The alarm was going off again, and after hitting the snooze for the third
time, I was finally starting to wake up. I was fading in and out of the
dream state I was in, and was feeling incredibly horny. I couldn't dent the
wetness between my legs, so I reached down and slid a finger up and down my
slit. I continued thinking of the dream I had been having where I had been
making love to a younger girl. I figured that my sub-conscious mind was
exploring the lesbian desires that had been building up inside of me since
my freshman year in college.

This girl was showing me all of the pleasures that only another girl
can. Her touch and the softness of her skin seemed so real to me. As I
began to become more conscious, I realized who this girl was. My eyes flew
open in shock. "Oh my god!" I said, out load. She was my niece's friend
Marie.

Marie and my niece Ann had been best friends for some time. She and Ann had
that special "look" that both of them drove me crazy. Ann is taller, both
girl's breasts have the perfect size, and their bodies are those that most
women would kill for. Ann has pretty blonde hair with gorgeous green eyes,
and Marie has the most enhancing eyes ever seen; let me say that Marie just
had "The look".

My fingers were still playing with my pussy and were now covered in the
creamy juices that flow so freely from my cunt. I felt ashamed of myself
that I had been dreaming of having sex with a younger girl, but my desires
for the touch of another girl quickly covered up the shame, and lust was
now coursing through my veins. My mind began to remember the feeling of her
touch, and the softness of her skin.

I slid three fingers deep into my wet pussy and rubbed my clit with my
thumb, as I rubbed my breasts and nipples with my other hand. I then
brought my wet fingers up to my mouth and, inhaling my sexy aroma, slowly
ran them over my lips and stuck them in my mouth. I sucked them clean
pretending it was Marie's juices. I started cumming like a wild woman, and
my fear and inhibitions were then completely gone.

After my very fulfilling orgasm, I decided that I had laid in bed long
enough, so I got up and headed for the shower. As I entered the bathroom, I
glanced in the mirror. I looked at my body as I ran my hands over my
breasts and down my sides. I thought I looked pretty good for being 36. I
ran the shower and set the temperature and then got in. The guilt was
returning to my mind. I had just made love with a 23-year-old girl. Even
though it was just in my mind, I was still ashamed that I found it
exciting. As I got ready, I hoped that by the time I got to work the
visions that had been running through my head would subside.

All morning the thoughts of touching Marie's body kept running through my
head. I had experienced sexy dreams before, but they were always out of my
mind by the time I got to work, but this one was different. I couldn't keep
my thoughts on what I was doing. Even by lunchtime, I still couldn't get
over the thought of her. Maybe it was partially because I hadn't had any
sex since my lover and I broke up a year ago, or maybe my body was trying
to tell me something else. I decided to go out for lunch to help take my
mind off of my situation.

I went to one of the local burger joints in town, and after ordering, sat
in a booth by myself and waited for my meal to arrive. I was sitting with
my face in my hands trying to think of anything but my dream last night,
when I heard a familiar voice. I lifted my eyes to see Ann and Marie. My
heart jumped into my throat! This wasn't helping at all. It was then that I
realized that it was also lunchtime at the college, and that this place was
one of the student hangouts. "Oh well, too late now", I thought to
myself. Ann came bouncing over with Marie close behind, and plopped down
next to me. Marie sat down directly across from me, and it was hard not to
stare at her beautiful face with her beautiful enhancing eyes framed with
her cascading dark hair.

"Hi Sophie, what are you doing here?" She asked, with a jubilant tone.

"Just getting away from work," I said, trying not to stare at Marie.

"Well we're glad you're here so we can have lunch with you. " Marie said in
her buttery voice.

I loved the way Marie talked. She was from somewhere in Canada, but had
lived in Texas for a long time, and even though she had her original
background, she still had that drawl in her voice, that sounded so sweet
and innocent.

The girls and I sat and had lunch and I was caught up on the events of
their day. For a moment I wished that I were back in school. The problems
that these girls were discussing seemed so trivial and insignificant
compared to the rat race I had to deal with at work on a daily basis. I
longed for the days of being worried about wearing the right blouse with
the right jeans, and wondering if the cute guy on campus was looking at
you.

After I finished lunch, I looked at my watch and knew it was time to get
back to work. I thought that seeing Marie would help satisfy my horny mind,
but it only made it worse. She was wearing a very tight pair of hip-hugger
jeans, and I'm sure I noticed the faint lines of thong panties
underneath. The shirt she was wearing didn't help either. The tight fitting
white cotton tee shirt accentuated the very firm breasts of this sexy young
girl.

I stopped by the restroom on my way out, and when I pulled my pants down, I
couldn't help but notice a large wet spot in the crotch of my panties. I
knew I didn't have the time to truly take care of myself, so I finished
peeing, wiped myself and my panties clean, and went back out. The girls
were still sitting at the table, and Ann asked if Marie could come over and
go swimming. I nodded yes and headed for the door.

"Oh now that's great!" I thought to myself. "What was I going to do now?"
Marie was going to be in a bikini later, and now I was going to have that
image in my mind the rest of the day.

The second half of my day was more frustrating than the first, but it did
help to take my mind of off my raging libido. By the time 3:00 rolled
around I was spent. Thank god it was Friday. The drive home was fast. I
went in the house, and was heading to my bedroom to change clothes when I
looked out the sliding door to the back yard. I noticed that Ann and Marie
were on the back porch laying out working on their tans.

They were facing away from the door, which gave me a perfect view of two
very cute butts. They were both wearing thong bikinis, and this lovely view
re-ignited the lust that I had been inflicted with earlier. I stood there
in a trance as I stared at their perfect young bodies. Marie kept rolling
back and forth, waving her butt, while she talked to Ann. I couldn't help
but stare at it. It was like she was doing it just for me. I snapped out of
my daze and headed down the hall.

As I passed Ann's room, I glanced in and my eyes caught a glimpse of
rumpled clothes on the floor. I stopped dead in my tacks. It was Marie's
pants and tee shirt. I looked closer and saw her panties in the middle of
her jeans. Next thing I knew, I was bending over to retrieve the dainty
under garment of the girl I had been lusting after since very early this
morning.

I held the pink cotton thong in my hand and then lifted it to my face. I
inhaled as I pressed her panties to my nose and mouth. All of my senses
were fully aroused as her aroma filled my nostrils. She smelled amazing! It
was a mixture of pussy, pee, and perfume, and it was driving me wild! I
briefly thought about what I was doing, but my lust quickly took over and
blocked out all inhibition and reason. At this point I didn't care that I
was enjoying the scent of this young girl. All I knew was that my mind and
body were in sexual overdrive.

After about 10 minutes of enjoying Marie's heavenly scent, I noticed Ann's
clothes. I was so overcome with sexual desire that I quickly reached down
and picked up her panties as well. Hers were wet and creamy in the
crotch. Not giving it much thought at the moment, I pressed them against my
face and inhaled her scent too. Ann's panties also smelled sweet and very
sexy! I stuck out my tongue and actually licked the creamy spot and let my
tongue savor her tangy juices.

As my mind began to operate again, I began wondering why Ann's panties were
so wet. I began to feel guilty that I had let my lust become so dominate
over my actions, so I laid the panties back where I found them and went to
my room.

Once there, I quickly stripped off all my clothes and lay in bed. My hands
went to work on my breasts and my crotch. My head was spinning in sexual
bliss, as my nose was still full of the aroma of sweet, young pussy. I
imagined Marie sitting on my face and grinding her wet pussy into my mouth
as I licked up all of her juices. Then, I really went crazy. I was now
imagining Ann sitting on my face while Marie was licking me. My hand must
have been a blur on my clit, because in no time I was having one the most
intense orgasms of my life! After awhile, the smell of their panties faded,
and my body stopped shaking. I was feeling very relaxed, and dozed off to
sleep.

I woke up 30 minutes later to music coming from my niece's room. I opened
my eyes and looked across the room. I was a little embarrassed, because I
had forgotten to cover-up or even close my bedroom door. I hoped the girls
hadn't seen me lying naked on the bed. I got up and put on some shorts and
a tee shirt. I shuffled down the hall, as my legs were still numb from the
massive orgasm I had given myself. I poked my head to my niece's room and
got the shock of my life.

Ann was wrestling with Marie on her bed wearing only their bikini
bottoms. I watched as Marie pinned Ann's shoulders under her knees. Ann was
trying to wiggle free, but Marie was just too strong.

"Get off me!" Ann said sternly, but in a playful tone.

"You know you like it." Marie fired back. "Besides, I know you like the way
I smell down there."

My heart stopped! "Had they done this before? Were they lovers?" I asked
myself. I guessed that was the reason why Ann's panties were so wet. I
pulled back out of the doorway, and just listened.

"Yeah I do. So what are you going to do about it?" Ann demanded.

"How about this?" Said Marie, with a forceful voice.

I had to look. I peeked around the corner again and saw Marie pushing her
crotch into Ann's face. She wasn't making any attempt to get away now. "She
must like her smell", I thought, "I knew I sure did." I couldn't take my
eyes off of what was happening.

"You want me to take off the rest of my suit? Asked Marie.

"Um hmmm," moaned Ann, with her face firmly planted in her friend's crotch.

I saw Marie rise up and slide her suit bottoms down her long tanned legs. I
felt my pussy oozing as I stared at the sexy tan lines on her perfect
butt. Ann was smiling as she looked up at her friend's pussy.

"Mmmmm, you shaved." Said Ann.

"Of course silly, I always do." Laughed Marie.

"Yeah, I know, but you did all of it this time." Ann said, breathlessly.

"I'm glad you like it sweetie. You wanna taste it this time?" Marie asked
as she slowly lowered her pussy onto Ann's mouth.

I thought, "This must be Ann's first time tasting another girl's pussy." My
mouth was hanging wide open and it was very dry. I'm not even sure I was
breathing. I thought for sure that they would hear my heart pounding in my
chest. I sat down in the hallway and listened intently to the sexy sounds
emanating from my niece's room. The wet licking noises and the moans were
having an intense affect on me. I slipped my hand into my crotch and
enjoyed the moment.

"I never knew it would taste so good!" Ann exclaimed between licks.

"See I said you would like it sweetie. I want to taste you again now."
Marie said, sounding very anxious.

"Let's do a 69." Ann replied. "I can't get enough of your sweet pussy."

I looked back around the corner, and saw Marie getting up to turn
around. Her shaved pussy was beautiful. I watched as she swung her leg over
Ann's head and again covered Ann's mouth with her pussy. Marie slipped
Ann's bikini bottoms down her slender legs and threw them on the
floor. Then, she laid down on top of her and reached under her legs, spread
her pussy open, and pressed her mouth to her clit. Ann's pussy looked sexy
too; she had it trimmed so that there was just a small strip of blonde
hair.

It wasn't long until their breathing got faster and heavier. I knew that
they were going to cum, so I covered my mouth with my other hand, and came
with them. I quietly got up and staggered out into the kitchen to get
something to drink. I was so thirsty. I stood there and stared into space
remembering every little detail of what I had just witnessed. I hoped that
my dreams would remember too.

About 15 minutes later, Ann and Marie came out of the room wearing shorts
and half shirts. Neither one of them had on a bra, and I'm sure no panties
either. "Hi Sophie." Ann said, with a very spacey look on her face.

"Hey Sophie." Marie said, stretching.

"Did you girls have a good swim today? I asked, as casually as I could,
trying to hide what I knew.

"Yeah the water was great." Marie said.

"We've just been in my room listening to some CD's. What's for dinner?" Ann
asked.

I chuckled to myself as I thought, " What was that earlier, an appetizer?"

"I haven't given it much thought babe. How about pizza?" I said, as I
regained my composer.

"Sounds great!" Said Ann. "Were going to go watch some TV."

Pizza did sound good after my little sex-feast. So, I called the pizza
place and headed to the den to be with the girls. On the way, I heard them
talking.

"Do you think Sophie saw us?" Whispered Ann.

"I don't know. I kinda hope she did, she sure looked sexy lying on her
bed." Marie replied.

I stopped in shock. They had seen me!

"I tried to be quiet." Ann added.

"Quiet hell! Girl you could raise the dead when you start to cum." Marie
scolded.

"Do you think she would like to have sex with me?" Marie asked.

"She'd be crazy not to, but I think she just likes blondes." Ann replied.

I started shaking inside, and had to lean against the wall to keep from
falling over. I thought " Oh my god! Did I just hear that?" I stood up
again, and cleared my throat to announce my presence, and entered the den.

"Ww-ell", I said, my voice cracking, "I ordered the pizza. Should be here
in about 45 minutes. They said they were pretty busy."

"Cool! That gives us some time to kill." Ann said. "Let's watch a movie."

I saw her look over at Marie, and she gave her a sly little look and a
nod. I was wondering what they had in mind.

"Put in the good one." Marie said, with a very mischievous grin on her
face.

"The good one." I thought, "What the hell is that?"

Ann reached to the back of the video shelf and pulled out an unmarked tape
case. I looked over at Marie and she was giving me a very sexy look. When I
looked at the screen, I figured out why.

There were two girls having sex. They were both fingering each other's
pussies and French kissing. It really was nice to watch. After about 5
minutes, I managed to ask where they got the tape.

"We saw it fall out of a girls back pack at school." Ann said.

"Yeah it's pretty well know around campus that she is a lesbian, so we
thought we'd watch it to see what was on it." Marie added.

I asked them how long they have had it, and they told me, about a week.

"About a week." I thought to myself. I wondered how long they had been
fooling around with each other. I was a little jealous that my niece had
been doing things with the very girl I had been lusting over, but all that
was about to change very quickly.

The girls on TV had now worked around into a 69 position, and I looked over
at the girls and they were just sitting there with their mouths hanging
open.

"It looks like you are really enjoying this movie," I said, boldly.

Marie looked up at me and licked her lips, then leaned over and gave Ann a
full French kiss. It was so sexy to see these two hot young girls
kissing. Their eyes closed and their tongues were swirling around each
other's. I shocked myself when I asked, "May I have some of that?"

Marie got up and came over to me and straddled my right leg. I could feel
the heat emanating from her sweet young pussy as she cradled my face with
her hands and pressed her lips to mine. I slowly parted my lips as her
tongue entered my mouth. I met hers with mine and we kissed for a long
while. The sounds coming from the TV only helped to intensify the
situation.

Marie broke the kiss and looked deep into my eyes as she began humping her
wet crotch on my leg. I was totally consumed with this girl. No dream could
ever compare to this, and I was going enjoy it to the fullest extent.

I ran my hands up under her half shirt and cupped her firm breasts. She
closed her eyes and tipped her head back forcing them harder into my
hands. I could feel her nipples harden instantly. I lifted her shirt off
and put my face right in between her soft breasts. I couldn't believe that
I had waited so long to try this. I kissed my way around each one, and made
frequent stops at her rock hard nipples. I loved the way they felt in my
mouth, and each time I sucked on one, Marie would grind her pussy into my
leg a little harder.

I happened to glance over at Ann, and she was sitting in the recliner with
her legs spread wide with one hand in her shorts and another up her
shirt. She looked incredibly sexy! I slipped my hand down to Marie's
steaming crotch, and rubbed her clit through her shorts. She began bucking
against my hand.

"OH my god Sophie YES! YES! Just like that!"

I ran my fingers up inside of her shorts through the leg hole and I
couldn't believe how wet this girl was, I was like sticking my fingers in
warm honey. I slid two fingers deep into her tight little pussy, and she
started fucking them. I continued sucking on her nipples, while my other
hand started spanking her, and in no time she had flooded my hand and my
leg with her cum.

She fell forward onto me, and we collapsed into the couch. Her hot panting
body was pressed against me. I took my wet fingers and slid them into my
mouth. Her sweet tangy cream melted over my tongue like pure sugar. It was
incredible!

"I-I h-have n-never c-cum like that before." She said, out of breath.

I whispered into her ear, "Well, I've never made a girl cum like that
sweetie. You're the first." Girls like to hear that....

She lifted her head and gave me a big smile and a hug as she kissed me
again.

We looked over at Ann, and she was in her own little world. She had her
shorts down around one ankle and her shirt off. She had her legs hung over
the arms of the chair, and had three fingers deep in her pussy.

Marie said that it looked like she needed some help, so we slid off the
couch and crawled over to her. I followed Marie so close that my face was
just inches from her butt. I was drooling at the sight of her shorts going
up the crack of her perfect ass.

When we reached Ann, I ran my face into Marie's ass. I pulled off her
shorts and slipped my tongue in her crack and licked it the full
length. She looked back over her shoulder and gave me a wink and a moan.

Marie started kissing at Ann's knees and went up her thighs. Then she
pulled Ann's fingers from her pussy and sucked them clean as I continued
kissing and licking Marie's ass. I spread her cheeks wide, exposing her
little puckered anus and slid my tongue over it. She pushed back against me
and I pushed my tongue inside of her. I loved the feeling her butt
contracting around my tongue, it was making my pussy incredibly wet.

The room was filled with the sights, sounds, and the smell of sex. The
movie was still playing and the three of us were all licking and
moaning. My inhibitions were nowhere to be found, as I slipped further into
a lust-filled trance. I wanted to try everything I had ever heard of or
read about.

While I was feasting on her wonderful ass, I slid my thumb up into her
pussy and rubbed her clit with my index finger. I guess I was pushing the
right buttons, because she was now humping back against me as she started
to cum. Ann was almost screaming as her orgasm hit. She was really
thrashing around, but Marie managed to keep her mouth glued to her crotch.

As Ann lay there twitching, staring off into space, Marie turned around and
pushed me back onto my butt. She straddled my waist and removed my
shirt. She wrapped her arms around my neck and kissed me. Once again, I got
to taste my niece's pussy, and it tasted even better from Marie's lips. She
continued pushing me to the floor as she was sliding her body up mine. She
dangled her breasts in front of my mouth and I kissed and sucked on
them. As she continued up my body, I covered her flat stomach with kisses
until her pussy was directly over my face. I thought to myself that this
was the same view that Ann had earlier. It was an amazing sight; Her
beautifully tanned body, with the sexy tan lines framing a totally bare and
creamy pussy.

She slowly lowered it to my mouth and my tongue slipped right in. Her
juices coated my tongue and ran delicately down my throat. I moved my
tongue around inside of her and flicked it over her clit as I ran my hands
over her incredibly soft skin. I then ran my hands up her body and rubbed
her breasts. As I was rubbing her nipples, she began grinding her pussy
into my mouth. I was now humping my pussy into the air, and I felt my
shorts being slid down my legs.

I guessed Ann was tired of being left out, and the next thing I knew, I
felt a very warm tongue sliding up and down my slit. I slipped my hands
down Marie's back and ran them through my niece's hair as I pulled her face
into my pussy. She moaned with delight, as my juices were now coating her
tongue. She ran her hands over my body and then slid a finger into my
ass. It was amazing!

I had never experienced the feeling of a finger in my ass before, and with
the pleasure my clit was receiving, it intensified it even more. Ann was
sliding her finger in and out of my ass, and sucking on my clit. I decided
to give Marie the same pleasure, so I slowly slid my finger into her tight
little orifice. It was long until I started cumming again! Ann pressed her
mouth tight against me so as not to loose any of my juices that I knew had
to be gushing out of me. As I lay there convulsing, Ann removed her mouth
from my quivering pussy, and came up to give Marie a kiss. It was so sexy
to see them kissing, knowing that they were sharing my juices.

"Does taste good." Marie said, "I have to have some more of that."

Marie slid down my body covering me with tiny kisses. She licked and sucked
my tits until I thought they would explode. She traced her tongue down
around my belly button and down to my pussy. She slowly worked her way
around it, kissing my inner-thigh down to my knees and back up again. I was
still very tender, and It was driving me insane. When she finally put her
tongue inside of me I came instantly. I was bucking up into her face, and
she just held her mouth to me.

Ann was sitting on her knees beside me, fingering herself and rubbing her
breasts, while she was watching all of this. Then she pulled her fingers
out of her pussy and placed them in my mouth. I sucked them clean and
swirled her sweet cream around in my mouth. She gave me a sexy grin then
swung her leg over my head and placed her dripping pussy right over my
mouth.

"Will you lick me?" She quietly asked.

I answered her by pulling her down onto my face. I buried my tongue deep
into her love hole. Her pussy was oozing into my mouth, and she was even
sweeter inside. I was lost in the grips of passion. Marie was doing amazing
things to my crotch, and Ann was flooding me with her juices. She asked me
if I would finger her ass too, so I ran a finger around her pussy and then
slipped it slowly inside of her incredibly tight asshole. She was fucking
my finger and my face when she came, and I swear she started peeing. It
just kept running out of her. I tried to drink it all, but I couldn't. It
ended up running down my chin and neck.

I could feel another orgasm building up inside of me like a volcano. I
almost couldn't breathe, and my heart was racing. I reached down and
grabbed Marie's head and pulled her tighter to my pussy as the orgasm
ripped through my body. To this day I have never felt anything like it. We
laid there snuggled together in a heap of sweaty flesh. The tape had ended
a while ago, but I couldn't say when, and the room was now perfectly
still. The smell of sex was heavy in the air, and the only sound was the
three of us breathing. Until...

When the doorbell rang, we just about jumped out of our skins. We all
scrambled around for our clothes, and I raced down the hall to get my
checkbook. I thought it was kind of sexy that I still had pussy juice all
over my fingers as I handed the check to the pizza guy. If he only knew why
the check was so sticky, he probably would not have made it back to work.