Elly's Story

The first time they saw Kelly, they didn't really notice her. Their hair was still damp from their shared shower as they stepped out of their room. Kelly and her friends had just checked into the hotel and they were headed toward their room, talking and giggling. They glanced at the girls, but they didn't really see them. Just four more cute girls at Padre Island for spring break. They turned toward the elevator and went to dinner.

The next morning, Steve and Jen hit the beach at 9:00. They found a good spot, spread their blanket and rubbed suntan lotion on each other. Jen had on a tiny black bikini that barely covered her tits and ass. Steve wore a T-shirt and cutoffs. He didn't really like sitting out in the sun and he was a little self conscious about his weight, so he covered up a little. Jen didn't care; she liked him the way he was.

Even though it was early, the beach was filling up fast. They watched the girls go by. If Jen saw one she thought was hot, she would point her out to Steve. He did the same for her. With their mirrored shades, the were able to watch the girls with no one being the wiser. Besides, it was spring break. The girls were strutting their stuff on the beach for everyone to see and everyone one there was watching them.

When Kelly walked by this time, they noticed. Jen saw them first and she nudged Steve's leg with her foot.

"They're cute," she said.

"Yes, they are," he replied. "The one in the white bikini is really cute."

Kelly was cute. She was slender. Her legs looked good. The bikini was small, but not tiny. Her breasts were round and could only be described as perky. Her tummy was flat and she had a nice ass.

She glanced at the couple as she walked by and recognized them as the couple she had seen last night as she and her friends walked to their room. She wondered about them as she walked down the beach. The guy had long hair and a goatee and was older than the girl. Kelly guessed he was about 38, but she couldn't be sure. He might be older. The girl looked like she was about 26 and in the black bikini she was wearing, Kelly thought she looked hot.

A couple of hours later, Kelly was walking back up the beach. She was alone, this time. She had left her friends talking to a group of boys. The guys had been pretty obvious about hitting on them. Her friends had enjoyed the attention, but Kelly knew the guys weren't going to get any. She thought they were dumb and she told her friends she was going to go back to the room for a while.

Kelly saw they couple before they saw her. She noticed the woman nudge they guy with her foot. She felt a little quiver when the guy looked in her direction.

"They're checking me out," she thought. "Both of them!"

Kelly thought of herself as bi. Girls turned her on. She had kissed a few, but she'd never had sex with another girl. Without really thinking about it, she started drifting a little closer to them as she walked, putting a little more swing in her hips, standing a little straighter and pushing out her chest a little more.

The couple watched her as she got closer. When she was about ten feet away, Kelly smiled at them. They both smiled back and the woman waved at her. Kelly felt the quiver in her tummy again.

As she stopped in front of them, Kelly thought, "Oh, God. What am I doing?"

"Hi," the woman said. "Would you like to join us? There's lots of room on the blanket."

Kelly said, "Sure."

As she sat down, she noticed that the guy was drinking a diet grape soda and the woman was drinking a diet orange soda. She thought that was a little weird. She wondered why they weren't drinking beer. Everybody on the beach who was old enough was drinking beer and a lot of the underage kids were, too. She had even had one earlier that some guy had given her.

"Would you like a soda?" the guy said. "We have a bunch of flavors, all diet."

Kelly said, "Sure. Grape sounds good." She giggled. "Grape soda," she thought. "How long since I had one of those?"

The guy reached into the cooler, pulled out a grape soda and handed it to her. "Here ya go," he said. "My name's Steve and this is Jen."

Kelly opened her soda and took a sip. She giggled again. "I'm Kelly. This is good. Nice and cold. Thanks."

"You're welcome, Kelly," Steve said.

Kelly felt that quiver again when Steve said her name. She looked down, a little self conscious. She was sitting cross-legged and her bikini bottom was stretched tight over her pussy. She looked up again. Steve and Jen were both smiling at her.

Jen said, "Where are your friends?"

Kelly realized that they had seen her walk by earlier, that they had noticed her and remembered her. She felt the quiver again. "Oh, God," she thought again. "What am I doing?"

She told them about her friends and the dumb guys. Then she said, "We're right down the hall from you in the hotel. I saw you last night when we got here."

"Hey, that's cool," Jen said.

"So," Kelly said, "Are you guys having fun?"

Steve answered her. "Oh, yeah. It doesn't get much better than sitting on the beach on a nice day."

"Watching all the pretty girls walk by," Jen said.

"She thinks I'm pretty," Kelly thought.

They sipped their sodas, watching the pretty girls go by. Kelly saw a blonde girl in a red bikini coming toward them. The girl had large breasts that bounced as she walked. She looked over at Jen. She was looking the other way, so she hadn't seen the blonde yet.

Kelly said, "Wow, look at her."

Steve and Jen looked over.

"Nice boobs," Jen said.

"Not bad," Steve said. "But you're cuter."

"Oh, God," Kelly thought. "I can't believe I'm doing this."

"It's getting hot," Jen said. "I could go for some air conditioning. Wanna go up to the room? We've got stuff for sandwiches."

She was looking at Kelly. Kelly sipped her soda, stalling.

"Do I want to go to bed with them?" she thought. "Both of them?"

Steve took his sun glasses off and smiled at Kelly. She thought his eyes looked nice. Big and brown. She glanced at Jen.

"God, she's hot," Kelly thought. She nodded at Jen and said, "That sounds good. Air conditioning and a sandwich would be nice."

They finished their sodas and gathered up their things. As they walked to the hotel, Kelly walked beside Jen. She noticed Steve was holding Jen's hand.

"I like them," Kelly thought. "they're sweet. I can't believe I'm doing this. Oh, God. I can't wait."

They got to the room and put the things away. Jen showed Kelly the ice chest with ham, turkey, cheese and bread. There was also mayo and brown mustard.

As they made sandwiches, Steve said, "I'm going to take a shower. Will you make me a turkey sandwich baby?"

"Sure," Jen replied.

She and Kelly made sandwiches, grabbed sodas and sat on the couch. Kelly listened to the water running in the shower.

"He's naked," she thought. "Just a few feet away and he's naked."

She and Jen talked about the friends Kelly had come to the beach with as they ate their lunch. Before they finished eating, Kelly heard the shower stop. She thought about Steve stepping out of the shower and grabbing a towel to dry off with. She had a hard time concentrating on her conversation with Jen. Steve stepped out of the bathroom. His hair was damp and he had on a different shirt.

Jen had finished her sandwich. She stood up and said, "My turn." She looked at Kelly. "You can wear one of my T-shirts if you want to take a shower after me."

Kelly said, "That sounds good. I could use a shower." she thought, "I want to be nice and clean when we go to bed."

She watched Jen grab a shirt and head for the bathroom. "Nice ass," she thought.

Steve got his sandwich and sat down on the couch where Jen had been sitting. Kelly finished eating and got up to put her paper plate in the trash can. As she turned back toward the couch, she raised her arms over her head, closed her eyes and stretched. She could feel Steve's eyes on her body and she pushed her chest out as she rose up on her toes. She walked back to the couch and sat down, putting one foot on the floor and tucking the other one under her as she faced Steve. He popped the last bite into his mouth and smiled at her as he chewed.

He swallowed and said, "Do you get high?"

Kelly said, "Yeah, sometimes."

"We don't drink much, but we like to get high. After you take your shower, we can smoke a joint, if you want."

"That would be cool," she said. "And it'll make this easier," she thought."

Jen stepped out of the bathroom. Kelly looked at her as she came into the room. She was holding her bikini top in her hand. Her nipples were hard under her T-shirt. Kelly watched as she walked over to a suitcase and pulled out another shirt. Jen turned, tossed it to Kelly and said, "Your turn."

Kelly caught the shirt, stood up and said, "Thanks," as she headed for the bathroom.

When she came back into the room later, she was nervous. She put her bikini top down on the desk and turned toward the couch. Her nipples were hard under the thin shirt. Jen was sitting where Kelly had been. She could either sit in the chair, or between the couple. The couch was kind of small, just big enough for three people.

"What the fuck," Kelly thought. "I'm going to go to bed with them. Might as well sit with them."

She sat down and Jen shifted to face her. Steve held up a joint.

"We usually smoke schwag," he said. "But, since we're on vacation, we got some kind bud."

He put the joint in his mouth and inhaled as he lit it. He held the smoke for a moment before exhaling. He took another hit and passed the joint to Kelly. She took the joint, put it in her mouth and inhaled.

"Careful," Jen said. "It's good stuff."

Kelly passed the joint to Jen, holding her breath. Jen took a hit and leaned over to pass it back to Steve. Kelly felt Jen's breast against her arm, felt her hard nipple. She exhaled and sighed.

"That's good," she said.

Steve took a hit and handed the joint to Kelly. They passed the joint around until it got too small to hold, then Steve put it in an Altoid's tin.

Kelly felt the pot hit her. She felt like she was floating. She leaned against Steve and said, "That's good shit."

Steve laughed and said, "Yeah, it sure is."

He put his arm on the couch behind her. Kelly put her hand on his thigh and thought, "I can't believe I'm doing this."

Jen said, "I am so stoned."

Kelly giggled. "Me, too."

Steve laughed and said, "Me, three."

Jen leaned forward and put her hand on Kelly's arm. Kelly looked at her and smiled. Jen's nipples were still hard.

"You're really cute, Kelly," Jen said.

Kelly said, "Thank you. I think you're hot."

Jen rubbed her arm softly. "You know, we'd like to go to bed with you."

Kelly nodded. "I figured that out on the beach. I've never had sex with a girl, but I want to. I've kissed a few. I've never watched anyone having sex before, or been watched. I like you guys. That's why I came to your room."

Jen leaned forward and kissed Kelly on the cheek. "I'm glad," she said. "This is going to be fun. I want to watch you and Steve, then I want to make love to you."

Kelly rubbed Steve's leg. "I'd like that," she whispered. "I want to make love with both of you."

Steve put his arm around her. She looked up at him. He leaned over and kissed her on the mouth. Kelly moaned and kissed him back. She moaned again when his tongue slipped into her mouth. He shifted a little and she felt his hand touch her breast. He squeezed it gently and the rubbed her nipple. Kelly arched her back, pushing her breast against his hand.

He was still kissing her as he moved his hand down her tummy. His hand moved under her shirt. She trembled as she felt him touch her breast. She opened her eyes when his mouth left hers. As she looked into his eyes, his thumb brushed her nipple and she groaned.

"So cute," he said and pinched her hard little nipple, pulling on it gently.

"Yes," she whispered. "Oh, yes."

Steve kissed her again as he played with her nipple. She pushed her tongue into his mouth. He broke off the kiss and pulled his hand from under her shirt. Kelly looked up as he stood up. He held his hand out to her and she took it in hers. He pulled her up and she stepped close a his arms went around her. She hugged him, pressing her body against his.

He leaned down and kissed her again. She felt his hand on her ass and she pressed against him harder. She could feel his hard cock. She moaned.

Steve put his hands on her waist and took hold of her shirt. Kelly let go of him and lifted her arms over her head a he pulled the shirt off her. He smiled at her as he looked at her bare breasts. She trembled as he touched her, sliding his hands up her body to her breasts.

He cupped her breasts in his hands, then rubbed her nipples. When he pinched them, she felt her knees grow weak. She leaned against him. Steve hugged her and picked he up. She clung to him as he carried her to the bed. He put her down and pulled the spread from the bed and stripped the sheets back and turned back to her.

Steve picked her up and laid her on the bed. As he pulled his shirt off, Kelly looked over at the couch. Jen had taken her shirt off and was touching her breasts. As Kelly watched, Jen smiled at her and pulled at her nipples. Kelly felt Steve get onto the bed. She looked up at him.

"He's naked," she thought. His cock is hard. For me. I made him hard."

Steve moved over her,, looking into her eyes. He leaned down and kissed her and she felt his cock against her hip. His tongue slipped into her mouth. They both moaned as they kissed. Then he was kissing her throat, moving down her body to her breasts. When he kissed her nipple, she groaned and arched her back.

He sucked her nipple into his mouth and Kelly gasped.

"Oh, God. That's good. That feels so good," she whispered.

The t had her soaring. Every sensation was enhanced. Her whole world revolved around Steve's mouth and what it was doing to her. She felt him take her nipple between his teeth and she groaned again as he carefully bit down on it.

When he started kissing his way down her body again, she almost pulled him back up to her breasts, but she stopped herself. She wanted to feel him between her legs, kissing and licking her pussy.

Kelly looked back at Jen. She had taken off her bikini bottom and was sitting slumped on the couch. Her legs were spread wide and she had one foot on the couch. Kelly watched as she fondled a breast with one hand and rubbed her pussy with the other. Her pussy was shaved bare. Her lips were bright pink and swollen. As Kelly watched, Jen slipped two fingers into her pussy.

Kelly felt Steve's tongue in her belly button. She looked down and put her hand on his head. His hair was thinning on top. She ran her fingers through his hair. It felt so soft. His goatee rubbed against her skin. It felt coarser, thicker. It tickled. She felt his hands grasp her bikini bottom and she raised her hips so he could pull it off.

He tossed the bikini bottom aside and moved down near her knees. When he put his hand on her thigh, Kelly spread her legs. Steve moved between her legs and put his face near her pussy. She could feel the warmth of his breath on her skin. Her pussy was bare except for a little strip of hair.

She put her hand back on his head, urging him to start. She felt him kiss her next to her pussy. He kissed all around her pussy and then licked her. She was trembling in anticipation. He still wouldn't touch her pussy, he just kept kissing and licking all around it.

"Please, " she found herself saying. "Please eat me. Eat my pussy. Please."

Kelly felt Steve's hands move to her inner thighs, urging her to spread her legs more. When she did, he licked her pussy, running his tongue up the little slit.

She groaned and said, "Yes. Oh, yes."

Steve licked her pussy again and then kissed her clit. Kelly grabbed a handful of his hair and pulled his face against her as she raised her hips. He licked her again, this time pushing his tongue between her lips. When he got to her clit, he flicked it with the tip of his tongue. She gasped.

Kelly turned her head to look at Jen. Jen was fucking herself with a big pink dildo.

Steve sucked Kelly's swollen lips into his mouth and Kelly forgot all about Jen. She was close to coming and all she could think about was the wonderful sensations that spread through her body.

"Oh, God," she moaned. "I'm going to come. You're making me come."

Steve licked her, pushing his tongue hard against her pussy. When he reached her clit, Kelly came.

"Yes," she cried as she pushed against his mouth. "Oh, yes."

Steve licked and kissed her as she shuddered. Then he gently kissed around her pussy as she caught her breath.

"Come here," she said. "Kiss me. I want to taste my pussy."

Steve moved over her. His lips shone with her juices. As he lowered his mouth to hers, she smelled her pussy. He kissed her and pushed his tongue into her mouth.

Kelly though, "Mmm. I taste good."

She felt his cock against her pussy. Steve broke off the kiss and looked at her.

"That was good," Kelly whispered.

Steve smiled and said, "That was wonderful, baby."

Kelly smiled back. "Fuck me," she whispered. "I want you in me. Fuck me hard."

Steve put his hands on either side of her body and pushed himself up. Kelly put her hands on his upper arms and looked into his eyes.

She felt his cock push against her pussy. She was so wet that he slipped right into her. They both groaned as he pushed his cock deeper into her pussy. When he was all the way in her, he paused for a moment before pulling back out. Just the head of his cock was in her.

"Do it," she whispered. "Fuck me."

Steve shoved his cock into her and she gasped. He fucked her slowly at first. Long strokes. In and out. She had never fucked while high before and she couldn't believe how good it felt.

Steve started to speed up. Soon he was fucking her hard. Kelly moaned and little cries of pleasure escaped her.

"Oh, baby," he said. "You are so tight and wet. So good. You feel so good."

Kelly moaned. "Yes. Oh, yes. That's good. Fuck me. Fuck me."

Steve pounded his cock into her. Her little breasts bounced with each thrust. Kelly arched her back to meet his cock and dug her fingers into his arms. His balls slapped against her wetly.

"Like that," she panted. "Like that. Oh, God. Oh, God."

He felt her pussy tighten around his cock and knew she would come soon. Kelly moaned. She couldn't form words anymore, just little grunts and cries. Steve fucked her as she came. She felt his cock jerk inside her and cried out as his come shot into her. He drove his cock deep into her three more times and collapsed on top of her.

Kelly wrapped her arms around him. It felt good having the weight of his body pressing her into the bed. His cock was still hard inside her. She could tell his was starting to get soft, but it felt good to have him in her still. She nibbled on his ear lobe.

"That was good, Steve," she whispered in his ear. "I loved feeling you come inside me."

Steve raised himself up a little. He kissed her.

"Baby," he said, "That was incredible. I can not begin to tell you how amazing it was to fuck you."

Kelly giggled. "Did you like fucking my tight, teen pussy?"

He laughed. "You're a naughty girl, Kelly."

Steve rolled off her and lay down beside her. She turned onto her side and looked at him. She put her hand on his chest and caressed him. She was still high and had just been eaten and fucked hard by a guy she had just met while another girl watched. Her friends were never going to believe this.

Kelly felt Jen get on the bed behind her. She looked over her shoulder at her. Jen smiled and put her hand on Kelly's hip.

"That was beautiful, Kelly," she said. "You looked so good getting fucked. When you came I came, too."