Andrea's thighs were straddled across my face with her plump shaven pussy lips hovering just above my mouth as I held her ass cheeks in my hands. She was holding my cock and sucking the swollen head into her mouth as we both lay there on her bed in a classic 69 position. However, the thing that made this 69 a little more intriguing was that one of her husband's friends had just fucked her and was in the process of slowly pulling his semi hard cock out of her pussy. Andrea had insisted on keeping her panties on during this and I had been holding the crotch over to one side as she was being fucked. Her panties were pure white and made from an almost pantyhose like material, making them very transparent and quite lovely to touch, as well as looking incredibly sexy.
I had watched the entire show from only inches below her pussy and it had been amazing to watch from such close range as he fucked her and then eventually filled her lovely pussy with a load of warm sperm. As I looked up at her damp hole, he was slowly pulling his shaft out of her and when the head finally appeared, it flopped down towards my face, but I quickly turned my head to the side and felt the wet tip touch my cheek. Once he had removed his cock, her tight panties slipped back over her pussy, covering it completely and I expected to see them darken as the cum spilled out of her pussy and into her panties. This did not happen, so I took the crotch of her panties and once again pulled them to the side exposing her damp pussy and the only cum that I could see was a thin coating on the insides of her pussy lips, not a drop had spilled out of her.
Andrea's pussy was almost entirely naked except for a lovely thin strip of jet black pubic hair shaven into a very thin wedge shape, with the point sitting just above her clit. Her lips were shiny and wet and I was very tempted to reach up and taste them, but knowing there was a full load of fresh sperm inside her, made me hesitate a little. However, I had tasted my own cum before and it had always been a great turn on, sometimes restoring my cock to full erection very quickly. I had also fantasized many times about eating a cum filled pussy and now that there was one right in front of me, I decided to go for it. With my hands flat on her buttocks and my thumb hooked into the crotch of her panties, I pulled her cheeks apart gently and watched as her lovely asshole stretched open slightly and her cum covered lips separated. I raised my mouth up and pushed my tongue up to meet her soft wet lips and as the tip of my tongue touched them, I could immediately taste the warm salty liquid on them. My cock responded instantly with the kinkiness of what I was doing by becoming harder as Andrea sucked on my cock head and slid her hand up and down the shaft.
I licked up and down her lips for a moment then after tasting a little sperm on them, I decided to enter her a little deeper to see what might happen and started to push the tip of my tongue between her lips. I was expecting to feel some of the sperm run out of her, but instead only tasted a little more inside her. Just then his semi limp shaft appeared again and pressed up against her wet lips, only just managing to push inside her and disappear completely into her once again. This time as he pushed his cock into her and withdrew it slowly, I began to see more sperm building up on her lips. Then as he very slowly pushed the entire length in and out of her pussy, I could see his shaft glistening with the cum that was inside her and I was compelled to lick around her hole even as his cock penetrated her.
Reaching up, I pushed out my tongue and licked at her moist pussy lips, tasting the sweet sticky cum that now coated them, then moving my mouth further under her I managed to flick my tongue across her wet clit. I decided that the idea of eating her cum filled pussy really was too good to pass up, even if his balls were close to my face. So I started to poke my tongue in between her slippery wet lips and the shaft of his cock, feeling his cock against the side of my tongue. It wasn't long before I was poking quite hard between her lips and really starting to taste the cum from her pussy, then when he pulled his cock from her I quickly moved my mouth over both her lips and began sucking at her hole and poking my tongue up inside as I still held her panties off to the side.
I watched as his slightly stiffer than before cock moved away from her hole, but then to my surprise, he pushed it back towards her again and in between my mouth and her wet lips. His cum coated cock head pushed between her lips, but this time did not penetrate her, but instead it slid up over her asshole and inside the back of her panties and as I let go off them and the fine nylon material covered his cock. I watched as he let his cock slide up and down over her asshole with the head pushing up inside her panties and he took hold of her hips again and began fucking her panties. Then after only a few minutes, and to my total surprise, her panties suddenly began to get soaked from the inside. This was clearly a secondary and slightly smaller orgasm, but there was still a decent amount of thick cum that he spurted onto her ass. This second cumshot across her ass did not deter me at all as I watched his now very soft cock slip out from under her panties and then he placed the soft head on the back of her panties and pressing the tip, the last of his thick cum oozed from the tip and onto the outside of the panties. Her panties slipped back over her pussy, covering the wet cummy mess and my view was now even better as I stared up at her wet ass cheeks covered in the fine nylon.
Finally he sat back on the bed and I could see that more and more of the sperm inside her was starting to spill out into her panties and that they were now totally soaked with sperm. My cock was stiffer than I had ever thought possible as Andrea skillfully sucked my tip, but knew exactly when to slow down with her hand to hold off my orgasm. I watched as the cum began to drip off the back of her panties onto the sheets and some onto my face. I reached up and kissed her panties, licking at the wet crotch and tasting the thick cum on them, then moved my mouth up over her asshole and sucked some of cum into my mouth. Once I had licked the cum off the back of her panties, I began sucking at the pool of cum on her buttocks and due to the fine nylon material, I was able to suck the cum through her panties and into my mouth. This was just about enough to make me cum and Andrea reacted by taking my cock from her mouth and just holding it in her hands very carefully.