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I'm the wife of a military officer, and I've always been faithful to my husband, until recently. When my husband get's home and asks, "have you seen other men?", I can honestly say no. Luckily, he's never thought to ask me about other women. Thank God, I never could lie to him convincingly.

I don't cook much while my husband is away. Heck, why bother cooking for just me? Well I decided to splurge one night and make myself a nice dinner. My special meat loaf, a baked potato, salad, and a pie. I was a little down, and very horny after four months of being alone. Every woman knows that a finger works just fine, at first. But after a while you find that you are still horny. And most importantly, a woman likes to be touched, even if it's just the neck, or the back of the hand. Touch is very important to a woman. I ached constantly. I knew his carrier wouldn't get back one day sooner than expected. That was one reason that so many military wives cheat, but I was never tempted to seek out anybody but my Stan. I was stupid. Life is too short to spend it waiting on anybody, even your husband. Every day spent waiting is a day wasted.

Ok, the dinner idea was fine, but to make a truly great meat loaf you need a pound of hamburger and a pound of ground pork. I was out of hamburger. Since I had started off my night with a long soak in the tub, I started cooking in a house coat. I mean I was only in a house coat, no underwear or clothes underneath. I like it that way around the house. It was almost midnight and I didn't feel like going to a lot of work, so I dropped the house coat and slipped on a short dress. Who would know, right?

I grabbed my purse, slipped my feet into my favorite white sandals, and I was off. I pulled into the parking lot in my pathetic blue pinto, and started to climb out. Of course I had forgotten my purse, so I leaned back with my legs hanging out and grabbed the purse. Then I remembered the keys. I don't know why I bother, nobody in their right mind would steal that piece of junk, but it's a habit. I finally got myself together and slid the rest of the way out of the pinto to find a young woman staring at my exposed legs and short dress, from the car parked next to me. I belatedly remembered that I had no underwear on. I turned dark red and felt like dying. She just smiled and nodded agreeably.

"I was in a hurry," I said apologetically.

"Last minute supper for the hubby?" she asked with a smile as she climbed out of her immaculate white lincoln.

"I haven't seen hubby for four months and won't see him for at least two more," I said, maybe a little grumpy.

She grabbed a shopping cart and we walked into the store together. "I know how you feel," she said sympathetically. "My boyfriend dumped me a month ago. I don't even want to look at a another man after that mess." "Well I have to go," I said, not really wanting too go, but feeling I should. She seemed a little strange, in a nice sort of way. She was wearing a tank top with tiny straps and it was cut way low. I could even see the corner of a tatoo on her left breast, but I tried not to stare. On the other hand, I really hadn't talked to anybody for a long time, and I missed that.

"I have a big dinner planned, all I need is a pound of ground beef."

"A big dinner alone?"

"Yeah, silly huh?"

"Not really. I plan out my entire day sometimes, down to the smallest detail. Everything by the clock, you know? Something like cocoa and toast at exactly 8:00 o'clock, bubble bath at 2:00 o'clock, and I rent a movie for exactly six. I guess it's about the same thing."

"Yeah," I said with a smile. "Hey, I... do you want to come over? I mean I know you don't know me, but... well I haven't talked to a girl in a long time."

"I know what you mean. Sure, then I won't have to buy this garbage for the outrageous prices they charge," she picked up a rotting peach and dropped it back in the pile.

"Great! Let me get the ground beef," I hurried to the meat isle and grabbed the first one I saw. For some reason I felt desperate to get back before she could change her mind. Maybe it was a premonition. She was still waiting when I returned. We left together chatting happily and laughing like old friends. Her name was Marlene, I'm Shelly, of course, and we hit it off right away.

I watched the headlights in my mirror all the way home to make sure I didn't lose her at a light. I showed her where to park so the neighbors wouldn't complain, then we went inside together. The pie was done, the potato was cooking, but I quickly added a second one and shoved the meat loaf in after it.

Marlene sat at the kitchen table and we chatted while I finished everything, then we ate. After dinner we went into the living room and I poured us wine. I turned the TV to a pay channel and we watched half- heartedly while we talked. We found out we had a lot in common. I also found out that Marlene was extremely interested in my legs. At first I thought it was an accident. We were sitting across from each other, Marlene on the couch, and me in the over-stuffed chair, and I noticed that she kept changing positions when I moved. I finally realized, to my complete amazement, that she was changing positions to look under my short dress. I had never seen a lesbian before, but the thought suddenly entered my mind that Marlene was a lesbian. I intentionally changed positions, facing my legs to the left and sitting on my feet. Sure enough, she changed too, leaning on the right arm of the couch casually while she talked.

I didn't know what to think or do. There was a lesbian in my house! How would I get rid of her, without hurting her feelings? What if she tried to rape me? What would I say if she propositioned me? "Is something wrong?" Marlene suddenly asked, noticing that I had stopped talking.

"I just realized that I forgot to put on underwear," I heard myself say, not knowing why I said it. "It must be terribly embarrassing for you. I'll slip some on right away," I said, jumping to my feet. "Are you kidding? In your own house? Why bother, there's nobody here but us girls?"

"But I really should," I said nervously.

"No, come on, the movie is getting to the juicy part. You don't want to miss it," she said with a pretty smile. I know I should have ignored her and gotten dressed, then that would have been the end of it. But it was the thought of it, I was attractive to another woman. The thought was new, and frankly a little exciting. I glanced at her legs, really noticing them for the first time. She was wearing a short levi skirt, with a slit up the side. Her legs were strong and well-tanned. I could just see the white crotch of her panties showing. It's funny that I never noticed such things before. Do women unconsciously advertise themselves like that? I don't think I ever did.

"Shelly?"

"Huh," I said, coming back to the real world again. I realized in complete horror that I had been staring at her panties for several minutes. Oh shit, what if she got the wrong idea? I also realized that I was getting horny. I was getting myself all worked up. If I didn't stop I would have to finger myself in the bathroom before too long. "I said the movie is really explicit. Are you sure you want to see such things?"

I looked at the movie and realized that it was a lesbian scene. One woman was eating another, while a third spied on them through a curtain. Oh God, here was my chance. I suddenly knew what I wanted, and if I went about this carefully, I could be satisfied in the next hour or so. After a good round of sex the next two months would be a breeze. "I... I kind of like these scenes, I can learn a lot from them. They say that only a woman knows how to make love to another woman," I said with a shaky smile, turning red while I said it.

"Boy, that must have been hard to say," she said with a smile.

"Huh?"

"I know you're not a lesbian, Shelly, it's obvious to anybody who is.

I'm bi, not a real lesbian, by the way," she said calmly.

"Oh, boy, this is really hard," I said, shaking and laughing nervously. "I know it is. You're a sweet girl and if you need a little sex to get you through, I'll be happy to help you out. Afterwards, I'll just go away, if you want, and you'll never see me again. You don't need to be nervous." "Oh yes I do," I said in a gush of words. "I wouldn't even know how to start," I laughed nervously again and covered my mouth to keep from saying anything else stupid.

"Well since the chair isn't big enough for both of us, I suggest you come sit by me," she patted the couch next to her.

"I don't think my legs will work," I laughed. When I stood I found I was almost right. My heart was beating wildly, my whole body was shaking, and my legs were so weak I was afraid that I would fall down on the way around the coffee table.

I found myself sitting next to Marlene as if I were in a dream. Was I really sitting next to a girl who would eat me like the girls on TV were? The room seemed especially bright and stuffy.

Marlene was so beautiful. She had jet black hair, a very creamy complexion, and a nice tan where it showed. She was beautiful. I guessed that she was about eighteen, maybe a year younger than me.

"You don't have to look at me like that," she said with a little laugh.

"Like what?"

"Like you were a bad girl and I had the stick. This doesn't hurt, you know?"

"I'm sorry. My brain is working at a mile a minute. I'm so damned scared, Marlene."

"It's kind of like your first date, isn't it?" she asked while she calmly put her hand on my leg near the knee and rubbed it gently. I felt tingles, jolts, and fire coming from that small contact. I was so... I was scared shitless.

"MMMarlene, if we don't do something quickly, I think I'll die from a heart attack," I said, shaking noticeably.

"Are you up to a kiss?"

"With you?" I asked in horror.

"Maybe not," she said. "How about if I just kiss your neck?" she asked, leaning down to kiss the left side of my neck. I closed my eyes, feeling fire spreading through my body. I suddenly turned limp and had to lean against the back of the couch. I could smell her perfume and feel her hair against my cheek. Her lips were burning me up. My nipples were so hard, they were poking through my dress. I opened my eyes and looked down at the face kissing my neck. Marlene had her eyes open. She glanced up and suddenly pulled back a little. "Did you like that?" she asked with her face four inches from my own. I surged forward and put my lips against hers. Before I knew it we each had our hands behind the other's head and we were kissing like we had never been kissed before. I fenced with her tongue desperately, sucking at her sweet mouth like I had never kissed a man. Our breasts were touching and I could feel her hard nipples digging into the soft skin of my breasts. I was so turned on that I knew I would die. I tried to inhale Marlene. I wanted to crawl up inside her.

We kissed for hours, days, weeks, then we finally broke the kiss and sat with our foreheads pressed together. Marlene gently opened the top buttons on my dress and pulled the material aside. I had great tits, I knew it and everyone else knew it. But it had never seemed important until now. We each stared down at my breasts while her fingers gently explored the firm globes, carefully avoiding the nipples. My tits burned everywhere that her fingers touched. In a moment both of her hands were gently feeling my tits, every so softly and knowingly. I was melting like hot wax on a stove.

"I need to lay down," I said shakily.

"Great," she said and helped me lay back on the couch. Her fingers opened a few more buttons and I watched, mesmerized as her face approached my right breast, hesitated for a moment, then she began kissing my soft tit. I gasped at the fire her kiss sent down my chest, through my stomach, and directly to my sopping wet pussy. She licked under my firm globe first, then she licked between my tits and finally, after an eternity, she placed her warm lips over my nipple and began sucking. I gasped, stiffened, and immediately had an orgasm. She continued to suck, watching my face until the orgasm passed.

"That's one," she said with a smile.

"One is all I ever have," I said regretfully.

"Want to bet? I guarantee no less than four orgasms in the next two hours."

"You're kidding?" I gasped, trying to grasp such a new concept. "I'll die," I said.

"Nope, but you'll be in heaven," she said and started sucking on my right breast while she tweaked the nipple on the left one with soft fingers. I knew right off that I wasn't going to have another orgasm from her sucking my tits, and apparently she figured it out too. She moved down between my tits and licked the salt from beneath them, then with deaf fingers she undid more buttons until my dress lay open and slid down to my sides.

I was laying completely naked, vulnerable to her loving attack. And it was an attack, make no mistake about that. As she drew closer to my abdomen she began licking and kissing almost savagely. I knew she was getting really turned on too.

She slid down past my knee and up between my legs. I looked down, afraid that she would find me strange or ugly down there. After all, I had never had a woman's appraisal before. But apparently everything was normal, because she kissed her way from my knee to my inner thigh without comment.

"Boy, Shelly, you're wet," she said. I was totally embarrassed.

"Do you want me to get cleaned up?" I asked self-consciously.

"Not on your life, girl, I've earned this feast. Now open up and let a pro clean you," she said, forcing my legs open wider.

I had to see it. There was no way I would miss looking at another woman's face between my legs. After all, I had never even considered such a thing earlier tonight, now it was happening. I planned to memorize each little detail for those long nights when Stan was too tired. I pulled my dress up until it was laying on my abdomen and I could see Marlene's face. It was worth watching. Marlene extended her tongue while she made eye contact with me, then gently pushed it inside the folds of my wet mound. I gasped and stiffened up as it slid deep inside my vulva, then back out again to slice through my wet folds of pussy flesh. I felt every minute detail, even the slightest pressure or movement was telegraphed to my brain as an electric shock.

"Oh shit, Marlene, it's been so long. You can't believe how good that feels," I managed to get the shaky words out one gasp at a time.

"You are delicious, girl. I wouldn't have missed this for the world," she mumbled with my pussy still in her mouth.

"You look so beautiful down there, I will always remember this," I gasped again, mashing my tits as I humped my sex against her face.

"I think you're ready for the second orgasm," she smiled and changed positions slightly. She dropped her mouth and cupped it over my pussy, then began sucking while her tongue flashed over my clit. My orgasm was almost instantaneous. I stiffened under her attack, felt the fire boiling in my loins, and before I knew it I was screaming at the ceiling while I mashed my tits unmercifully. "Yes, yes, yes, yes, YES!" I screamed as she continued sucking my pussy while I came. Just as my pussy turned sensitive, she held her mouth still and watched my face. She was still applying the suction to my mound, but thankfully, she wasn't moving. It took me a long time to come down off that one, she had sent me through the ceiling. "I want to kiss you and taste my own juice," I gasped, reaching for her. She complied with a smile, surging forward and laying atop my body. We kissed for a long time, then I licked my juices from her beautiful young face.

"I want to do you," I said bravely as we laid with our faces almost touching.

"Not yet, you still have two orgasm to go," she reminded me.

"I don't care about them, I just want to taste you."

"Nope, not yet, you really aren't ready," she said with a smile and slid back down my body. "Now roll over on your stomach," she said, giving my leg a slap.

"On my stomach?" I asked while I rolled over. "Why?"

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"I'm going to do your ass," she said, already putting her words into actions. Before I could object I felt her face between the crack of my ass. Her tongue pressed against my anus and tickled it. I gave a little scream and let my face fall into the couch cushions to smother the noise. She pulled my ass cheeks apart and shoved her tongue against my pink ring, pushing persistently until I felt my ass starting to relax. The tongue slid part way in and I automatically clenched up my muscles. She slapped my ass without talking, and I tried to relax. In a moment it made it's way in a little farther. She wiggled and pressed this way and that until the tongue made it's way in more. Her tongue was probably only inside me for a half inch or so, but it felt huge. I was just getting used to the feeling when her hand suddenly went to my wet little pussy and her thumb stroked my clit. I felt another orgasm building, but I tried to suppress it, both to prove her wrong, and to prolong the wonderful feeling. I had never had my ass reamed. Stan never even considered such an idea, but a woman was actually doing it to me. Oh how wonderful it felt. It was creating fires where I never knew I could feel them, mostly in the area inside my ass, near my backbone.

With a mighty effort, Marlene shoved her tongue the rest of the way inside my ass and started snaking it around inside me. I had never felt so filled up down there, or so hot. I could feel everything her cheeks, her nose, and that wonderful tongue, now inside me. Before I knew it I was pushing my ass back against her face to meet her tongue. It must have hurt, but she didn't complain. I heard a funny grunting sound, and suddenly realized that it was me, grunting in time with her thumb massaging my clit. I was having my orgasm. I tried desperately to stop it, but that seemed to make me burn even more.

"I'm going to come again!" I screamed, looking over my shoulder at Marlene. It was disgusting to see her face buried in my ass, and absolutely wonderful. I would never forget it.

"Eat my sweet ass, Marlene. Make me come so I can eat yours," I begged. My begging turned into a scream as the orgasm struck with full strength. I screamed and screamed with my face buried in the couch cushion so I could let it all out without the neighbors hearing me. I panted and grunted and still her tongue continued to ream my ass. I could feel my ass clenching around her tongue, trying to rip it from her mouth. Her thumb finally stilled on my clit, and then her tongue stopped inside my ass. She continued to hold it there inside me, waiting until I was less sensitive to pull it out. When she slowly withdrew it I almost had another orgasm. I wilted lifelessly on the couch, unable to move.

"You have the sweetest little ass I have ever eaten," she said from beside my ear.

"Oh don't say that, it was disgusting," I said, without opening my eyes.

"Would you like it eaten again?" she asked enticingly.

"Oh yes, a hundred times," I said, opening my eyes and smiling at her.

"What's next?"

"Next we have a drink and relax," she said, sliding my body over to sit on the couch. "My tongue is tired and the next orgasm will be the hardest."

"Then can I do you next?" I asked hopefully.

"Well sort of, it's a mutual kind of thing. But first I need to brush my teeth and have that drink."

"Oh, yeah, I forgot," I said, looking at her mouth.

"Stan has a lot of alcohol, I don't drink anything but wine, so I don't know much about it," I jumped to my feet and went to the bar. She was already heading for the bathroom. I made a sloe gin fizz, which was easy enough, it had the directions on the back of the bottle. As an afterthought, I decided to make one for myself.

I knew she was planning on doing a 69 next, I had seen them on TV. I couldn't wait. But that wasn't exactly what she planned.

"Do you have any vibrators, Shelly?"

"God no, I wouldn't mind having one, but I'd never buy one. Somebody might recognize me."

"Whoa, girl, you're behind the times. You can pick one up at any drug store. Of course they call them back massagers, but look at the design some time. Never mind, you must have carrots or cucumbers."

"Sure, I have a big bag of carrots. I like to dip them in Russian dressing."

"That's not what I plan on dipping it in."

"You're going to do something kinky with a carrot?"

"Think about it, Shelly, long, stiff and smooth?"

"Oh, yeah. I never thought about it before. In the fridge on the bottom drawer. If you need a peeler it's in the drawer beside the fridge." "Thanks, I will," she called from the other room. I heard her banging around in the kitchen, while I drank my gin. It went right to my stomach, and my pussy. What a rush, instant horniness. I bet they never advertised that side effect before.

As I fixed my second drink I heard the microwave ding.

"What in the world are you doing, Marlene?"

"Do you want a cold carrot shoved up your pussy," she asked waving a smoothly pealed carrot in each hand.

"No."

"Ok then," she handed me one carrot and accepted the drink. "I had one already," I said with a sly smile. "Gin is an instant turn-on, great choice," she said and sipped her drink.

"I found that out. Are we going to sixty-nine now," I asked in anticipation.

"Absolutely. The best sexual position in the world. Of course it works better for a man and a woman, but if the bottom girl props her head up with a pillow, she can eat forever. You get a big come that way, since you are concentrating on pleasing the other person. It kind of prolongs the session."

"Marlene, you have made me come three times and you haven't even taken your clothes off. Can I do it while you drink?"

"Sure, knock yourself out," she said, waving her nearly empty glass. I immediately sank to my knees in front of her. I undid the snap on her levi skirt, unzipped it, and it slid down her legs, dropping in a pile around her feet. Her white cotton panties were soaking wet. I touched the wet spot with my finger and slid it in my mouth.

"Oh, shit, I can't believe I'm doing this," I said in a shuddering voice.

"I can't believe a beautiful woman like you has never been hit on before."

I smiled up at her with a shrug, then stood to lift her top. She raised her arms while I pulled it over her head, and the now empty glass. I couldn't take my eyes off her breast. The tatoo was a butterfly, the rest of her breasts were absolutely perfect. I knew how rare it was for two women with perfect, firm tits to be in the same room together. Neither of us had implants, at least no scars showed on Marlene.

"How can something so simple be so perfect?" I asked in awe. "I've never touched another woman's breasts before," I said, extending shaking hands. I paused just before reaching my goal, then firmly planted both hands on a full breast. It felt so wonderful. I moved closer and put my lips around one erect nipple. I closed my eyes, totally enjoying the feeling of the firm nipple between my lips.

Marlene moaned, then put one hand behind my head and drew me back with her as she sat on the couch. I licked the firm globe, tasting the salt from the sweat of her body. The feeling and taste of another woman's breast was very erotic. I bathed both of her breasts, capturing all the salt I could find on and under each one, then concentrated on sucking the other nipple to extreme hardness. Marlene was laying against the arm of the couch, panting loudly with her eyes closed.

I raised up and rotated my fingers over each nipple while I looked down the length of the beautiful girl's body. She was a girl, barely eighteen at the most. She had a slender, washboard stomach, rounded hips, and the longest, slenderest legs I have ever seen.

I took my hands off her nipples and smoothed them down both sides of her body, to each hip. I bent down and kissed her stomach, then moved to her belly button. Even from there I could smell the exotic fragrance of her pussy. Her panties were even more coated with juices. I reminded myself to wash them for her before she left.

I put my hands on the waistband of her panties and pulled them down, as I walked beside her body on my knees. I slid them off her feet with one hand and brought them to my nose. After inhaling deeply, I placed the crotch of her panties in my mouth and sucked the sticky juices out of the fabric.

"That is the most wonderful, seductive thing I have ever seen," she whispered, watching me with a slow smile.

"What's that?" I asked softly.

"Watching a first-timer tasting my juice and enjoying it. Women are very vain and anxious with their clothes off. They always worry about what the other woman will think. You are absolutely delicious, by the way."

"I think you are too," I said in embarrassment, "but I need to taste you at the source."

"Be my guest," she spread her legs, letting one rest on the floor while she put the other near the back of the couch.

"I can't believe I'm doing this!" I almost screamed and moved between her legs. I let the panties fall to the floor and gently massaged each perfect leg. They were so long! I moved closer to her pussy, put my hands on her thighs, and bent forward to taste.

When my tongue touched her pussy she gave a little cry. I looked at her for a moment, then placed my lips over her pussy and began sucking and licking. Marlene gasped and stiffened, then reached down to pull my head into her crotch. I moved my nose upward so I could breath, then ate Marlene with a vengeance. I immediately went to her clit and began licking it. She squealed and stiffened on the couch, rotating her pussy against my feasting mouth. I ignored the small amount of pain her pelvis caused as it crushed my lips. I put my lips around her clit and sucked it from it's envelop, then rubbed it vigorously with my tongue. Marlene jerked upright on the couch. "No, not yet, Shelly. Suck my juices and lick the fold of skin first. I don't want to come yet." I wasn't sure where the juices came from, but I lowered my mouth to her vulva, spread her pussy apart until the dark, steamy hole was open, the pressed my lips against it and sucked. "Oh yes, drink me," Marlene whispered harshly. "Drink my nectar, drain my little peach dry, Shelly." My mouth filled with so much juice that I wasn't sure that I liked it, at first. It had a funny taste and was a little slimy. But after swallowing the first mouth full of Marlene's fluids, I found less juice and could really appreciate it more.

"No more, you're hurting me," Marlene gasped. I realized that I had been sucking rather savagely to get every last drop of syrup from her loins. I didn't mean to hurt her.

"Lick the outer folds of skin," she said with an understanding smile. I reluctantly moved my mouth back up and started licking, with my mouth less than an inch from her steamy mound. I tried to lick like a dog, but I couldn't. I pressed my open mouth over her pussy and gave it a full kiss as my tongue continued to explore her wet folds of flesh. It was the most wonderful moment of my life. I vowed to never forget the feeling, the consuming passion, and the alienness of my first time eating another woman's pussy. It was so wonderful.

"Ok, Shelly," she pushed my head away. I cried out an objection, then saw her grabbing the carrots. "Time to change positions," she explained. "Let's go to your bedroom."

My first thought was whether the bedroom was clean or not, but my pussy was burning up and I really didn't care. I just wanted to eat and be eaten.

I dove on the bed and rolled over to watch her stroll up to the bed. She was amazing, totally confident and poised, even while naked. That was hard. Most women tended to hide themselves. Marlene fell on the bed and rolled over to face me. She handed me a carrot with a smile.

"Know what to do with one of these?"

"Dip it?"

"That's right. Dip it just as far as it will go."

"It's rubbery," I said, shaking mine to make it wiggle. It really was a lot like a prick.

"That's the microwave, it can turn anything to rubber in just a few minutes. Are you ready?"

"Oh yes."

"You want the top, or the bottom?"

"I don't know," I said uncertainly.

"Ok, you take the bottom. First you need to double a pillow up under your head."

"Why?"

"To hold it up. Otherwise your neck will be killing you in minutes," she said while folding the pillow under my head. After a quick kiss she changed positions. I saw the pussy coming down to meet my face and I lunged up off the bed to meet it. Of course the pillow unfolded and left me laying too low. I quickly refolded it before she lowered her pussy to my mouth. I immediately began licking her clit, while I gently worked the carrot into her steamy hole. After several tries it was lubricated enough to slide inside without hurting her. To my utter delight, I could feel her doing the same thing down in my pussy. This was so wonderful. No wonder lesbians loved this position. It was like a mirror. What she did, I did. For a moment I had the feeling that my own pussy was in my mouth and I was shoving a carrot deep inside myself.

With no fooling around Marlene suddenly began licking my clit with short, vicious strokes of her stiff tongue. I forgot to repay this kindness for a moment as I buried my face against her thigh and simply enjoyed the feeling. The carrot was sliding deeper than I had ever felt anything inside me. Occasionally it felt like it was hitting something, and the extra contact drove me completely wild. I stroked the carrot in and out of Marlene while I renewed my attack on her clit. My eyes went to her puckered anus, but it was too far away for me to experiment. My entire body was shaking now, not from nervousness, but from building passion. I loved every single little thing about this new lovemaking session with Marlene. I loved feeling her soft skin against my stomach, her tits digging into my abdomen, and the soft feeling of her hair on my inner thighs.

On my end I was finding her pussy absolutely delicious. I couldn't get enough of that sweet young girl. Her firm legs were pressed against the sides of my face. Her ass looked so firm and inviting. I reached up with my left hand and squeezed one firm cheek. It was absolutely hard, firm as hell. I moved my hand down and massaged her left leg with loving strokes. I suddenly realized that I had forgotten to eat her for a moment, and returned to lavishing loving strokes to her sweet little bud. The carrot was coated with slick juices and white foam. I was afraid it would slip out of my hand and get lost inside her. I dug my fingernails into the sides of the carrot and plunged it in as far as it would go. She stiffened up, but didn't complain.

I felt a burning inside me that frightened me, at first. Then I realized it was an orgasm, but one so completely different from what I'd had before that I didn't recognize it. It started with a deep, burning fire farther up than my pussy. As it built I realized that it was a raging orgasm that would involve my entire body.

As I whimpered and ate Marlene furiously, I plunged the carrot in and out with blinding speed. She did the same to me. I felt her pull the folds of my pussy out with her teeth, then take the clit in her teeth and nibble it. I sucked her's into my mouth and nursed on it as I would a nipple. It was hard and hot between my lips, just like a tiny prick. Then the waves of orgasm began filling my loins and exploding in my pussy. I forced my pussy up to meet her mouth and grunted, finding it hard to continue eating Marlene when my pussy was being ripped apart. I finally pulled the carrot out and tossed it aside, then grabbed both cheeks of her as and mashed my mouth against her pussy, sucking and tongue furiously as I came hard.

It took me a few moments to realize that Marlene was mashing her sex against my mouth because she was coming too. I don't know how she held off so long. I used her pussy as a cushion, screaming into it to muffle the sound. I moved my face back and forth, pressing my tongue hard against her pussy while I sucked. Her pussy was banging against my face in time with her grunts of passion. I rode out her bucking ride, trying to keep my mouth in contact with the wild, spasming pussy.

As my own orgasm eased off she rested with her open mouth on my pussy, muffling her own screams of passion. When we were both through we were too tired to do more than lay there panting. Finally Marlene rolled off of me and lay hugging my leg. I turned and kissed hers, then held it too. The carrot slowly slid out of my pussy and dropped to the floor between my legs.

"I'll never be able to look at a carrot the same again," I said with a giggle.

Marlene became my best friend, of course and she spent most of the next two months with me. We met for short periods when Stan was in port, but really looked forward to him leaving. All he knew about Marlene was that she was my "cute" friend. I only hope that she will always be there when I need her. Every woman needs a friend like Marlene.