Ms. B Redux

It was about a week after my

visit to Ms. B, and her friend Margaret, in her home town

. I was reminiscing about the things we had done, and this was keeping me distracted at work. I found, to my chagrin, that I was working myself up into quite a state of arousal at some of the most inappropriate moments.

I was sitting in the Department of Motor Vehicles Office, waiting, along with a hundred or so others, for my number to be called so I could request a print-out of my driving record. I was passing the time reminiscing about what went on under the table at the park where B was volunteering, how I thrashed around with Margaret there, and about the show that B put on for me afterwards. I quickly realized that I was rock hard, and I tried to hold my newspaper in such a way as to conceal my erection from the rest of the room. As luck would have it, my number was called at just that moment. I thought it would be more conspicuous to be walking along holding a newspaper over my crotch than to just make a dash for Window 17, so I did the latter. I saw a good-looking woman in her 40s gazing at me and my boner with frank interest. I might have gazed back, were it not for the fact that I needed to get my print-out and go back to work before the end of the lunch hour.

It was becoming apparent that I would have to get the whole thing out of my system, so I sent Ms. B an email requesting a date for a phone call the following afternoon. She responded within a few hours, indicating that she was all for it. As the hour approached, I showered, then contemplated putting on a robe. Deciding against it, I walked naked into the kitchen where I made myself a tequila sunrise, and then I went back to the bedroom. I took a couple of leisurely sips from my drink, and then dialed Ms. B's number.

"Hello?" she answered.

"It's me," I said.

"Oh, good!" she said. "I've been thinking about you. It makes me a dangerous driver, I'm afraid.The scenes in my head were distracting me from what was on the road. I'm happy to hear from you. I'm really ready to talk."

"Me, too," I said.

"I almost called you earlier today. I was driving, and thinking about sex, and well, you know. I was wearing a short skirt. I couldn't seem to keep my right hand away from my special place. And I was getting pretty heated up, and I wanted you on the phone with me, but I couldn't use my left hand to call, because I needed it to steer the car. And I kept looking for a place to pull over, but I couldn't find one where I would have a little privacy. So now I'm sitting on my sofa in a T-shirt and panties. Would you like to know what else I'm doing?"

"Absolutely," I replied, as I felt my cock stiffen.

"You sound like you really want to know," she said, and giggled.

"Yes. Yes, I do," I said, with a touch of hoarseness in my voice.

"Well, I've been thinking about what happened when you came to visit me." She paused.

"And?"

"Well... I've been thinking about how Margaret, you know, ate my pussy." B hesitated, and then continued. "I was shocked. If she had asked me, I would have said no. I'm glad she just did it. But I haven't talked to her since. I think we were both embarrassed and we're afraid to see each other." Another pause. "Did you find it exciting?"

My cock was fully erect now, and I groaned into the phone. I was contemplating whether to begin to stroke it, but I waited to see what B would say next.

"I'll take that as a 'yes.' And you know what else? I've been thinking about how I masturbated in front of you. I've never done that before, either, at least not to the point of making myself cum. Having you watch me was very hot!"

"I loved it. Are you touching yourself now?" I asked. I wanted her to say yes, so I could do it myself.

"All right, if you insist, I'll tell you. I'm rubbing my pussy very slowly through the panties, and the panties are getting very wet. The panties are made of black silk. The wetter they get, the better it feels on my clit. Are you touching yourself?" Ms. B asked.

"Not yet. But my cock is as hard as a rock."

"Put your hand on your cock."

"All right," I said, doing so. "Take off your T-shirt."

"So, we're negotiating, are we?" Ms. B laughed. "Never mind. I agree to your terms. OK." There was a pause. "It's off."

"Are your nipples erect?" I asked.

"Yes. I'm pinching them now. It feels wonderful. But now I've got to put my hand back on my panties. Ohhh," she moaned, "it feels so good! I'm so wet!"

"That's good," I gasped. "I'm stroking my cock now." I paused for a moment, feeling my excitement increase. "I need you to put your finger in your pussy."

"Why?" she said teasingly.

"Because I want you to tell me if it tastes good."

"Oh! I see," said Ms. B. "Oh lord, I'm putting it in, and now... MMMmmmm, it tastes so hot." She waited a moment. "Would you like to taste it?"

"Oh god, yes," I said, stroking my cock faster. "I'd like you to rub your cunt all over my face. I bet it would make me cum."

"Let me taste it again to make sure," she said, her breath ragged. "I've got to get these panties off." I heard her squirming on the other end of the phone. "MMmmm," she purred, "my pussy is all hot and wet and open. I'm going to put my finger in again, but first I need to rub my clit, because it feels so hot." She moaned loudly. "It's so good. I'm putting my finger in... I'm tasting my pussy juice... Oh, it's good... you want me to rub my hot cunt all over your face? You want me to cum in your mouth?"

"Yes... that's what I want..."

"I'm rubbing my hot cunt with my fingers... I'm going to cum..."

"Yes! Cum for me! Do you want me to cum too?"

"Yes! I want you to shoot your cum all over yourself! I'm cumming now!"

I cried out into the phone as I shot cum all over myself.

"Did you hit yourself in the face?" Ms. B gasped.

"Yes," I said, "and all over my chest, and my belly."

She cried out, "I'm cumming some more!" and did so, very loudly.

For a minute or so, there was just a lot of gasping and panting. Then Ms. B said, "I'm coming to your town this weekend. I want to come to your place."

There was an awkward pause while I hesitated. I had to be honest with her. "Umm... I live with my fiancee."

There was a moment of silence on her end of the line, and then she said simply, "Will she be home this weekend?"

I hesitated again, and told the truth. "No. She'll be out of town for a week, starting Thursday."

"Well," said Ms. B, "what's the problem?"

Ms. B waited for an answer. I didn't have one. "OK. I'll call you Friday afternoon."

I won't try to tell you that I didn't feel a lot of anxiety over the next few days. I was extra nice to Susan, my fiancee, but not so nice as to make her suspicious. She left on Thursday, on schedule, and Friday at 1:00 PM I got the call from Ms. B. "Hi, I'm in town," she said."What's your situation? Is everything OK -- I mean, is your fiancee gone?"

I admitted that she was.

"OK," said B. "What's your address?"

I told her.

"I'll be over in about 15 minutes," she said. "Take off your clothes."

I went into the bedroom, disrobed, and then returned to the living room where I sat by the phone. It rang in 12 minutes.

Ms. B spoke in a low voice. "I'm in your elevator now, on my way up. I'm wearing very high heels, and a wrap around skirt, and no panties. I'm touching my pussy in the elevator, and I feel so hot that I could make myself come right now, but I won't, because I'm saving it for you."

"I'll leave the door unlocked," I said, and hung up.

In another minute, the door opened, and Ms. B locked it behind her. I was kneeling naked on the carpet in the middle of the living room, my cock pointing at the ceiling. Ms. B smiled her approval, and approached me. She stopped a few steps away, and then slowly and dramatically unwrapped her skirt. I remained motionless. She smiled with her eyes looking a bit glazed, and ran her finger up and down her slit, letting me see how wet her pussy was. Then, perfectly poised on her high heels, she walked regally toward me until her cunt came into contact with my open mouth.

"Is this what you wanted?" she whispered.

I said nothing. I put my hands behind her knees and ran them up the backs of her thighs, as I extended my tongue and thrust it slowly into her pussy. She was so wet -- the juices spilled out onto my nose and lips, and she began to rock her hips, grinding her cunt against my face.

"Oh, that's what I want," she said. "Fuck me with your tongue. Yessss... it feels so hot... do you like the way I taste?"

Again, I said nothing. I just lapped her juices with increasing hunger, and licked slowly up her slit until I came into contact her her clit.

"Oh, that's good," she gasped. "Eat my cunt... suck my pussy... if you do it nice, I'll cum in your mouth."

I was running my hands in agitation up and down the backs of her thighs now, as she stood with her legs apart, somehow keeping her balance on her high heels as she rubbed her cunt up and down, up and down against my face. She had her hands on my shoulders for balance, and to force my face further into her pussy. She was so wet! I was lapping away at her steaming juices, thrusting my tongue inside, and sucking her clit until she began to cry out, "OH! I love it! I'm going to cum in your mouth!" And then it became just a protracted wail.

Ms. B stood stock still for a moment, holding my face tightly against her pussy. Then she seized my arms, raised me to a standing position, and kissed me hard on the mouth. A moment later, she kicked off her high heels, stripped off her blouse, and fell to her knees, and then the next thing I knew she was making a growling sound as she took my cock deep into her throat. I cried out in ecstacy; she withdrew her mouth partially from my cock, and then sucked me deeply again. Then, she crawled over to the couch and rested her forearms on it, gasping, "Fuck me from behind!"

I fell to my knees and came behind her, driving my cock slowly into her pussy. It was perfect. She was so wet and so tight, and the angle was so delicious as I drove my cock all the way into her innermost recesses. "Oh, god, I love your cock!" Ms. B was saying, as we found a most voluptuous and mutually satisfying rhythm. "I love the way it tastes... I love the way it feels in my pussy... Oh, yessss.... all the way in... you're going to make me cum again... I want you to cum in my pussy..." And then for the next 60 seconds, it was just the both us making very loud sounds with no words.

After a few minutes, we disengaged, and she turned to me and grinned. "Aren't you glad I came over?" she said.

"I am," I admitted.

"Well, I didn't tell you everything I had planned," said Ms. B. She picked up her skirt from the floor, found a pocket in it, and took out her cell phone. Then she hesitated, put the cell phone down, and turned to me with a smile. She cupped her gorgeous tits in her hands and presented them to me, tweaking her nipples until they stuck out enticingly. Then she crouched between my legs as I sat on the couch. Lovingly and hungrily she began to suck my cock until I was once again fully erect and moaning my need. Then she stopped, and picked up her cell phone again.

Grinning at me, she dialed a number. Then she handed me the phone. I looked baffled and concerned, but as I heard the phone being picked up on the other end, I said, "Hello?"

"Hi, it's Margaret!"

Ms. B seized my cock with her wonderful hand.

"Oh, hello, Margaret," I said, trying to sound as if I were not tremendously aroused.

"B told me to expect a call. You know, she and I were kind of embarrassed by what happened when you came to visit her. I guess we were afraid to talk to each other for a while. But I got over it and I called her up. She said she was coming to see you, and I don't know what came over me, but I asked if I could come along. Guess what? She said yes. So I'm in town too! Do you mind if I come over?"

I don't think I could have said no, but just at that moment, B descended onto my cock with her mouth, making me cry out in pleasure. I said "yes" to Margaret. I'm sure it sounded very sincere.

"Is B. there?" asked Margaret.

"Yes, she is," I said, trying to stay in control. "But she can't talk right now."

"Really!" cooed Margaret. "Do you want to tell me why?"

B's mouth was working its magic on my cock. "Well..." I said, "Yes and no. I..." At this point B took me all the way in, and I could only groan in pleasure.

"Never mind," said Margaret. "What's your address?" I told her.

"I'll be right over. I'm very close."

"So am I!" I replied. B. released me from her mouth and grinned.

"I'm keeping you hard until she gets here," B whispered.

"I'm on the fourth floor," I said to Margaret.

"See you soon, " she said, and rang off.

B grinned wickedly at me and slowly, deliberately went back to work. I was sitting blissfully naked on the couch, with B kneeling before me and devouring my cock, when there came a knock at the door. For an instant I panicked, thinking it might be Susan, but then I remembered what was about to transpire. "Don't go away," said B, and got up to answer the door. She opened it, and in walked Margaret.

"Wow, am I overdressed, or what?" asked Margaret, rhetorically. Her eyes flitted back and forth from me, and my cock, to B and her lovely tits. Margaret, who was on the short side, was wearing platform shoes, a charm anklet, and a slinky black minidress. It set off her deep tan and her curly blonde hair, which was a little longer than when I had first met her. Her legs were muscular, and she looked athletic, like she might be a tennis player. She was clearly braless, and her nipples were clearly defined by the fabric. B and I were, of course, naked as jaybirds.

"I wouldn't say so, " said B. "You look great. Turn around for us and model your ensemble." Having said this, B joined me on the couch, leaving Margaret in the spotlight, looking just a bit shy. She rose to the occasion, however, and did a few turns around the living room. I felt B's hand close once more upon my cock. "Very nice," said B. "Are you wearing panties?"

"Yes," Margaret replied.

"May we see them?"

"Sure, if you want to." Margaret coyly seized the hem of her dress, and pulled it slowly and teasingly up her thighs, letting it drop as if by accident, and then dragging it up again to reveal some lacy red bikini panties.

"Those are lovely," I said.

Margaret smiled. "Do you you like them?" she asked, pulling the dress up a little higher.

"Why don't you bring that chair over?" said B, indicating a straightbacked chair over against the wall.

"OK," said Margaret, and brought the chair over to face us. She seated herself on it, allowing her dress to ride up her thighs so that the panties were just visible. She smiled and stared frankly at my cock, which B was gently stroking and keeping at full arousal.

"He's got a beautiful cock, doesn't he? But I guess you've seen it before," said B.

"Well," said Margaret, "it all happened so fast... I'd like to have another look."

"Let's have a better look at those panties, first," said B. Margaret obliged, bunching her dress up around her waist.

"Could you sit closer to the edge of the chair?" B requested. Again, Margaret obliged, spreading her thighs a little.

B turned to me. "Do you think she might be getting wet?" she asked, pointing at the obvious and growing stain in the crotch of the red panties.

"Maybe so," I replied.

"Are you getting wet, Margaret?" B asked.

"I think so," Margaret replied. Her left hand wandered down to the area in question, and felt the wetness soaking through the panties. "Yes, I think so." Margaret's fingers began to massage her pussy lightly through the fabric. She looked up at us and smiled. "Seems like I've been doing a lot of this lately. My social life has been in a bit of a slump."

"It's exciting to watch," said B. Margaret's fingers increased their pressure. "Come on, let's give her some help," B proposed. She released my cock, took my hand, and led me over to Margaret's chair. I followed B's lead; we knealt on either side of her, and B began to kiss Margaret's right nipple through her black dress, as Margaret continued to work on her pussy. I took the left nipple. Margaret grinned and sighed with pleasure, allowing her mouth to hang open a little.

Soon Margaret's breath was becoming ragged, and her blonde, curly head was bobbing involuntarily. "Do you want me to cum?" she asked breathlessly.

"Not just yet," B replied. She looked at me with a grin and said, "I'd like to see what these tits look like without her dress." To Margaret, she said, "Lift your arms up, sweetie." Then B stood and pulled the dress up over Margaret's head, leaving her clad only in her red panties. B stood back and gave her an appraising look. Margaret's breasts were full with dark nipples, and had that coveted gravity-defying quality. B whistled. "Nice," she said. Margaret blushed, and her fingers went back to work, this time

inside

the panties. I stood up and, stepping behind Margaret, reached down to cup her breasts in my hands, lightly pinching her nipples.

Margaret groaned. "I'm going to cum soon," she said.

"Hold on," said B. "Take off your panties."

Margaret stopped in order to seize her panties at both sides. She lifted her ass for a moment and slid them down, then handed them to B, whose hand was outstretched in a silent request. Then Margaret looked in amazement as B rubbed the soaking wet panties all over her own face and breasts.

Margaret groaned, "O my god," and her hand was immediately back to her clit. "You can cum now," said B generously.

Margaret groaned in response. Then she seized my left forearm, pulling my hand away from her breast, drawing me around in front of her and saying in a pleading voice, "Let me suck your cock." I stood in front her, my cock just out of reach of her mouth, and teasingly stroked myself a few times. "No! Don't make me wait!" cried Margaret. I took a step closer, and Margaret lunged at my cock, taking it deep in her throat. Immediately she began to make a loud, muffled sound as she began to cum, sucking me for all she was worth.

I felt some pressure between my knees, and then I realized that it was B, trying to make her way between my legs. I widened my stance a bit to let her through, and I realized that she was trying to get to Margaret's crotch. I tried to withdraw my cock from Margaret's mouth in order to move aside, but Margaret made an urgent noise and seized me by the ass, pulling me close again and sucking me with increased intensity. I moved my legs farther apart to let B get through. I was wishing that I could watch whatever she was going to do to Margaret, but Margaret was not going to release me.

Margaret was making sounds of renewed excitement now, so I decided to just abandon myself to the blowjob that she was clearly committed to giving me. Even though I had cum recently, I could feel my excitement building. Margaret was sucking me with genuine passion, and I could hear the sounds below me of B eating Margaret's pussy. I realized that B had been thinking about this ever since my visit to her town, and that this was the first time she had gone down on another woman. Suddenly I felt my orgasm building. I began to cry out again and again, and so did Margaret as I spurted into her hungry mouth.

Finally, after devouring every last drop, Margaret released my cock, and I stepped away for a moment. I watched as Margaret pushed B to the floor, then got on top of her and kissed her hard, rubbing her tits against B's. She said, "Hey, I can taste myself on your mouth!" Then, in a flash, she swung around and placed herself atop B in the 69 position. I stepped back and sat on the couch, watching the two ladies go to town. It was quite arousing, watching them sensually grind their pussies against each others faces, while making sounds of deep satisfaction that built slowly to a crescendo.