on her sensitive nipples - first one and then the other. He was
squeezing her breasts roughly but she loved every second of it. Then, Victor
reached under her knees and lifted her legs so that they were over his
shoulders. The next thrust buried his huge cock so deeply into her that he was
touching places that nobody had touched before. "Fuck me, baby, fuck me, fuck me
hard" she shouted. She felt him pull himself nearly all the way out and then
plunge himself deep inside her again. He did this again and again, increasing
his pace slightly as she began to try to match his thrusts. His cock shaft was
rubbing vigorously against her clitoris with each stroke while the thick head
felt like it was in her belly. Her orgasm began somewhere deep inside of her but
soon spread throughout her body as she bucked against this hammering cock of
Victor's. "Uh, uh, uh, oooooooh...." She must have cum for a full minute until
she could no longer move and Victor was still over her slowly finishing her off
with smooth strokes.

Victor was done with Marie but he wasn't done. He had saved himself to be with
the generous redhead who was now servicing his friend and loyal employee at the
head of the bed.

Karen was diligently administering to the now rock hard cock of Pete. She was
sucking the bulging head of his cock while stroking the hard shaft with her
delicate fingers. She was certain that Pete would not be able to endure this
much longer without rewarding her with a mouthful of his semen. She had heard
the sounds of Marie's orgasm, as she had fucked Victor, with a bit of
disappointment. She had really wanted Victor for herself and she was certain
that he had spent himself inside of Marie's needy pussy. Her sounds of release
told her that. That done, she was willing to suck off Pete and be done for the
time being.

Victor had moved up behind the redhead who was propped up on her knees while she
sucked his friend's cock. He was looking at her lovely ass as she bent over to
take care of Pete. Her pussy was well exposed and inviting to him. He bent over
and began to run his tongue from her clitoris to where her vaginal tunnel began
and was a little surprised to see how much of her juices had gathered there. He
thought that he would have to lubricate her but he was wrong. She was already
well aroused by the act of sucking Peter's stiff young cock. He continued to
lick delicately at the gaping lips of Karen's dripping pussy, relishing the
taste of her sweet cum.

Karen was pleasantly surprised at the feeling of Victor's talented tongue on her
pussy. If he was done, it wasn't apparent. Maybe there was more to come if she
played this right. She would certainly try. She squirmed and made it obvious
that she was ready for whatever might come. Victor was licking and sucking her
pussy with ardor and she could not help but feed it to him. Victor was now
poking his tongue deeply into the depths of Karen's hot pussy and was vigorously
licking out her tunnel. She loved the forbidden feeling of having this man
sucking at her while she had the other man's pulsing cock sliding in and out of
her mouth. She began to cum again and forced her pussy hard against Victor's
face while sucking hard on the head of Pete's swollen cock.

Victor tasted Karen's orgasm as a fresh flow of her juices erupted from deep
inside her twitching pussy. He sucked up every sweet drop of her fluid until she
stopped bucking against his mouth and tongue. Victor would love to eat this
beautiful pussy more but he needed to gain some satisfaction for himself.
Knowing that Karen was wet enough to receive him, he positioned himself behind
her and pointed his swollen cockhead at the weeping opening of her steamy pussy.
He was already lubricated with the creamy cum of Marie and the traces of it
streaked his fat cock. As he presented his cock to Karen's pussy, it easily slid
into her.

Karen felt Victor's penetration and the large bulb of his cockhead as it entered
her. She wanted to focus on it but knew that she couldn't forget Pete at this
point. She decided that Pete needed to cum really soon and she would make that
happen. Pete was enjoying Karen's efforts but she decided to step things up.

Karen pulled Pete down onto the bed and was able to free both hands this way.
She grasped the base of his cock in one hand while she used her fingertips and
nails to caress his pulsing cock with her other hand. She could feel the
throbbing of his artery along the side of his cock and rubbed her fingertips
along it while her lips and tongue worked from the head to about three inches
down the shaft. Then she began to swirl her tongue around the head and gently
pump the shaft with her hand.

Pete watched and felt everything that was happening to him. He held Karen's long
curly tresses out of the way so that he could see her mouth sucking on his hard
cock. The head would nearly appear from her mouth only to be sucked in again and
the feeling of whatever she was doing to it when it was in there was exquisite.
He could feel the cum welling up inside of him and hoped that she was going to
take it all without hesitation. For sure he was going to cum soon and this lady
was going to know it. Then, it began, the surge of semen began to rush up his
cock without his controlling it. The pleasure rush accompanied it and he lost
any possibility of stopping what was happening even if he had wanted to. The cum
spurted from him and was pouring into the sucking mouth of the redheaded woman.

Karen had felt Pete stiffening even more and his cock was harder than ever. She
moved her hand from the base of his cock back to his balls and they no longer
hung loosely. They had tightened up and she knew that they were about to deliver
their product directly into her waiting mouth. Pete's cock swelled and she felt
the first hard pulse as the stream of his cum began to erupt from it. Pete's
cock continued to pump until he had emptied himself into Karen. She greedily
sucked every drop of his delicious warm cum from his pumping member. There - he
was done.

Victor, who had been slowly fucking her while he watched her suck Pete's cock
had watched Pete cum with fascination and now wanted his own pleasure. His
thrusting into Karen's hot, juicy pussy became more urgent and he desperately
wanted to fill her with a huge load of his own semen. He could feel the smooth,
wet walls of her pussy as his cock slid easily in and out of her. When he buried
himself deeply inside her the feeling of her inner heat was unbelievably
exciting. He could bury the head of his cock in there and just leave it forever
if he had to.

Karen was now concentrating on the long, fat cock that was plumbing her pussy.
She had the salty taste of Pete's semen in her mouth and she was more than a
little surprised at how much he still had given to her. He had spurted hard
several times before he was done and it had really excited her. Now she had to
focus on Victor and what he was doing to her. His cock was hard, big and fat.
She could feel it stabbing deeply into her and she reveled in the penetration
that he was getting. Pete had reached down and was gently massaging Karen's
hanging breasts and teasing her hard nipples while he watched his friend fucking
her .

Then, she felt something new. Apparently, Marie had decided that she wanted to
participate in this event. She had just awakened from the ecstasy of her
tremendous orgasm and was watching Victor fucking Karen. She positioned herself
below the site of Victor's penetration and raised her head so that she could
suck Karen's swollen clitoris while Victor slid his big cock into her. She found
many opportunities to lick along the underside of Victor's cock as he withdrew
it from Karen's steamy pussy. He would pull it out nearly completely which gave
Marie plenty to lick at.

Karen could feel everything that was happening and looked down between her legs
to see Marie's head buried in her crotch. Victor was beginning to move his cock
into her more urgently and he was hitting all of the right spots inside of her.
She could feel herself tensing to her own orgasm again as Victor thrusted into
her and Marie sucked at her clitoris. She would try to hold back as long as she
could but she knew that she wouldn't last for long.

Victor was losing his own control rapidly. Marie was now licking at the
underside of his cock and rubbing his swollen balls while he slid his massive
cock smoothly into Karen's dripping wet pussy. He knew that he was going to cum
and no longer wanted to stop it. The semen nearly roared up from him and
exploded into Karen's pussy as he slammed his cock deeply into her. His only
thought was to plant his cum as deeply inside of this hot woman as he possibly
could. This he did with ease as he felt himself pump spurt after spurt of hot,
thick cum into the deepest recesses of her grasping pussy.

Karen could feel Victor's orgasm begin despite the insistent lickings of Marie.
His cock swelled within her and the head felt like an apple deep inside of her
pussy. Then, she felt it convulse and pump. Warm semen spewed into her and
triggered her own orgasm as her pussy began to contract and grab at his cock in
an attempt to drain it of every drop of cum. She felt her pussy gush again as
she released yet another stream of her own vaginal juices. She cried out as she
was carried off into her own orgasmic throes.

There was no way that Karen's pussy could contain the combined flow of her own
cum along with the copious spurts from Victor. Marie watched as his cock slid
back after a deep stroke into Karen's pussy. It had a combination of both
Karen's and his own cum streaked along the shaft. Marie ran her tongue quickly
along it to capture the taste for herself. She could hear the squishing sounds
that his cock made as it was shoved deeply into Karen again. This time, when he
withdrew it, a thick stream of white, hot semen followed and began to work its
way down the front of Karen's pussy and over her clitoris. It was hanging there
and about to drip onto the bed but Marie did not let it go and caught it with
her lips, sucking it into her mouth and following it all the way back to Karen's
clitoris where she stopped to suck at it. Victor's cum slid easily down her
throat. With her tongue, she licked around Karen's swollen pussy lips where
Victor's still hard cock continued to pulse and move. She knew that she was
prolonging Karen's orgasm and increasing its intensity. Fluid continued to flow
from Karen's pussy as her vaginal muscles continued to contract. Karen's was
moaning loudly and continued to buck against Victor's still very hard and warm
cock. After some time, she slowed and slid forward to the pillows, gasping for
breath.

When she came to her full senses, she was lying on her back, next to Victor who
was caressing her tenderly and trying to determine that she was OK. Marie was
beginning to look hungrily at Pete who had a fearful look on his face. Pete had
not re-charged yet and he knew that he couldn't handle another sex session at
this point. Karen was sure that there was more to come - just not right now. She
allowed Victor to move his hands over her body and caress her while she drifted
off into a half sleep. It had been a very gratifying afternoon if she did say so
herself.