"You're the ones who ought to be shy, I think." She took a good long look at Wil's dick. “HMm, I think I can put up with it if he can.”
"He's pretty well hung isn't he?" I said.
That snapped her out of her gaze. "Yeah… I'll say. It looks even nicer in person, Wil." she replied.
Wil took his hand off while she looked to give her a better view. “Thanks, this bad boy always seems to get the attention,” he chuckled.
She turned her attention back to the computer screen. Grabbing the mouse and bending down between us, she guided the cursor to the folder with her favorite series. Wil and I returned to the business of stroking our dicks and watching.
“Wow!” she said. "This feels pretty weird—and incredibly erotic too. I never dreamed I'd be between two men half naked men masturbating.” She took another prolonged glance at Wil and then returned to the screen.
This set was really her best at the time. The lighting was perfect and her skin was beautiful and milky in every shot. She had an extraordinary leggy look and her breasts and pussy looked delicious. There wasn't a mediocre shot in the file. Each one was better than the last right up to the climax. She stood naked in high heels out in the middle of the parking lot. The shot so took Wil by surprise that he almost came.
“Wow, weren't you nervous being naked in such a public place?” Wil asked.
“I was, and we weren't alone,” Gina answered. “As it turned out, right after I put on my coat, a truck started up nearby. A young guy stuck out his head as he passed and he thanked me for the show. As much as I was shocked I was even more thrilled.”
Gina leaned forward to work the mouse again letting the large openings of her top fall forward. Her right breast was in plain view for Wil.
"Beautiful," Wil exclaimed. “So much more so in real life."
Gina turned and she knew what he was talking about—she had planned it that way. She pulled the sleeve wide open with her left hand and Wil's eyes popped at the sight of both her breasts.
“They like being admired,” she said. “And I like it too.” She covered herself up again.
“Have you thought over our deal Gina?” Wil asked.
He slowly stroked his long fat cock as she stared back at him?
“Yes I have,” she answered. “I was going to suggest we do it the next time you're in, but I'd probably chicken out. You know, watching you stroke that lovely cock, I don't mind telling you I'm pretty turned on. What the hell! Let's just do it now.”
“Fantastic!” Wil almost shouted and the speed he was jacking himself increased noticeably.
“Just make sure you understand,” she said. “This isn't an invitation for a three-way. When I'm finished shooting you, then you can take pictures of us, but you can't join in! Got it?"
Wil nodded, "So what do you want me to do?"
I went to get my camera while Gina looked around the room for set-ups.
"OOKAAYY!" She squealed, “Stay right where you are. I want you to pretend you're home and I want you to play with yourself while you look at my pictures.”
“Fine,” he agreed. “I do that pretty often these days, no problem.”
Wil slipped right into the roll. He started going through the pictures stopping and zooming in from time to time. Almost unconsciously he fondled the tip of his cock. Gina circled like a vulture with my camera. She took shot after shot, getting visibly hornier by the moment. At one point she stopped to consider an angle and instinctively slipped her hand down between her legs. Her fingers gently probed her sex through her pajamas. I loved how she looked—so strong and in control, yet somehow teetering on an emotional edge.
At times she had the camera only inches from his cock. All the while, he sat there looking at the photos, softly caressing the tip. Occasionally, he'd stop to think about a picture. He'd let go of the mouse and caress his balls while his other hand lovingly stroked his shaft.
Wil unbuttoned his shirt and let it fall open. He was breathing very deeply and his chest was heaving gently. He wrapped his fist around the shaft and began a slow, deliberate pumping motion. Before long he removed his shirt altogether and leaned forward to removed his socks. He continued the slow movement along the length of his fat shaft and he stopped to massage the head that was now glistening with precum. All the while, he studied Gina's photos, one by one.
“Alright Wil, You look like you're about to cum and I don't want that yet. Let's get you standing over in front of the fireplace.” She directed.
Wil was definitely enjoying the attention as he walked over with his rock hard dick bobbing and weaving as he went. The head was purple and almost dripping pre-cum now. He turned and looked back to Gina for instructions.
"Turn around and spread your legs. Now bend over," she ordered. "Nice butt," she noticed.
Squatting down she took some shots from behind. Then, she lay on the floor between his legs taking more shots as she faced upwards.
"Straighten up and stroke that bad boy again,” she said.
He did as he was told and she pulled the camera aside. “Christ, that thing looks huge from this angle, unbelievable!”
A thin strand of pre-cum dripped down from his dick connecting to her pajama top. Gina started giggling.
"Fuck, I can't believe I'm doing this," she said. "You know, Rick, I understand why you love this so much now.”
Gina shot pic after pic of him masturbating while she lay there on the floor. She got up again and told Wil to lie down in front of the fireplace. He continued masturbating.
"Rick, would you get me the Vaseline, hon?" she asked. I returned and handed it to her.
"Phew, I'm exhausted,” she said. “Let's take a break, besides, the camera's full. Could you change the card for me babe?" she asked.
I replaced the flash card and uploaded all the shots to the computer. Meanwhile, Gina held out the open jar of Vaseline to Wil.
“Spread some on both hands,” she told him. “We don't want you chafing that beautiful hunk of meat, do we?” She smiled one of her sexier smiles.
“Thanks, I was getting a little sore. Boy, I never new you were such a 'take charge' kind of gal, you must be something else in the sack.”
"You'll have to ask Rick about that. But then you can decide for yourself later while you watch. I'm afraid that's as close as you'll get to an answer,” she winked.
“Oh and I can't wait,” he smiled.
“Now, I want you to lie on your side facing away and bend your left leg up to give me a good shot of your ass. I want you to use your left hand and play with your butt. Make sure it's nice and lubed because I want you to stick that finger in nice and deep."
Both Wil and I were startled at how explicit her ideas and directions were getting.
"I've never done anything like this before,” Wil said, “not even alone. I'll do it just the same, though. I can't believe how fucking hot and turned-on I am. I can't wait to see you in action, I'll bet you're a wildcat."
Gina just smiled and continued to snap her pictures. She too was getting terrifically aroused. When she bent over, her PJs had a nice big wet spot between her legs.
"Okay Wil," she said, "now for the money shot. I want you roll onto your back and go for a big finish. Try to let me know a little before you cum. I want a good shot of that big boy shooting your jiz."
He half-smiled and began stroking himself to a finish. “Show me your tits again,” he groaned in agony.
With one hand she pulled up her top while she snapped the shutter with the other.
“OH, FUCK… beautiful…” he groaned.
“I'm coming," he panted, and a few seconds later he was gushing hot creamy cum all over his stomach and up to his neck. Gina squealed with excitement as she took pic after pic of his climax.
Wil just lay there on the floor with his arms at his side. He gazed up at the ceiling and his abdomen bounced a little as he chuckled to himself. After he calmed down, he went to the washroom to clean up.
Gina looked over at me with a shy smile, "holy cow, I guess it's our turn now," she said. Her take-charge aura was all but gone, replaced by an almost shy girlish demeanor.
“Still want to go through with it?” I asked.
“Oh yeah, do I ever. I'm so horny I think I'll explode. But I'm really nervous though.”
My cock was at full attention as she handed the camera over to Wil, "How do you want to do this part?" She asked him.
"Well, after what you just put me though, I'd think I'd love some shots of you naked first, Gina."
"Not a bad idea, I'm game," she replied. “Do you want me naked right away or do you want a show?”
“A show for sure,” he said, “ I just came and I'd love a slow work-up again. Pretend I'm Rick and give me one of his shows.”
“Can't do that, you're not him. But I'm working up some serious horny for you right now. I don't think there'll be much difference.”
“Shit!" Wil exclaimed and he began taking shots.
I sat down on the sofa to enjoy the show.
Gina began to rub her hands all over her body as her eyes shut and her head turned to the side. Her fingers slid over the thin material, feeling and probing. At times there was a visible tremble in her fingers. Her rigid nipples strained against the old top, thin from years of loving wear. Her right hand clenched the open side of her top and pulled it over her left breast. She raised her left hand to her mouth and put a finger to her lips. She gave him a pouty, coy expression and he sighed as he took more shots.
“Jesus Christ, you're working this like a pro,” he said.
She grabbed the hem of her top and slowly raised it upward. Her flat tummy came into view followed by the bottoms of her tits. She paused for a second and then continued. She raised the top up over her head and then off. She tossed it to the side and cupped her breasts with her hands. She squeezed and massaged them and then tweaked and pulled at her nipples.
“FUCK, those are more beautiful than I dreamed. Your tits are gorgeous, hon.”
Gina smiled at his complement and Wil kept shooting relentlessly. His once flaccid cock had returned to its full rigid glory again. It stood at attention like a not so small one-eyed spectator. I think it helped her get into the mood as well.
Gina shimmied down her bottoms to the top of her luscious pussy. She turned around and bent over as she dropped them all the way down to her ankles. Her ass was firm and round and her pussy that was now dripping wet. The lips were large and swollen and they glistened. Gina stepped out of her bottoms and reached between her legs. She ran her finger between her moist pussy lips and shivered with excitement. Then, still bending over, she looked backward and she put the finger in her mouth.
"Christ, this is unreal" Wil said.
She walked over to where I was sitting and helped me out of my top. She pulled me to my feet and we moved over in front of Will. We stood facing him with our arms around each other's waist.
“Okay, that's a nice full frontal post card, now why don't you both grab something and have fun?” He prompted.
I grabbed her breast and she took hold of my cock.
“That looks kind of mechanical, can you put some emotion into it please?” He said.
We kissed and things began to warm up. This was harder than we thought. I began to caress her body as our kisses became deeper and more passionate.
“Now you're getting it, let's see some action.”
Gina went down on her knees and took me into her mouth.
“Ah man, fantastic,” Wil moaned. “Stop looking at the camera, Rick, I'm not supposed to be here, remember?”
Gina sucked on my cock like a pro, energetically bobbing her head and stroking my cock at the same time.
"GEEEEZ, this is too hot," Wil exclaimed as he took one pic after another. Gina kept going giving me exquisite head.
"That must feel awesome,” he said, “I'm really jealous.”
I just nodded and smiled.
She held my dick in her right hand as she licked and sucked my balls—it was heaven. It had always been a fantasy of mine to be photographed this way. Now that it was happening, the only thing I could concentrate on was how much I loved Gina. In no time the SD card was full again and we stopped to replace it and upload the shots.
"How are you feeling?" I asked Gina.
"Ask me tomorrow," she said, "right now I'm just letting my horniness take me away."
“Good answer,” I replied. “Why don't we take the show up to the bedroom?” I suggested.
I gave the camera back to Wil and we all walked up the stairs and across the house in procession. Gina's was at the lead with her boobs swaying as they jiggled followed by our hard-ons bouncing side to side.
When we arrived in our room, Gina and I climbed onto the bed and continued kissing and groping each other. Wil buzzed around us taking picture after picture. The two of us warmed up again and I knew Gina needed release badly. I moved downward, sucking on her nipples as I passed. I licked her belly and stuck my tongue in her belly button as the shutter fired off on the camera. Gina giggled a bit but her hand soon pushed my head downward to where my attention was needed.
I reached her exquisite pussy and I spread her legs open a little more. Wil had a perfect view. Her lips were swollen open and her juices were running down into the crack of her ass.
“You guys are the sexiest thing alive,” Wil said.
“Quiet,” Gina said, “you're not supposed to be here. But I do love looking at the magnificent cock of yours while Rick does me. Can I touch it, Rick?
“Gina, ask me if he can fuck you, maybe. You're a big girl, you know what to do.” I said and then returned to her luscious pussy.
“Bring it over here Wil,” she moaned.
He wandered over and was shooting me eating her as she had one hand around my cock. She took hold of his cock with the other hand and felt its length until she reached the head. She rubbed his drooling all over the glans with her thumb. I glanced back and was reminded of a similar scene with our other friend a while back.
She let go of him when she began to get close to her orgasm. I started circling her inner lips with my tongue stopping for a lot of extra attention near her clit. Gina's moans became louder and more frequent as I leaned in and started to suck on her clit and tease it with my tongue. I slipped two fingers into her and she began to squirm on the bed. I felt up behind her pelvic mound I began to massage her soft spongy g-spot.
Gina exploded with an orgasm and tried to raise her hips off the bed. She uttered deep throaty sounds that I'd never heard her make before. She pushed my head away from her now too sensitive clit, but I continued to rub her g-spot. Her hips rocked with the motion of my fingers and we moved to a 69 position with her on the bottom.
I was almost unaware of the clicking of the camera as she took my cock in her mouth. She began swirling her tongue around the head furiously. I kept on finger fucking her and with my other hand I toyed with the rosebud in her ass. She normally didn't care for me touching her there but, tonight, she was fine with it. Gathering up some pussy juices on my finger I pushed it in her ass to the first knuckle. Again, no resistance—she even pushed back against my finger.
I was praying that Wil was getting all this because I wasn't sure it would happen again. I wanted to have something to remember this. I slowly wormed my finger in deeper to the second knuckle. I swirled it around slowly causing her start moaning and almost whimper. She continued to pump my cock in an out of her mouth, driving me crazy.
Wil came in for a super close up of my finger fucking action. He pulled the camera aside and stuck his nose up close to her pussy. He took a long deep sniff and smiled, rolling his eyes back a little. I pulled my fingers out and directed him with my eyes. He didn't need more of a hint—he moved straight in and chowed down on her pussy. He sucked on her clit like it was the tastiest treat in the world. Jus then, Gina pulled her head back from my cock.
“What the hell's going on down there, I don't here that camera anymore?”
Wil pulled away, “I'm sorry, hon, I just couldn't resist. I'll behave now, though.”
“That's okay, for ten cents I would have sucked your cock downstairs, I like the way you eat pussy, it's nice,” she said. “But no more.”
Now I've always envied men who could have multiple orgasms in a session because I'm just not one of them. It takes me at least an hour to get erect again after I cum. Gina's blowjob was getting me very close to the edge and I didn't want to cum yet.
I rolled off and asked her to get up and ride my cock. Without blinking an eye she was on top of me riding slow and sweet. Wil seemed to be everywhere now. First he was between my legs shooting close-ups of my dick sliding in and out of her. Then he lay down beside me shooting up at Gina. He got some great shots of my penetration from the front as she rocked and raised herself off me.
Gina began to moan loudly again and I new she was close to another orgasm. We continued on for another few minutes when I began to feel her unmistakable spasms. It was all I needed and it sent me over the top. I climaxed seconds after her and we both groaned and yelled as we reveled in wave after wave of orgasmic delight. Girl collapsed forward on me and we hugged as we laughed softly.
“That was so intense” I whispered to her.
She nodded her agreement.
Wil was breathing more and more heavily as he continued to take pictures from all angles. Even though we had stopped fucking he kept taking pictures of our afterglow. Sometimes he got so close I knew the picture would never come out but I couldn't blame him. If positions were reversed I would have tried to get in as close as I could too.
It must have been fun for him to see and smell everything so up close. Once more the camera was full. We all sat on the bed and caught our breath as I changed the card again.
Wil looked confused and a little out of it. He was in a high state of arousal and he desperately needed to cum. He began to frantically pump his meat in an effort to relieve himself.
Gina looked to me, "Should I give him a hand?"
“Okay fine, I know you're just dying to,” I said. ”Call it payback for what I let him do earlier.”
She smiled and nodded. The Vaseline was downstairs so she tried spitting in her palms.
“Fuck it,” she said, she pulled his huge cock to her mouth.
She sucked on the tip and then licked his shaft all over from base to tip. Wil through his head back in ecstasy and then looked back down in amazement. Meanwhile, I didn't want her to forget a moment of this so I began taking shots of the action. She wrapped her hands around his large freshly salivated member and started to pump it. It was so erotic to watch her stroke his huge stiff down on her knees with both hands. I sat on the bed taking pictures of them as her breasts bounced deliciously. Her body was slick with sweat now as she expertly manipulated his manhood.
“This dick feels incredible,” she said, “it's just so big and fat.”
She reached down with one hand and massaged his balls and in seconds he began to moan loudly. He shot once and then again. I couldn't believe a guy could shoot two such big loads in one evening. Ribbon after ribbon of milky white cum shot out landing on Gina and the carpet.
Gina was wearing a lot of his sperm and she wasn't exactly enjoying it any more. She got up, scooped some cum with her finger.
She stuck it in her mouth, "Mm, not bad, okay it's time for a shower now," she said, and she walked to the bathroom.
When she was gone I looked at Wil, "Maybe it's time we call it a night, what do you think? She's done things tonight I never thought possible. I don't think she'll know what to say when she gets out of the shower. The sexual frenzy is behind her now. Damn! We've NEVER done anything quite like this before, thank God it was with you."
He nodded his approval, "I hope this won't cause problems between us or interfere with our friendship?"
“No, are you kidding? This wasn't like the last time,” I replied. “I couldn't really tell you what her reaction will be, but for my part, I don't regret a minute. In fact, I hope one day I can return the favor if you ever get back into another relationship. That's after I see a lot of pictures first though,” I winked.
Wil got dressed and drove back to his hotel. A few minutes after he left Gina came out in her bathrobe.
"Where's Wil?" she asked.
"He went back to his hotel" I responded.
"Is everything okay?"
"Fine, never better," I replied, "how about you?"
"Right now I'm fine," she said, "but ask me again tomorrow."
I did ask her the next day and she was still fine. We agreed that we'd give it some time before trying anything like that again, but we were definitely going to do it again. It was wonderful culling through the hundreds of excellent pictures we now had in our library. I mailed a CD of the whole collection to Wil as well as the three other collections we had enjoyed. He was ecstatic and very grateful.
Six months later, Wil became very involved with a beautiful lady called Elaine who quickly took to our little picture swapping game. She especially enjoyed the sex pictures when Wil finally let her see them. It wasn't long after that we were invited to their wedding. We flew in a few days ahead to meet her in the flesh but that's a whole other story.
===== 30 =====
