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                               Best Friends
 Susan and I have worked together for about 10 years.  We are sharing a hotel
room this week because we are both attending a business conference in Atlanta. 
We are just returning to the room after the banquet.  It is about 10 p. m. and
we both drank more wine tonight than usual.  We are a tipsy and are giggling a
                                     lot.
  Susan says that she had some pot and offerers to share a joint with me.  I
                                gladly accept.
            "Let's get comfortable before we start", she suggests.
                                     "Ok."
 I pick up my pink shortie nightgown and go to the bathroom to change.  When I
  come out of the bathroom, Susan has already changed into her gown.  I have
    felt uncomfortable all week wearing this sexy gown in front of Susan. 
             Usually, I only put it on just before going to bed.  
  Susan looks great in her black shortie.  She is 28 years old, tall and thin
 with shoulder length blonde hair.  She has a great body with long legs and a
 fabulous tan.  Her breasts are larger than mine, very full and bounce up and
 down and sway from side to side with every step she takes.  Her butt is small
                     and firm.  I am very envious of her.
                                         
   I sit on the couch as Susan takes the pot out of her suitcase and rolls a
  joint.  She sits on the couch beside me, lights the joint, takes a big hit,
 and passes it to me.  We are laughing and talking about the good looking men
   at the banquet tonight.  I thought Jack was the most desirable of the men
there and Susan liked Tim.  We each take a few more hits off the joint.  It is
                              real good stuff.  
 We joke about going to bed with Jack and Tim.  We fantasize aloud about what
              each would be like and what we would do with each.
 "Let's call them and invite them to our room",  Susan is really getting into
                              this fantasy stuff.
 "No, we can't.  I am married and enjoy fantasizing, but I could never do it."
Susan gets serious.  "Penny, I haven't had a man in over a year and I need one
                                   tonight."
"No, Susan, that is just the wine and pot talking.  We have to work with these
      men and it would be hard to face them after having sex with them."
  She starts crying.  "I've just been so lonely and have had no one who cares
                                  about me."
  I suddenly feel sorry for Susan.  She is usually so cheerful that I had no
 idea how lonely she was.  I move over closer to her and put my arm around her
                                 shoulders.  
   She lays her head on my shoulder and continues to sob.  She puts her arm
      around my waist and holds on like she doesn't want to let go of me.
   I stroke her beautiful blond hair.  It is so soft and bright.  I wipe the
                 tears from her face and try to console her.  
  She starts to relax.  Her hand rubs my rib cage very gently.  After several
  minutes I notice that her hand has slipped under my nightie and I feel her
 smooth palm rubbing my bare tummy.  It feels so strange.  I have had men rub
 my skin with their ruff hands but I don't think I have ever felt such a soft
 hand on my skin.  It feels great.  It relaxes me.  I close my eyes.  My head
                     is spinning from the wine and pot.  
My hand leaves her hair and begins to lightly stroke Susan's smooth shoulder. 
She snuggles a little closer to me.  Her skin is incredibly supple.  I feel so
 sorry for her.  If I had known how lonely she was, I could have fixed her up
                   with some of my husband's single friends.
 Her soft hand is still stroking my skin under my nightie.  I relax and close
my eyes.  Her thumb brushes across the bottom of my breast!  I'm sure it is an
accident.  It makes me tingle all over.  She slides her hand across the bottom
 of my breast again!  Now, I am not so sure it is an accident.  Her hand slips
over my entire left breast and squeezes lightly then moves to my right one and
                                does the same!
 I haven't had another female touch my breast since I was 13 years old and my
best friend Jane was spending the night and we played "I'll let you touch mine
                          if you let me touch yours".
   Susan is caressing my breasts.  I don't know what to do!  I don't want to
reject her.  The way she feels tonight it would devastate her.  She pinches my
   left nipple and twists is gently and pulls on it lightly.  Her hand feels
amazingly smooth against my delicate breast.  My nipples are hard as diamonds. 
I notice that I am breathing deeper and my heart is pounding.  I wonder if she
                          can feel my heart beating. 
 Susan's head is still on my shoulder.  She lifts my nightie top to expose my
 small white breasts.  Her hand continues to fondle each one of them, one at a
 time.  She lowers her head and takes my right nipple in her mouth and sucks. 
 Oh, it feels so good!  My breasts are very sensitive and I love to have them
   sucked.  The smooth delicate skin around her mouth feels fantastic as it
presses against my bosom.  She licks the pink area just around my nipple and I
  am breathing harder.  I feel wet between my legs.  I am getting turned on! 
                            I've got to stop this.
   "Susan, please, I have never done anything like this before.  Let's stop
            before we do something we will be sorry for tomorrow."
Susan sits up straighter.  My right arm is still around her very tan shoulder. 
Her right hand is still touching my left breast.  She looks me straight in the
 eye with one of those far away dreamy looks.  Her right hand leaves my breast
and moves to theof my head.  She pulls my head to hers.  Our lips touch. 
                  She kisses me very tenderly on the mouth.  
    I think it will be a quick kiss and I kiss her.  But she keeps on
  kissing.  Passionately!  I can taste her lipstick as I kiss herfor a
  moment and then try to pull.  She holds my head tightly.  It feels so
                  strange to kiss someone with lipstick on.  
 Her tongue slips into my mouth and explores all around!  I am french kissing
  another woman!  It is a very erotic kiss!  It is amazing that this feels so
                     good.  I willingly return her kiss.  
    Finally she stops and I leanagainst theof the couch.  I am
     breathing very hard and my head is swimming, filled will many strange
 thoughts.  She takes my left hand in her right hand and moves it to her right
   breast!  Her breasts are larger than mine and very firm.  I can feel her
       nipple pressing through her nightie into my palm.  I can't resist
   squeezing gently.  Her breast is firm, yet soft at the same time.  We are
gazing into each other's half open eyes.  She appears to be very turned on and
                         I am truly getting turned on.
 She removes my hand, takes off her nightie top exposing her large milky white
   breasts to me.  She has a very distinct tan line that dips almost to her
 nipples.  The dark tan on her shoulders and upper chest make her breasts look
 even whiter.  She shifts her position to more directly face me and her large
  mounds sway gently.  I place my handon her right breast.  I caress it
and squeeze it tenderly.  My hand only covers about half of it.  It fascinates
   me.  I study her light pink nipples.  They are smaller than mine but her
  areola is much larger.  I slide my index finger in small circles around her
  nipple on her soft areola and watch little knots pop up on it as it hardens
up.  I pinch and pull on her hard little nipples.  Susan's breathing deepens. 
Susan lifts my top off over my head and again begins to cuddle my breast.  She
 is soooo gooood.   We are sitting on the couch, stroking each other's breasts
and staring into each other's eyes.  We are both panting through our half open
   mouths.  I lean forward and place my lips on hers.  It is a long sensuous
  kiss.  She opens wide and my tongue slips inside and explores the inside of
 her mouth.  I lick the top of her tongue and then slide under her tongue then
                   lick her gums and the roof of her mouth.
     "Penny...................Please....suck my......breast",  Susan begs.
 She doesn't have to ask again!  I have always wondered what it would be like
 to suck a breast.  I have never done it.  I position myself so that I can get
  to her right nipple and lick around it very slowly.  I slowly open my mouth
    and place my lips around it and gently suck it into my mouth.  What an
wondrous feeling!  It tastes superb.  Her breast is fabulously soft and smooth
 as satin against my face.  I open my mouth wider and suck as much as possible
 inside.  I then slide my mouthuntil only her rigid little nipple is all
 that is between my lips.  I am feeling of her other breast with my left hand
   and my right hand is still around her neck, caressing her soft shoulder.
              "Ooooooooooooohhhhhhhhhhhhhh!"  Susan moans loudly.
   Her hand leaves my breast and rests on my thigh.  She begins to stroke my
   upper leg and I feel my legs instinctively part slightly.  Her soft hand
slowly slides to my inner thigh.  Her palm feels so smooth against the skin on
   my leg.  She slowly slips her hand up the inside of my leg until it just
 barely touches my lips through my nightie.  My legs spontaneously open wider.
 I feel a tingling sensation all through my whole body.  My heart feels as if
  it will burst out of my chest.  Susan's fingers explore my lips through the
  thin material of my nightie.  I spread my legs as wide as I can get them. 
 There is no elastic in the legs of my nightie and soon her hand finds its way
  inside.  She toys with my hairs for just a few seconds then I feel the bare
    skin of her fingers on my outer lips.  Her hand sneaks down to my well
      lubricated virgina and I moan as I feel her finger slide inside me.
        "Oooooooooooooohhhhhhhhhhhhhhhhh ........ Susannnnnnnnnnnn!!!!"
    Susan moves her finger in and out.....in and out....in and out.  It is
   wonderful!  My hips begin to rotate in rhythm with her talented fingers.
   Suddenly, without saying a word, Susan stands up.  It shakes me out of my
reverie.  She holds out both hands to me.  I place my hand in hers.  She pulls
me to a standing position just in front of her.  Susan is slightly taller than
 I.  We stare at  each other for a moment, then she places her arms around my
  waist and pulls me to her.  As she kisses me passionately on the lips, her
   hands slip underneath my bottoms and cup the cheeks of my ass and pull me
 tightly against her.  Our bodies are touching from our knees to our breasts. 
 I can feel her hard nipples pressing into my soft sensitive breasts.  Her leg
slips between my legs and she begins to press her pubic bone against my thigh.
 I put my arms around her waist and slide my hands under her bottoms and feel
  the incredibly smooth skin of her butt.  For a few moments I knead her firm
                                     ass.
   Susan steps.  I am puzzled.  Does she not like what I am doing?  She
       takes one of my exposed breasts in each hand and squeezes firmly.
     "Mmmmmm........I love your tits, Penny.  They are so soft and cute."
 Again, my body tingles all over.  I can hardly breathe.  "Oh, Susan...... it
   feels........ soooooo goooood!...... Squeeze them......... all you want."
 She squeezes them harder.  It hurts, but feels good at the same time.  We are
 staring into each other's eyes.  I want to kiss her again, but I am afraid if
 I do that it will break the spell.  I slide my hand into her bottoms and find
the soft fuzzy triangle on her pubic bone.  She smiles and parts her legs.  My
 hand is trembling.  It has never been in a place like this before.  I want to
   move lower, but I am afraid.  Susan raises to her tip toes and my middle
   finger slides between her lips before I realize what has happened.  I am
    amazed at how hot her crotch is.  She is also very very wet.  My finger
            explores between her full soft lips and find her clit.
           "Ooooooooooooooohhhhhhhhhhhhhhhhhhhhhhhhhhhhhhhhhhhhhh!"
  Susan's eyes close and her mouth opens as she moans very loudly.  Her hips
  moveand forth as she is really turned on.  She is still clutching my
                            breasts in her hands.  
I will probably never have another chance like this and I must do it.  I don't
 hesitate.  I slide my hand lower between her legs and guide my middle finger
into her very hot and wet pussy.  It is very soft, wet and slippery in there. 
    I have always wondered what another woman's pussy felt like inside.  I
   explored the inside walls with my finger before returning to her clit and
                            massaging it some more.
 Susan takes my hand out of her bottoms and takes me by the hand and leads me
to her bed.  She bends over, turnsthe covers and motions me to lie down.
  "Turn the lights off", I softly request, noticing that my voice is deep and
                                   gravely.
     "No, Penny, when I look at your pussy, I want to be able to see it."
   I am very embarrassed.  I am self conscious about being naked in front of
 other people.  All I have on now is my nightie bottoms.  As I lay on the bed,
 she reaches for the waist band and pulls lightly.  I lift my hips off the bed
    and my bottoms slide right off exposing my most private parts to Susan.
  She bends over and removes her bottoms.

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  For the first time I get a look at
    her blonde triangle.  She has very little hair and her pussy is plainly
  visible.  Her outer lips are engorged and the crevice between them is very
  conspicuous.  I reach between her legs and just graze those beautiful lips
                             with my finger tips.
"Susan, I want...... to suck your tits...... again.  I love...... doing that."
I can't believe that I hear those words coming from my mouth!  She gets on the
  bed on all fours and leans over me so her naked tit is just in front of my
 mouth.  As I part my lips and she lowers her nipple between them.  I suck on
her nipple and she again begins to breath very deeply.  While I am sucking, my
 hand finds her tan satiny thigh and slowly sneaks it way up.  I am amazed at
 how smooth and soft her thigh is.  I had never in my wildest fantasy imagined
 how wonderful it could be to make love to another woman.  I find my wayto her pussy and explore her fluffy outer lips. My finger drifts between them
 and explores that region.  I insert first one finger into her awaiting pussy,
then another then another until I have four fingers inside her.  She rocks her
 bodyand forth so that my fingers are sliding in and out.  I never stop
  sucking on her lovable firm tit.  Susan is going wild as my free hand finds
             her other bare dangling boob and clenches it harshly.
  After a few minutes she backs away, places a hand on each one of my knees,
   spreads my legs and kneels between them.  She stares down at my wide open
 pussy and licks her lips.  Oh no!  She is not going to eat me!  This has been
  great so far, but I can't put my mouth on a pussy.  If I let her do this to
  me, she will expect me to do it to her.  I try to put my legs together, but
                         she is kneeling between them.
              "Nooo, Susan ........Please don't .........eat me!"
Susan lays on top of me, keeping my legs spread with her legs.  She places her
  sweet lips on mine and slips her tongue into my mouth.  Her tongue is very
 very long and I suck it softly like it were a penis.  My arms are around her
and I squeeze her tightly.  She moves lower, takes my left nipple in her mouth
   and sucks.  I can feel her smooth breasts on my bare tummy.  Her legs are
  still between mine and I can't get them together.  I begin to relax again. 
 She then flicks my nipple with her tongue several times.  She again sucks the
      nipple into her mouth and bites it very delicately.  The feeling is
 indescribable.  Her head moves down to my stomach and she inserts her tongue
 into my navel.  I know what is coming next but I don't have the will power to
resist.  Susan kisses my hairy pubic mound.  I am breathing very deeply.  I am
very weak.  My body is trembling.  I comply with her wishes and spread my legs
  as wide as they will go.  Her tongue slowly eases between my engorged pussy
  lips.  It explores the region between my lips until it touches my throbbing
                                     clit.
       "Oooooooooooooohhhhhhhhhhhhhhhhhhhhhhhhhhhhhhhhhh!!!!!!!!!!!!!!"
 I rotate my hips upward to give her better access.  Her tongue flicks my clit
                        very lightly and very quickly.
  I feel my body tingle all over.  I recognize the feeling of an approaching
                                    orgasm.
 "Oh, Susan, I love you sooo much!"  We both know that I don't really love her
           in a sexual way, but at this moment in time, I really do.
 Just as I am about to orgasm, Susan's tongue wanders down further between my
 wet inner lips and further down to my now very wet opening and slips inside.
         "Ooooooooohhhhhhhhh...........Please.............Don't stop!"
  Her tongue is incredibly long.  It invades very deeply into my pussy.  She
  rolls it around inside and flicks the walls.  The feeling is phenomenal.  I
  have never had a tongue as talented as this in my pussy.  My hands begin to
            fondle my own little breasts.  I pull at my nipples.  
  Her mouth returns to my pulsating clit and sucks it inside.  I go over the
 edge.  All the muscles in my body tense at the same time.  I push my pussy as
                              high as it will go.
  "OOOOHHHHH ....... YESSSS..............SUSAN ........ PUULEEEESE..........
   DON'T STOP ......... I'M CUMMING .......... OOOOOOOOOHHHHHHHHH .........
 YESSSSSSSS ............... IT FEELS .......... SOOOOOO GOOOOD ..............
 SUCKKKKKK ....... MY PUUUUSSSSEEY ............ I LOVE IT .......... I ......
 LOVE ..... IT ....... SUCK IT ............... SUCK IT ............ OOOOHHHHH
YESSSSSS .................SUCK ........IT .............. SUSAN ............. I
   LOVE ..........YOUUUU ....... SOOOOO  MUCH ......... SUCK MY ...... PUSSY
                             ..... ITS INCREDIBLE 
   Finally the the longest orgasm I think I have ever had dies down.  Susan
slides up on the bed and we hug and kiss.  I can taste my juices on her lips. 
My hand cups her breast.  I lower myself and take her hard pink nipple between
   my lips.  I suck her nipple into my mouth and lick it while it is inside.
                         "Oooooohhhhhhhhhhhhhhhhhh!!!"
  I want very much for Susan to have the same feelings that I had.  I want to
  taste her juices.  I slide my face down to her blonde hairy region and kiss
  her pubic mound very passionately.  She spreads her legs very wide.  I can
   smell her juices and feel heat on my chin.  I kiss her between her spread
     outer lips.  I thought it would be repulsive, but in fact it is quite
 pleasant.  I move my head lower and she raises her hips higher.  My lips land
               on her clit.  I flick it lightly with my tongue.
             "Oooooooooooooooooooooohhhhhhhhhhhhhhhhhhhhhhhhhhhh!"
 Susan reacted to my tongue.  I can really feel the heat from her crotch on my
   face now.  She raises her hips higher and her virgina is now right at my
mouth.  I hesitate about a half a second then slide my tongue as deep into her
                             pussy as it will go.
     "Oooooooooooooooooooooooooooooohhhhhhhhhhhhhhhhhhhhhhhhhhhh!!!!!!!!!"
 Again, Susan responds to my tongue.  My tongue is not nearly as long as hers,
 but I put it in as far as it will go.  I move it in and out, roll it around,
  and lick the walls of her pussy.  Her love juices flow into my mouth and I
 swallow.  I moveto her clit and suck it into my mouth and suck it like
                            it were a little dick.
   "OOOOOOOOOOOOOOHHHHHHHHHHHHH .............. PEEENNNNNNNYYYYY .........I'M
   ...... CUUUUUMMMMMMMIINNNNGGGGG!!!!!! .......... EAT MEEEEEEEE ..........
   .........EAT MEEEEEEE .......... PENNY ......... EAT ..... MYYYYYY ......
   ..... PUUUUUSSYYYY! ......... SUUUUUUCK ITTTTTT! ..........OOOOOOHHHHHHHH
   PENNY .......... I LOVE ......... YOUUUUUUUU ....... SOOOOOOO ..........
                                    MUCH!" 
  When her climax finally over, I slide up on the bed and we embrace and very
  intensely kiss.  I have just had the most powerful climax in my life.  In a
 few minutes we are heated up again and this time do the famous "69".  We fall
           asleep on our sides with our heads at each others pussy.
 When I awake the next morning I have to think a minute to remember where I am
and who I am with.  We have a free day today and the conference and don't have
to get up early.  I am laying with myto Susan and when she realizes that
 I am awake, she begins to rub my.  I start to turn over to face her, but
 her hand presses against my shoulder, stopping me.  Her hand doesn't feel as
   soft this morning.  She rubs myfor a few minutes and then her hand
slides down to my ass and massages it.  Soon her hand works its way between my
 legs.  I lift my leg to give her access and she once again explores my outer
lips, tracing their outline and then sliding into the crack between them to my
                                     clit.
   "Ooooooooohhhhhhhhhh ......... Susan ......... it feels ......... as good
                       ......... as ...... last night!"
Her finger touches my virgina and it immediately lubricates.  Her finger slips
  easily inside.  It feels much larger this morning.  Maybe it is because my
  hole is tender this morning.  She slides her finger in and out for several
 minutes and then returns to my clit.  She lightly pinches my clit between her
fingers.  It sends a current of pleasure through my whole body.  I notice that
 my hips are instinctively movingand forth.  I am breathing hard again. 
  I reach my hand behind me to play with Susan's pussy.  I am shocked when my
 hand touches a PENIS!!!!  I quickly turn over.  Its Jack from the office!!! 
He is naked and I am naked and in bed with him!!!  He has been playing with my
              naked pussy!!!!  He even had his finger in me!!!!!
 I look over at the other bed.  Susan is laying on her side facing us and Tim
 is laying behind her with his arm over her and has one of her breasts cupped
                     in his hand.  They are both smiling.
 I am furious!!!  I try to cover up, but the covers are on the floor.  I start
 to get out of bed.  Jack puts his hand on my breast and holds me down.  He is
              massaging my breast roughly while holding me down.
                    "HOW DID YOU GET IN HERE?", I screamed
 "Susan called us after you fell asleep.  We have been here for hours.", Jack
                replied calmly while still fondling my breast.
  I grab his wrist and try to remove his hand.  He just squeezes harder.  The
 harder I pull on his wrist, the harder he squeezes.  It is very painful so I
                                 quit pulling.
   He leans over and places his mouth on my other nipple and sucks roughly.
 "No, Jack......Please.......don't.....I am....married! ........ I .... DON'T
                               ... DO ... THIS!
Jack is already turned on.  I can feel his hard dick pressing against my side. 
 He slides one leg between my legs.  I try to keep them together but he is too
 strong.  He rolls over on top of me and places his other leg between mine.  I
                   can feel his hard dick against my crotch.
 "Please, Jack......Please don't do.......this!.........I ........ am a ......
        married woman. ..........I .........don't fool ........ around"
                           "What about last night?" 
   Oh, no!  He knows about Susan and me last night!  I am soooo embarrassed.
 "I have wanted to do this for a long time, Penny.  You have turned my on for
                                    years."
 His hand goes between my legs.  I can feel his wrist against my outer lips.  
 I can feel his hand wrap around his dick.  He places its head and the opening
 of my virgina and moves it around to get it lubricated.  My pussy is very wet
 and it only takes a few seconds before I feel his dick slowly slide into me. 
   It is much larger than my husbands.  It stretches the walls of my pussy,
completely gorging me.  I have never had sex with anyone other than my husband
                       and this really feels different.
           "Oooooooooooohhhhhhhhh ................ nooooooooooooo!"
   He pumps slowly at first and then begins to bang me real hard.  With each
   stroke in, he slams against my clit.  I suddenly realize that my hips are
moving up to meet him.  My breathing again is very deep.  My heart is pounding
and it is very hot in the room.  It feels very good.  I am enjoying this!!!  I
   close my eyes, wrap my arms around his muscularand begin lustfully
                                 fucking him!
"Oh yes, Jack ......... fuck me.......fuck me hard! ......... I love it ...... 
     I love it ....... it feels soooooo gooood........ you are great......"
"I knew if I could ever get you turned on, Penny, you would enjoy fucking me. 
                             I knew you were hot."
   His words make me feel desireable.  I had no idea that I had had such an
 effect on him.  I have known Jack for years.  I put my all into fucking him. 
                         I really want to please him.
  Suddenly there is something near my head.  I open my eyes and there is Tim
  kneeling over me at head of the bed.  I had forgotten about Susan and Tim. 
 Tim's dick is right over my face just a few inches away.  I impulsively open
  my mouth and he lowers his hard dick between my lips.  It is smaller around
  than my husband's and tastes slightly different.  Every time Jack pounds my
                pussy, Tim's dick goes further into my mouth.  
   Susan leaves her bed and comes over and begins to suck on my left tit.  I
  impulsively reach for her crotch with my left hand and slide my finger into
         her pussy.  I massage one of her breasts with my right hand.
 The sensations are overpowering.  I cannot believe someone can be stimulated
in so many ways at one time.  I feel as if I will pass out.  An orgasm is fast
 approaching.  My body tingles all over.  My muscles all tense together and I
         thrash all over the bed as I explode into a colossal orgasm.
 "Oooooohhhhhhhhhhh .............. Arrrrrrrrgggggggggggghhhhhhhhhhh ..........
                   .....Uuuuuuuuuuuuhhhhhhhhhhhhhhhhhhhhh!"
 My mouth is filled with Tim's dick, My pussy is overflowing with Jack's huge
                 tool and Susan is sucking away on my breast.
Jack and Tim cum together,  I can feel Jack's dick shooting into my pussy just
                      as Tim fills my mouth with his cum.
  We all fall into a pile on my bed.  Needless to say, the rest of the day is
     spent in the hotel room, doing everything imaginable.  It is the most
   unforgettable conference I have ever attended.  For the first time I have
                  really gotten to know Susan, Jack, and Tim.
                                       

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