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Carol slipped away to the spare room after we had cleaned up and Danny fell into a deep sleep. I lay awake, staring into the darkness remembering what had just happened. Despite my huge orgasm an hour before I was still wound up and horny. I ran my hands over Danny’s body, hoping to wake him up for sex but he just grunted and turned over.

I ran my hands over my slim body for a minute then decided to go to the loo. I used the on suite and tried again to rouse Danny to no avail. He was totally out of it. I grabbed my silk robe and walked out of the bedroom, figuring I would go and watch TV or something. As I walked down the corridor I passed the guest bedroom. I stopped outside and listened at the door. I heard Carol move in the bed and wondered if she was asleep.

‘Carol?’ I whispered

‘Yes?’ Carol answered.

‘Can I come in?’ I asked.

Carol whispered yes again so I opened the door and slipped in. Carol was sat up in bed reading with just a dim sidelight on.

‘I can’t sleep’ I said, sitting beside her on the double bed.

‘Get in’ she giggled, throwing the duvet back for me.

I climbed into bed, surprised that Carol was still naked, then struggled out of my robe and threw it to one side. We pulled the duvet over us, lying on our sides facing each other, and hugged.

‘Did you enjoy yourself?’ I whispered in her ear.

‘I can’t stop thinking of what happened. I mean, I had a cock inside me for the first time… and the sucking and fingers… I’m so bloody horny!’ she said in a rush then turned crimson.

I put my hand on her cheek and gently kissed her red lips. Carol pulled me to her, kissing me back. Her mouth opened slightly and I felt the tip of her tongue shyly pushing at my lips. I opened my mouth and sucked her long tongue into my mouth, probing at the tip with my own tongue. I pushed my leg between her thighs and ran my hands up and down her back. I could feel how wet she was between her legs and her breathing became coarse and rapid. We broke away from each other and I held her in my arms.

‘Have you ever been with a woman Carol?’ I asked.

‘Yes.’ she replied and pulled me hard towards her before I could say anything else.

I rolled on top of her and we kissed again, my thigh was pushed hard against her pussy and she thrust her hips rubbing her clit on it. Her huge boobs pooled under my chest and I broke away to suck one fat nipple into my mouth. Carol moaned again and ran her fingers through my hair, holding me on to her tit. I pushed a hand down between her legs, moving my thigh out of the way and slipped two fingers into her swollen cunt. Carol pushed me over on to my back, my fingers slipping out of her and knelt besides me. She threw the duvet off the bed and pulled on my legs so I slid further down the bed. Carol straddled my face and lowered her pussy to my lips, holding my hair and pushing my face into her cunt. I put my hands on her arse and pulled her hard on to my tongue. I found her long, hard clit and began to circle it with the tip of my tongue, occasionally pushing down hard.

Carol bucked her hips and pulled my hair, fucking my face with her wet cunt. I moved my tongue as fast as I could and pulled her buttocks apart, my finger probing for her anus and failing to find it. Carol rode my face for less than a minute before going rigid and covering my face with a clear liquid as she came. She bucked another couple of times then released my head, lying back down next to me.

‘Fuck me’ I said, gasping for breath, ‘who are you and what have you done with my shy, retiring friend Carol?’

‘Sorry,’ Carol panted, ‘I have fantasised about doing that for a number of years. Well, that and a lot of other things’

‘Bloody hell. You think you know someone!’ I laughed kissing her.

Carol pushed me on my back again but pushed my legs open wide this time.

‘I want to eat your cunt’ she panted.

Carol lay between my legs and began to lick my pussy, holding my legs out wide. Her long tongue probed my lips, circled my clit, pushed inside me and licked up and down the full length of my pussy.

‘Oh you taste so good’ Carol mumbled.

Her tongue was sending me crazy, never lingering for long on one spot I was getting more and more wound up.

‘Lick my clit Carol’ I pleaded.

‘Oh, you taste too good for just that’ she said using her tongue to lap at my cunt like a dog.

I pulled her hair and tried to get her mouth over my clit but she swatted my hands away, grabbing my nipples and twisting them hard. I cried out and suddenly her tongue was hard on my clit, the tip twirling around it as she gently sucked at the hood. I came almost immediately, crying out in pain and pleasure as she tweaked my nipples again. Another orgasm hit me as she continued using her tongue on me and I tried to push her head away. I had to grab a pillow and stuff it in my mouth to stifle my scream as I came for a third time. Three was obviously enough and Carol let me go, hugging me close to her and whispering ‘shush’ in my ear as I calmed down.

‘Where the hell did you learn to do that?’ I said when I had regained enough control to speak normally.

‘Just after Roger broke up with me I went on a residential training course with work. One of the girls on the course was a lesbian and seduced me. We spent every night of the course making love. She taught me loads of things about my own body. Since then I’ve had a couple of one night stands and a two year affair with one of my staff.’ she explained.

‘Wow, why didn’t you tell me?’ I laughed kissing her nose.

‘Because I thought you’d think I was a lesbian, which I’m not and I didn’t think you’d approve, especially of the affair. The girl is 7 years younger than me, married and has a kid!’ she confessed.

‘Bloody hell, and you’re shagging her?’ I asked, amazed at my friend’s double life.

‘We get together at my flat once a week, sometimes more, and make love. She likes to be held down like I did with you.’ Carol went on.

‘So who seduced whom’ I asked.

‘We both like classical music and I invited her to a concert. We found we had a lot in common and got on well. Her husband goes out with his friends once a week and she goes out with her friends once a week. Since I’m her only female friend we started going to the cinema or a concert. One night there was nothing on and I’d just got my flat finished so I invited her round for a meal.’ Carol relied.

‘And… come on, I want details’ I teased.

‘Nothing happened that night but it was so nice to be able to sit and talk that we started meeting at my flat more often that we went out. One night she came round and she was really upset because she had been rowing with her husband. I comforted her and we ended up kissing’ she said.

‘What do you mean, ended up kissing?’ I laughed.

‘I was hugging her, I forgot where I was and who she was and kissed her. She was shocked at first then kissed me back. We kissed for ages then she went home. Nothing was said the next day, she just thanked me for comforting her.’

‘The next week nothing happened but I could sense that something had changed in our friendship. A couple of weeks later we went to the company summer BBQ. It was staff only and took place at a really nice hotel in the middle of nowhere. I’d booked into the hotel for the night so I could have a drink and stay late, she was going to drive home at first but then her husband said she might as well drink and get a room at the hotel. Unfortunately no rooms were left so I said she could share my double. Of course when we got to the hotel we found we had a double bed rather than two singles. Neither of us commented on it, just on how nice the room was. We dumped the bags and went to the company do. There were meetings all day then a BBQ in the evening on the lawn. It was a warm, balmy day and we both used the shower and changed from business clothing to casual clothes after the meetings. I came out of the shower wrapped in a towel and found her in front of a mirror wearing a white thong and nothing else. She’s tall, with long legs and an athletic body and her boobs are pert with lovely long pink nipples. Rather like yours.’

Carol reached over and kissed both my nipples then continued.

‘Anyway, I was really turned on by this and went bright red. She asked what was wrong and I mumbled something about her having a nice body and not having any stretch marks and that made me blush even more! She turned towards me so I could admire her body. I dropped my towel and quickly pulled my panties on. She watched me and commented that my boobs were huge but really nicely shaped. I couldn’t speak and was almost scarlet. All I wanted was a drink to calm me down! She seemed to ignore my blushes and pulled her dress on. It was a white summer dress that exposed her cleavage and clung to her bum and it made my mouth water. I quickly dressed in my own rather more conservative dress and we went downstairs. Anyway, the blokes were all over her almost as soon as she walked out of the door and I stayed out of the way. I think I ended up in some dull conversation with some other managers. Anyway, at about 10pm we bumped into each other in the loo and she pulled me into the stall with her. We were both a little drunk and she pulled me close to her and kissed me. She whispered that she had been dying to do that all night and couldn’t stop thinking about my body. I suggested we sneak off to our room and continue the conversation there’

Carol paused for breath and we had a kiss. I could see the digital clock on the bedside cabinet said 3am and was surprised at how awake I was feeling and how horny I was getting with Carol’s story.

‘We got to the room and she went straight to the huge window and opened it wide. Then she turned her back on it and unbuttoned her dress letting it fall open to show her stomach and breasts. I turned some mood lighting on and undid my own dress. We were both grinning at each other like idiots. She dropped her dress and kicked her shoes off then turned to look out of the window, wiggling her thong-clad bum at me. I slipped out of my dress, bra and shoes and walked up behind her. There was a slight breeze from the window and my nipples stiffened as I stood behind her, my hands on her hips. The window looked out over woods to the back of the hotel, well away from the area where the BBQ was, but I still wondered if anyone was outside looking up at us. The idea turned me on but made me blush. She leaned back against me and I moved my hands over her flat stomach to her boobs. They fit neatly into my palms and her hard nipples pushed against my palms. I caught them between my fingers and squeezed them. She moaned and put her head back against me. I’m taller than she is so I could bend down and kiss her. She turned around so we were face to face and we kissed, our tongues twirling around each other. I led her to the bed, still kissing her and we lay down next to each other. I took the lead pulling our panties off, pushing my hand between her legs then guiding her hand between mine. She was inexperienced, I was her first woman, but she soon learned. I held her down and licked her as my first lover had taught me and made her cum with my tongue pushed into her pussy. She went down on me after that, gently probing at first then lapping at me. When we had finished we ran a cool bath and sat in it drinking white wine from the mini bar. We made love again in the bath then slept in each other’s arms. In the morning I held her down and made her cum again. We’ve been doing the same sort of thing whenever we get the chance ever since. So now you know.’

During her story Carol had been running her hands over my body and through my hair. Now she gently pushed my head down towards her groin. I pushed the duvet off us again and lay between her legs. Carol’s legs parted and I smelt her sex scent. I pulled her labia open and pushed my mouth onto her pussy, lapping at her juices with my tongue. Carol kept a hold of my hair guiding my face to the right area.

‘Wait, twist around so I can lick you too’ she whispered.

I twirled around as fast as I could and squatted over her face. I pulled her legs up and back to expose her pussy and anus and lowered my head to her sex. I felt her tongue pushing at my cunt again, her hands on my bum pulling me open. One finger slipped inside my wet pussy as she gently licked my clit. I pushed a couple of fingers into her and sucked her clitoris. We both moaned into each other’s sex, our fingers probing, our tongues exploring. One of Carols wet fingers slipped into my arsehole and I moaned louder to show my approval. I slid one of my own lubricated fingers into her open arsehole and began to finger fuck both her holes.

‘Fuck’ I heard from the doorway a couple of minutes later.

Danny was standing in the doorway, his 7" prick rock hard. He came to the bed and lay down full length. I moved my head to one side so he could add his tongue to mine on Carol’s cunt. Carol moaned louder still as Danny used his long, thick fingers to fuck her pussy. I pulled Carol’s thighs back further and Danny used his tongue on her arsehole, probing it with the tip. I concentrated on her clit and within minutes she was squirting all over Danny’s face. We kept licking her making her cum again and again, finally letting her go when she was screaming and begging us to stop.

I rolled off Carol and practically jumped on to Danny who had sat up on the bed. I wrapped my legs around him and lowered myself on to his gorgeous prick. He held on to my bum, one wet finger pushing hard up my anus, and began to fuck me by lifting me up then slamming me down on his cock. I grabbed his hair and pulled his face to mine, thrusting my tongue into his mouth as he fucked me. The finger in my arse pushed deeper, hurting me at first then changing to a warm full feeling. My cunt squelched as his prick fucked in and out of me. Carol recovered and knelt next to us, kissing us both, her tongue running over my lips. Danny pulled one of her boobs to his mouth and began to suck hard on her nipple. Carol scratched my back as I fucked Danny. I cried out as I came, my body going rigid on Danny’s cock. He held me like that for a minute then pushed me on my back and began slamming his cock in and out of me. Carol pulled my legs back so Danny was fucking me as deeply as possible. He lasted about 30 seconds then shot his cum deep inside me with a roar of pleasure. We cleaned up again and all slept in our king-size bed until late in the afternoon.


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