Little Brianna, the Flirt

Little Brianna, the Flirt

She's just a little flirt. That's all I could think as I watched eighteen-year-old Brianna walk out of her house in a very tiny string bikini. She looked over at me as I stood across the yard between our houses, drinking a beer, the lawnmower waiting for me in the yard. She wore dark sunglasses so I couldn't see her eyes, but she looked over at me as she walked to the lawn chair. She then turned the chair in my direction and lay on it so that she was facing me. I don't know if her eyes were open or not, but I felt them bearing down at me, daring me to look back at her.

Brianna was a small woman... barely five foot tall... barely one hundred pounds. Her breasts weren't very large at all, an A-cup, but the suit looked incredible on her. She was very much like her mom, Stephanie, who was only an inch or two taller, and maybe thirty pounds heavier. Her breasts were more like a B-cup with a little extra fat on her body. Both were really beautiful women. I could swear that Little was their last name... but that was only a neighborhood joke.

I'd been living next to her and her family for twelve years now, when they first moved in. At first, I was a friend to her dad, George, but they ended up getting a divorce after only three years. So, for the next twelve years, I'd see them both in passing, waving here, saying hi there. But nothing more than that. We were all pretty busy.

Brianna sat up and began putting suntan lotion on her beautiful body. Her hands spread the tanning oil all over her skin and she made a particularly slow show of it when she oiled around her breasts and her inner thighs. I gulped wondering what glory lay between those bare legs.

Our yards were pretty privately arranged, with bushes and high fences keeping out most of the attention from other neighbors. With the angles that did look into her back yard, there were only empty lots.

I stood there, trying not to be obvious that I was looking at her, but was, frankly, unable to stop. I'm forty, recently divorced, and without a sexual prospect at the moment. I was, to put it mildly, horny. I could feel my erection harden in my shorts as I watched her finish with the lotion and lay back down. A small smile seemed to cross her lips as she noticed me staring at her. I didn't think I'd be able to walk or move due to the hardness of my dick, but after a moment, I went back to mowing the lawn.

I had a hard time finishing the task at hand. Every time I turned, she was right there, with so much skin showing. She was glistening from the oil and it contrasted nicely with her black suit. It was a small suit, too, showing an ample amount of her sexy curves. She was better than the girls in the porn sites I often visited.

It took me a half hour or so to finish the mowing and I put the stuff in the shed and headed into the house. I caught more glimpses of her through the kitchen window as I went in and again through my bedroom window as I moved up to my bedroom, which overlooked her back yard. Damn she was fine!

It was pretty warm out and I was sweaty so I dropped my clothes and headed into the shower. I made sure to take my time, jerking a bit in order to relieve some of the tension I was feeling. I couldn't get young, tight-bodied Brianna out of my mind. I kept fantasizing about her lying in my bed, butt naked with me ramming my dick into her while she wailed in pleasure. Just as I was about to cum to my fantasy, the doorbell started ringing.

Shit! I didn't know if I should just ignore it or what, but it rang several times like it was an emergency or something. I jumped out of the shower, threw the towel around me and ran down the stairs. The doorbell kept going off and was pissing me off.

I opened the door, without even thinking what in the hell I looked like, and there she was. She was still in her bathing suite, glistening a little from the sun. She was poking around the doorbell like something was wrong.

"I'm sorry, I'm sorry," she kept repeating, with a little embarrassed giggle underneath. "The doorbell stuck and won't stop ringing."

My anger was gone the instant I saw her, replaced by something else entirely. Brianna looked so sexy standing there, a little bent over, a little red from embarrassment.

"It's ok, it does that some times," I said. I went out and fiddled with it a moment, jiggling the button, and it stopped.

Then I realized what I was wearing and I got embarrassed. We just stood there for the longest time. I could sense that she was very attracted to me and I felt my dick getting super hard once again. I hadn't been able to relieve the pressure from earlier and seeing her this close got me even harder. I felt the towel tenting out a bit and tried to distract her attention from it.

"So, what can I do you for Brianna?" I said. She giggled at the comment and within a moment I realized how that must have sounded. I shook my head, concerned that it sounded way too pervy. "Sorry, that came out weird. I meant..."

"Don't worry about it, Mr. Williams. It was just funny that's all."

"Don."

"Don?"

"Sorry... please call me Don." I felt like a little kid or something. This nubile goddess was standing just inches from me and I'm the one that felt like a little kid.

"Don, then," she smiled and it totally melted me. "I'm selling raffle tickets for the church and wondered if you'd like to buy some." Somehow, she was now holding a ticket book in her hand. I somehow missed that she was even carrying anything.

"Sure," I said. My hands felt down where my pockets would normally be, only to feel a towel. "I'm... my... my money's upstairs. Step inside a moment and I'll go get it," I finally managed to stammer out.

"Ok," she said sheepishly. I saw a glint in her eyes and a little wicked smile on her lips. I thought I had probably imagined it at the time. I held the door open while she stepped in and then closed it behind her to keep the cool air inside.

"I'll be right back." I jogged up the stairs and into the bathroom. I looked at myself in the mirror, thinking "what have I got myself into." I grabbed my wallet from my pants and turned to head back downstairs. On the way down, I noticed my reflection in the mirror once again, noticing my erection barely hidden behind the towel. I wasn't sure if I wanted Brianna to notice or not, but somehow I didn't think twice about leaving only the towel on.

She was turned away from me, looking out the window as I walked down the stairs. My eyes took in the sight of her incredible body once again and I quickly adjusted myself under the towel. I coughed when I reached the bottom step and she turned around. She was coyly playing with a strand of hair, twirling it around her finger like a little girl. But she was all woman.

"Having a little trouble coming down the stairs?" she giggled. I looked at her questioningly and she pointed, leading my gaze over to a mirror. She must have seen me adjust myself as I came down. I probably turned ten different shades of red.

"Oh... uh... I'm fine, uh... how, uh, how much are the tickets?" I stammered, opening up my wallet.

"A dollar each, or six for five dollars," she replied, coming closer to me. I was still grabbing the cash from my wallet, a little preoccupied. I could really smell the coconut from her suntan lotion and she touched my hand with her fingertip. "You know... I've thought a lot about you over the past few years."

"Have you?" I wasn't sure I wanted to go down this path. I figured I could pay her the money, she'd leave, then I'd beat off thinking about what might have happened and know that I could live with myself. I fished out five bucks from my wallet and handed it to her.

"Yes... I have." Her eyes scanned up and down my body, admiringly, almost predatorily. "You know, the first time I had sex was when I was... well... two years ago. Now I can't stop thinking about it. It's like... I want it all the time. But I haven't done it again."

I shifted uncomfortably. My erection was straining against the towel and I didn't know how long I could stand this. Brianna moved until she was right in front of me, well within my personal space. I didn't know where to look, at her, away from her. I was too embarrassed and excited to even think.

"Why, uh... why's that?" I asked.

"I like older men more than the boys I've dated. The guy I had sex with was my age and very inexperienced. He came almost the moment he touched me. And the rest was pretty bad. I want... experience, you know? Don't you think that leads to more... pleasure?" Brianna paused for a moment, looking right in my eyes. "Tell me something. Were you thinking about me when you were mowing the lawn?"

Oh my God! This little minx was certainly hitting on me big time. We were looking directly into each other's eyes, hers with such an innocent desire in them and mine with animal lust. I felt her grab my money and then put the tickets in its place.

"I bet you will now," she giggled playfully and walked by me, eyeing me up and down. A finger trailed down my arm from my shoulder to my hand. "I just wonder what it is you'll be thinking about." By the time I turned around, she was disappearing out the door.

I closed the door and turned to lean against it. "Fuck!" I whispered.

I went up and got dressed, wondering what all that was about. I couldn't get her out of my mind now, seeing her below me as if I was fucking her from behind, her head turned to look over her shoulder, rapture written all over her face. I shook my head to try to clear it then went to the kitchen and made some dinner. When I moved to the living room to watch some TV while I ate, I noticed a thumb drive on the table with X's and O's on it.

I didn't remember seeing that before. A weird thought entered my mind that maybe Brianna left it, but I dismissed it quickly. Still, I wondered what was on it, so I put it in the computer and looked at the files. There were several videos on it, so I clicked on the first one to start it. It was a shot of a woman's bedroom, as if from the top of a desk. Suddenly, there she was, moving in front of the camera. She sat on the bed and turned towards the camera.

"Hi, Mr. Williams. I wanted you to know that I thought about you a lot. I got excited watching you mow the lawn today. I thought some really nasty things I wanted to do and figured I might just show you how excited they made me."

Her hands began to caress her bare skin around her black bikini. She kept looking at the camera, but her eyes were a little less focused on it.

"Every time I see you, my body gets all tingly. I can't help it. I think about sex all the time, and it drives me crazy, makes me do crazy things." She giggled almost sounding like a little girl. "Like making nasty videos. I hope you like watching me be a bad girl."

Her hands slid up to her bikini top. "I hope you think about my body. My tits are really sensitive. I like touching them but I'd really love to feel them being sucked on. If I'm really horny like I am now, I even think of having them bitten a little." Her hands moved over her breasts and as she said bitten, she pinched her nipples eliciting a moan. One hand reached behind her back and untied the bikini, letting it fall down, exposing her bare breasts. She tossed the top aside and then resumed touching her breasts and nipples.

"Ummm, I really like this," she looked at the camera so innocently. "Do you like my tits, Mr. Williams?"

My dick was instantly erect again. I *still* hadn't relieved the pressure from earlier today and now it was doubled. My little fantasy girl was right there on camera, masturbating while talking to me.

"I hope you like them. I hope you want to suck on them. I really want you to. I think about having your lips wrapped around them, having your tongue slide over them and it makes me sooo fucking wet."

Brianna's hands moved down her abdomen and her knees spread wider apart. I couldn't believe this was happening. My food was down on the coffee table and my pants were opened in one second flat. I couldn't get my hard dick out fast enough.

"I'm hot down here," she said, almost moaning. "I touch myself a lot. A lot of times I think of you when I do it, too. Do you think of me when you masturbate? Do you want to see me touch myself, Mr. Williams? I watched you mowing and I wanted to masturbate right there in front of you. I wanted to get you so hard. I like to see a big dick getting all hard because of me."

I thought about yelling at the screen to get her bikini bottoms off faster, but decided not to. She slipped her hand inside her bathing suit and began to stroke herself. She closed her eyes and let her head kind of roll back as she slowly and gently played with herself underneath the material.

I slipped my hand around my cock and slowly pumped it. It felt good, but I knew that what I saw on the computer would feel a hell of a lot better. Brianna played with herself underneath her bikini for a minute or two before standing up and pulling them down. I was in heaven when I saw her exposed pussy. She was completely shaved and her pussy was gorgeous, all pink and pouty. I longed to dive in there with my tongue and see if it tasted as good as it looked.

She sat back down on the bed and resumed stroking herself. With her other hand she continued to massage her breasts and pinch her nipples. Her fingers danced faster on her clit and I could hear her moaning.

"Mmmmm.... mmmmm.... yesss.... I like this.... I need a tongue, though," she moaned. "I need your tongue on my pussy. I want to feel what it's like when a guy goes down on me. I want him to worship my pussy with his tongue and suck on my clit. My fingers just... can't... do... enough...," she groaned accentuating the words with thrusts of her fingers into her wetness.

I watched as her hand danced on her cunt, sliding back and forth across her clit before driving deep into her pussy. It was a wonderous sight. It felt like it was over in a minute, but I knew I had watched her masturbate for a good fifteen to twenty minutes before she finally climaxed. She made a very erotic mewling sound as she came, making me cum at the same time.

"Maybe some day you'll make love to me," Brianna nearly begged. "Maybe someday I can suck on your cock just like I dream about."

I sat there stunned as Brianna closed her eyes and continued to softly touch herself, making low moans. Then she looked up at the camera again. "Thanks for watching me Mr. Williams."

I didn't know what to do. Brianna got up from the bed and turned off the camera, ending the movie. Now I was in a very awkward position. I would never be able to look at her or her family the same way again. I busted my nut three times that night, watching her short movie over and over.

*****

The next day was Sunday and I just came back from lunch with a friend when Brianna came walking over to me. She was acting coy, and I was embarrassed to see her again. She was wearing her bathing suit again, obviously laying out. She held her hands behind her back as if she was shy. Unfortunately I knew the truth; she was anything but shy.

"Did you find my gift?" she smiled teasingly. She stood with her head barely coming to my chest.

"Um, yeah. I was a little surprised."

"Well, I thought you might like it. Maybe we could talk about it later. Like maybe... tonight."

I stood there uncertain what to say.

"Like maybe we could do more than talk." Brianna smiled again looking me right in the eye. Her gaze then trailed down my body to my crotch and back up again. Then she licked her lips and nibbled on the end of one finger.

God how I wanted her! She was coming on to me hard and fast. I didn't even know what to think. Blood rushed from my brain to my prick making it nearly impossible to think.

"You don't have to answer. I know what you're thinking. We both want the same thing. Just leave your back door unlocked. I'll see you at 9:00." Brianna started to turn to walk away and then quickly turned back. "By the way, have some beer handy. We'll have a party." Then she turned and walked back to her house. I watched her half-naked ass sway back and forth all the way. I don't know what had come over me, but I didn't want to say no. I wanted her to come over. I wanted to fuck her until she couldn't walk straight.

I spent the rest of the afternoon wondering what I was going to do. At about 6:00 I realized that I didn't have any beer in the house so I went to a nearby store and bought some. When I got back, Brianna was washing her car in her driveway and gave me an appraising smile as she saw the case in my hand. She knew she had me.

At 8:30 I showered and changed into some nice clothes. I wondered what in the heck you wore for something like this. I figured nothing would come of it except flirting and maybe some petting, so I just put on some nice slacks with a polo shirt. At 9:00 I was sitting in the living room watching TV when I heard the back door close. Brianna sauntered to the archway between the kitchen and the living room and leaned against the wall. She just stood there, looking at me. She was wearing a soft, low cut, green tank top and some black shorts. The tank top was short and showed plenty of midriff. A small purse was slung over her shoulder.

Brianna just stood there for a moment as we looked at each other. I didn't have a clue of what to say. I was embarrassed and excited at the same time and could feel my dick hardening to steel strength.

She walked right past me, headed up the stairs, and stopped after a few steps to look back at me. We locked eyes for a moment again before she continued up. No words were spoken, but a ton of words were implied. I waited a moment longer trying to get the courage to go up. Then I turned off the TV and lights and headed up.

When I got to my bedroom, the lamp was on, casting a seductive glow around the room. She was sitting on the bed waiting for me. Brianna slowly got up and moved over to me, raising her hands to my chest. She turned her face up and I bent down to lock in a passionate kiss. It was tender at the beginning, but quickly turned ravenous. She was tugging at my clothes and I was tugging at hers, practically ripping them from our bodies. I dropped my kisses to her throat and bit her gently, eliciting moans of pleasure.

Very quickly I felt her hand wrap around my manhood and then she stroked it with a firm grip. I gasped into her neck. We moved over to the bed and she turned us so that I was closest to it. Within a few more seconds we were both completely naked. She climbed on the bed and pulled my hand and we tumbled onto the queen-size bed with her on top. She was very dominant and knew just what she wanted. I was too stunned to object.

She was kissing me while fondling my dick. It felt so incredible and my erection was really hard. Then she dropped down and sucked on my nipples and gently bit them. Suddenly she broke contact and reached over to the pillow where her purse lay.

"I want to try something," she said quietly, smiling in a weird way. She opened her purse and pulled out some wrist and ankle cuffs. "I wanna be a little kinky," she said, giggling. Brianna moved the handcuffs to my wrist and locked it around, locking the other end to my headboard. "I want you to be totally helpless." She proceeded to do the same with my other wrist and then both of my ankles, putting me spread eagle on the bed. She then slipped over my body and sat on my stomach and kissed me. "I want to do whatever I want."

I was practically shivering with need. I wanted to taste her, to touch her, to just have her ride me for her own pleasure. But I was locked up tight. She giggled at the confused look on my face as she slid down my abdomen, licking across my chest and over my stomach. I felt my prick slide against her chest between her breasts and then poke at her neck.

"I know just what you need," she giggled.

I looked down and watched as she began to lick my shaft like an ice cream cone, from the base all the way to the tip. I could feel it hardening, the blood seemingly moving from by brain straight into it.

Suddenly she opened her mouth wide and it disappeared into the warm, moist depths. Her tongue continued to swirl around it as she slid all the way down and then back up again. I'd had a few blow jobs in my lifetime, but nothing compared to her technique. She was unashamed of her desire for my prick and practically worshiped it. I quickly reached my peak and thought I was going to blow when she backed off.

Suddenly her mouth left me. "Rotate," she giggled, sliding up my body. She surprised me by not stopping at my stomach, but continuing to move up my body, positioning her beautiful pussy right over my mouth. Brianna slipped her legs around my arms so that she was comfortable and then used her hands to pull her pussy lips apart. Wordlessly, she lowered herself onto my waiting mouth. I hungrily attacked her pussy, licking and sucking it with a fervor. She had really gotten me excited by that wonderful blowjob.

She was moaning and giggling as my tongue and lips teased her clit. She was having fun and that was all that mattered to her. I attacked her pussy like an animal until she exploded in my mouth.

"Mmmmm, rotate," she giggled again.

This was repeated several times, with Brianna giving me a tremendous blow job then making me eat her to a climax. I gave her several orgasms over the next hour. My mouth was sore and my face was coated with pussy juice, but it was honey to me and I wasn't going to stop as long as it was being offered.

Finally, it was her turn at my prick again, but instead of feeling her mouth engulf me, I felt her hand guide my shaft into her pussy. Her cunt was so tight, but so wet. Brianna pushed me deep into her and I could feel every muscle contract and relax around my pole.

She bounced up and down, letting my cock slide deep into her and then rose until it almost came out. She gave me long full strokes that felt incredible. And then you suddenly bounced really fast, grinding her pelvis against me. Both of us were so close when you suddenly stopped again and moved back up to my waiting mouth.

I was breathing heavily. I had been brought to the brink of my orgasm so many times that I wasn't sure if I would last very long. My dick was harder than I'd ever felt it and extremely sensitive. But Brianna rotated anyways, making me wait.

After her next orgasm, the game changed. I was scared about the potential of making her pregnant, but there was nothing I could do about it. I was not only locked up tight to my own bed, but my prick was harder than granite. It needed the release and I couldn't think straight until it got it.

Brianna mounted me and rode me for all she was worth. I watched her beautiful breasts bounce above me, her eyes closed so she could feel every inch of my cock slide into her. It was a wonderful ride and I finally felt my body contract in pleasure, my cum spurting deep into her again and again. I could hear my grunts echoing off the walls.

Then I lay back, breathing heavily, my body coated with sweat, my face coated with the her juices.

Brianna then got up laughing and talking about how fun it had been. She kissed me, driving her tongue into my mouth, and thanking me. Breathless and worn out, I could barely respond. She seemed to have so much more energy left. She quickly got dressed and was ready to leave when she unlocked my shackles.

"Thanks love. Maybe we can play again sometime," she said, putting the bindings into her purse.

"Any time," I managed to say, sitting up. My body was sore from being ridden so long and hard, but I was a happy man. Brianna left and I fell back in bed and was soon sound asleep.

*****

It was difficult to see Brianna or her mom after that night. Every time I saw Brianna, she gave me a coy smile and I just melted as my mind returned to that night.

Two weeks after fucking her, I was outside washing my car. It was a hot day and I was wearing shorts and a t-shirt. I was a little wet from both the sweat and the water off the car. It was in the late afternoon and Stephanie, Brianna's mom, happened to walk outside. We waved a quick hi to each other, although I was very embarrassed to have any contact with her.

Suddenly, she turned and started walking over to me. She was wearing a light shirt and jeans, as if she had just been running errands. We talked some small talk for a moment.

"I was hoping you'd join us for dinner tonight," she said. "It's silly that we've lived beside you for so many years and we haven't really gotten to know you very well."

I was suddenly without anything to say, but managed to stammer out a "sure." She told me to come over at 6:00 and not to worry about bringing anything. I managed to break out of my haze enough to thank her before she turned and walked back. My gaze lingered on her figure... she was definitely a beautiful woman. She was very much in shape and had a terrific sense of fashion, dressing beautifully to enhance her look.

I finished washing the car and spent the rest of the day working in the house. I took a quick shower, dressed casually again, and zipped across the yard to her house. I rapped on the door at 6:00 and was startled when Brianna answered it.

"Hi Don," she said, smiling devilishly as she held the door open for me and beckoned me inside. I felt like a fly entering the spiders web. She was dressed in a loose t-shirt and jeans, very casual and comfortable. She showed me into the kitchen where Stephanie was finishing up dinner.

"Brianna, why don't you show Don where the bathroom is in case he needs it," Stephanie said. "Dinner is almost ready."

Brianna took my arm and turned me back out of the kitchen. "Come with me." She pulled me down the hall to where the bathroom door was and then suddenly pulled me inside. Before I could react, she pounced on me, jumping up into my arms, wrapping her legs around my waist, wrapping her arms tightly around my neck, and thrusting her tongue down my throat. My arms instinctively wrapped around her, holding her up.

"I've been wanting to do that for a while now," she said dropping to the floor, putting her head against my chest, hugging me. One of her hands strayed over my chest and she lightly pinched my nipple. "You know, I still think about that night." Her hand slipped down to my crotch and she rubbed her hand up and down my dick, making it hard very quickly.

"Mmmm, that's what I miss." She looked up and looked right into my eyes as she jacked me off through my pants. "I can tell you miss me, too," she giggled.

"Brianna, your mom is right out there," I protested weakly.

"Well, she can have some later," Brianna giggled. She moved back a bit, unzipped my fly, and fished inside for my cock, pulling it out the opening. With seemingly practiced ease, she dropped to her knees and slipped my cock into her mouth as she looked up at me. She was noisily slurping on it while I stood there wondering when we were going to get caught and how downright embarrassing it would be.

Brianna didn't let me finish, again, and within moments was zipping me back up and wiping the saliva off her chin. "Yummy," she said smiling. "I'll have to have more of that dessert later."

Brianna turned and slipped out the bathroom door, shutting it behind her. I just stood there wondering what in the hell I'd gotten myself into. Brianna was one gorgeous woman, albeit way too young for me, but she was very hot. It excited me that she wanted me like that, no doubt about it. And I rationalized that she was an adult and I wasn't doing anything legally wrong. So maybe I should just go with it until the ride ends.

I splashed some cold water on my face, hoping my erection would fade enough for me to join them both at the table. It did within a few moments, luckily. I walked back into the dining room where Stephanie and Brianna were seated. Stephanie was at the head of the table and Brianna sat across from me. Stephanie had cooked a magnificent spread and I was hungry. So we all dug in and started talking as we ate.

We made a lot of small talk, talking about my job, my house, what I enjoyed doing... all the casual neighborly stuff. And then I felt a foot sliding up my leg. I knew it was Brianna, the little minx, doing something to get me all excited again. But there wasn't much I could do about it without causing a scene. Within moments her searching foot found my crotch and nuzzled into it. Her ministrations couldn't be seen from Stephanie's angle, as her bare foot caressed my hardening manhood.

It seemed like every few moments with Brianna was another adventure that my cock couldn't forget. Every time she teased me, I got harder than the previous time. I wasn't sure I'd be able to sit much longer because my pants were constricting this monster held within it. I tried to continue talking normally, but did have a little trouble occasionally.

Eventually the dinner ended and we all pushed away from the table. Stephanie stood, collected the plates, and said that we could retire to the living room to talk more. Luckily with Stephanie walking out of the dining room, I was given a few moments to collect myself so that I could stand.

Brianna stood and ran around the table to help me to my feet, pulling me into the living room. Stephanie was barely out of eyesight but Brianna didn't seem to care. She moved her hand once more against my half-staff erection, rubbing to make it completely erect once again.

"I can't get of enough of you," Brianna moaned. "Do you like that?" she whispered to me.

"Mmm," I grunted as one swipe hit a particularly sensitive spot. "But your mom's right there." My pleading came to no avail. Brianna just smiled up at me, loving the look of restrained rapture that crossed my face.

"Would you guys like some dessert?" Stephanie called from the kitchen.

"No...," I started to say before Brianna interrupted me.

"Nah, we'll have some a little later I think." She winked at me, the little minx. I knew what she was implying.

We moved over to the sofa and Brianna plunked me in the middle while she sat on one end. I was just starting to move to the other end of the couch when Stephanie came into the room, smoothing down her outfit. She was wearing a nice blouse with a light skirt that almost came down to her knees. She was dressed up, more than being casual, but it seemed natural to her. Instead of sitting in the chair across the room, she surprised me by sitting down on the couch next to me, too.

So I was caught in the middle between two beautiful women, horny as hell. My erection was still straining against my pants, although being seated hid that fact a bit. Stephanie had brought in a bottle of wine and glasses and poured one for each of us, setting the bottle on the end table beside her.

Stephanie took a sip from her glass and then looked at me. "So, Don, the little spy here tells me that you're not seeing anyone."

I was a little taken aback by the comment, but decided she was just being neighborly. "No, not at the moment," I admitted. "I haven't been out very much after my divorce. I'm kinda hiding in my work I guess."

"Hmmm," she said taking another sip. Her eyes had an almost predatory look to them. I was wondering what was going on in her mind. "I don't get out much myself, either. Maybe, if you like, we can... keep each other company then."

I decided to take a sip of the wine and think for a moment. Things were not progressing at all like I expected.

"Brianna's away a lot at school and her job leaving me alone far too often. It kind of leaves me... mmmm... without someone to... talk to." She smiled. She was truly a beautiful woman. I knew that if I was her boyfriend she probably would never leave the bedroom.

"Sure," I said. "Any time."

"I'm glad you feel that way," she said, putting her glass on the end table beside her. "How about... now?" She leaned into me and with her left hand grabbed behind my head, pulling her lips to mine. I felt her moving as she sat up with her knees on the couch. At first I went with it, thinking just how nice it was, but then I realized that Brianna was sitting right there beside me, too. I tried to pull back a bit, but Stephanie just kissed me harder.

Suddenly I felt hands on my crotch again and knew it was Brianna. She was unfastening my pants as Stephanie maintained her lip-lock. I felt helpless once more and decided not to fight it. Brianna pulled at my pants, opening them up while I was still locked up with her mom.

Stephanie was breathing heavily, obviously very excited, and suddenly pulled away from me a few inches. She maintained eye contact with me as her right hand slid over my chest and abdomen, her fingers gently probing lower and lower for my erection. Her hand slipped over my pole, cupping it over my boxers.

"Mmmm," she moaned. "For me?" She shifted her gaze down to my crotch and then shuffled her position and used both hands to peel away my boxers, exposing my erection. "Very nice," she smiled appreciatively. Then she let go, sat on her heels, and started to unbutton her blouse. Her eyes locked on me as she released each individual button slowly. I was mesmerized, my gaze locked on her every move. She smiled when she finished and opened her blouse, exposing her frilly bra-encased breasts.

She smiled at my hungry expression. "You like?" she asked coyly.

"Very beautiful," I replied.

She pealed one of her bra-cups away from her breast and moved over to feed me her nipple. "Show me how much you want it," she ordered. My tongue slashed across her nipple and my lips encased it as I sucked on it. I could hear her softly moaning above me as she pulled her blouse off and tossed it aside. "Ooh, yeah, such a hungry man." She freed her other breast and fed that nipple to me as well.

I had no idea what Brianna was doing during all this, and frankly I didn't care. Stephanie's breasts were truly incredible and I enjoyed tasting them. After a few moments, Stephanie pulled back again, freeing her nipple from my mouth. She kissed me again as she slid in front of me, kissing along my jaw. Then she began kissing her way down my body, down my neck, chest and abdomen. I knew where she was going and the anticipation was killing me.

Within moments, she reached her prize. She pealed back my boxers again, exposing my rigid pole to the cool air once again. "Mmmmm, now it's my turn," she said flicking the tip with her tongue. She licked it slowly and softly, letting her tongue taste every hard inch. I just couldn't believe this was happening. I saw Brianna out of the corner of my eye and she was just happily sitting there watching, one hand down her pants playing with herself.

Stephanie giggled a moment and then dove onto my cock, licking and sucking on it like it was the best thing she ever did. And she was damn good at giving head. I was quickly rising to my peak and she expertly played me, bringing me to the edge and then back down again and again. It was almost the best blowjob I'd ever received, second only to Brianna's.

"Mmmm, your cock is so big. I love it," Stephanie moaned. She pulled her hands away and began unzipping her skirt and wiggled it down her legs and off, all without releasing me from her mouth. She was wearing thigh-high hose underneath with a thong. Even without seeing the whole package, from what I did see she was smoking hot.

After about ten minutes or so, she released my cock and stood up. "Ok, big boy, let's see if your tongue is as good as Brianna says it is." She pushed on me, indicating that I was to slide down to the floor and lean back on the couch. She knelt above me and pulled her panties to the side exposing her gorgeously shaved pussy. She ran her fingers through her lips and I could see just how wet she was. I was surprised it wasn't running down her legs. Then she swirled her fingers around her clit as she lowered her pussy to my waiting mouth.

It was a great angle for me; I could push my tongue so deep into her pussy. I reached up and grabbed her hips so I could force myself against her better. Her hips danced around on my mouth and I could tell just where she liked it the best. I loved feeling her above me, grinding her pussy into me. I swirled my tongue around her cunt and sucked on her clit and pussy lips until she begged me to make her cum.

I could feel her shaking and hear her moaning as her climax approached. Her ass was contracting in my hands and I loved feeling her body quivering with such extreme desire and need. I played with her for the longest time, just like she and Brianna played me; working her to the edge and then backing off, only to repeat it again and again. She loved the teasing.

After a while, I decided to give her what we both wanted, her climax. This time I didn't back off like she expected. I kept up the pressure and felt her body go rigid above me, her moans caught in her throat for a moment. She had a little high pitched squeal as she came that I loved hearing. She slowly ground her pussy against me, wiping her juices all over my face.

She then dismounted me and grabbed the back of the couch while kneeling on the edge. "Fuck me," she plead. She had a light sheen of sweat all over her body that was just so damn sexy. Her hair clung to her forehead and shoulders. I removed my clothes and approached her from the rear, my hard prick swaying as I walked. I grabbed her hips and pushed forward as she guided my cock into her cunt from between her legs.

It felt so heavenly; warm and wet. I felt her muscles squeeze and then release me as I slowly pushed deeper into her. Then I started with light quick strokes, moving just a little, allowing my cock to proceed deeper each time. She closed her eyes loving the feel of me filling her up. When my hips met her ass, I started with long, slow strokes. Alternating from almost going out to pushing all the way to her core.

"Oh fuck yessss," she moaned. I could tell she liked the teasing.

I looked over at Brianna and she smiled back at me. Her clothes were off, too, and she continued to play with herself brazenly. I couldn't tell if she was going to join in the action or just be content to watch. At that point, though, it didn't matter. I had other things to attend to.

After several long strokes, I changed tactics again and began a quick, violent thrusting that threatened to push Stephanie's face into the wall if she didn't hold herself up. She was gasping and moaning beneath me and I kept up my assaulting thrusts for a long time. Several times I felt her body tense up as she gave a sudden groan and I knew that she had cum once again. It just made me fuck her harder and faster. It made me want to loose my seed into her.

"Oh my fucking gawd," she wailed in ecstasy between grunts of pleasure. She was a great ride and it wasn't long before I felt my own orgasm approaching. I kept plunging in and out, feeling my excitement building, feeling the heat rising inside me. I felt like I was on autopilot, an animal being unleashed. I don't know if I was wailing or grunting or what. All I knew was I felt a huge pressure and then a sudden, pleasant release. It felt like my whole being was being pushed into her.

When I regained my senses, I was surprised that I was still standing. My cock had come out of her pussy and was now deflated and sad looking. Stephanie had her arms on the back of the couch and was resting her head on them, breathing heavily. Brianna looked like she had just had an orgasm herself and sat there looking at us with a look of pure satisfaction.

I felt sweat covering my body and felt a little self-conscious about what we'd just done. But when Stephanie stood up and, wrapping her arms around my neck kissed me, it felt alright again. She smiled and giggled like a school girl as she kissed me.

"Mmmmm, that was just what I needed," she said, her eyes twinkling. "I'll have to have you over for dessert more often."

We all got dressed again and I left for home. To this day, I know that when one of us gets lonely or needs a little loving we can always call on one another.