A beautiful day is turning into a beautiful evening and Kevin, Paul and Winnie are driving around celebrating their recent birthdays.
"Hey guys," begins Winnie, "Why don't we have a sleepover like we used to when we were kids?"
Since Winnie had moved to another part of town, she didn't see her old friends as much as she would have liked, and so any opportunity to spend time together was greatly cherished by them all.
"Sure!" both boys reply in unison.
Later that evening, the three friends gather at Kevin's house and set up their sleeping bags in the basement.
"What should we do?" asks Winnie.
"TV?" suggests Kevin.
"No, we can watch TV anytime," chimes Paul.
"Well, what do you suggest?" says Kevin.
"Well, a couple of kids I know played a card game called strip poker, and they all said it was a lot of fun!" replies Paul.
"Isn't that the game where you have to take off a piece of clothing every time you lose a hand?" says Winnie.
"Yeah, everyone said they had a great time!" Paul replies.
"Well, I suppose we could give it a try, couldn't we Kevin?" offers Winnie.
"Sure!" exclaims Kevin, knowing full well what a game like that could lead to.
With everyone in agreement, Kevin quickly locates a pack of cards and the game begins.
Kevin wins the first couple of games, and Paul and Winnie remove their shoes and socks.
Winnie wins the next game, and Kevin removes his shoes, while Paul is forced to take off his shirt. Paul, who has very little experience with cards, finds it strangely exciting to slowly undress in front of his two best friends. After several more hands, Kevin is down to his now-tenting pants, Winnie is left with her bra and panties, and Paul just has his briefs covering his now fully erect cock. Winnie couldn't help but notice that her two companions are very excited by her half-naked body, and in reality, Winnie finds herself very turned on by the whole situation. She knows that all three of them are virgins, which excites her all the more.
"Ha! A full house! You guys lose!" exclaims Kevin.
Following the rules, Winnie stands up and slowly begins undoing the clasp to her bra. With the clasp undone, she seductively drops the garment to the floor. Both boys stare in awe at her apple-sized breasts, now fully freed and exposed in front of them. Their cocks are now straining against their confinement and aching to be released. Winnie feels her nipples growing hard with all the attention focused on her body, and both boys begin rubbing and stroking their cocks through their pants. She notices this and knows that the game is over. She motions for Kevin to move closer to her. A small smile appears on her lips and Kevin knows what she wants.
Winnie lies back and spreads her legs wide, giving Kevin easy access to her ever-moistening pussy. Moving over to her, Kevin begins planting small kisses on her inner thighs, slowly making his way up to her cunt. Winnie's pussy is growing wetter by the second and her womanly odor fills the room. Kevin reaches the top of her legs and begins stroking her pussy through her white cotton panties. Winnie mews her approval and her hips start grinding against his hand. He feels her panties becoming soaked with fluid and she starts moaning with each rub of his hand.
"Take them off!" she pleads.
Kevin quickly obeys and slides the now-soaked panties down her shapely legs. Once they are off, he resumes stroking Winnie's hot cunt. He sees that her pussy is opening up like a blooming flower at his touch and after several minutes of teasing and stroking, he begins lapping at the outer lips of her cunt.
"Oh Kevin!" she shouts at Kevin's ministrations.
Amazing new feelings shoot up and down her body as Kevin licks and sucks his way up and down her pussy. Winnie's juices run down her pussy and through her asshole onto the floor. Kevin teases and licks his way around her clit, making sure not to actually contact the swollen nub. This drives her wild with pleasure and she starts begging for his cock.
"Please Kevin! Please do me!" she begs.
He continues to suck and lick around the nub and her hips gyrate in an attempt to make contact with his warm mouth. Kevin just holds her hips down and continues his sucking, while Winnie continues to beg for him to fuck her.
"Please Kevin, do me, do me now!!" she pleads.
By now, Paul had his 6 inch cock out and is stroking up and down furiously, watching his two friends make love in front of him. After another minute of licking Winnie's soaking wet pussy, Kevin finally stops his teasing and wraps his lips around her clit and begins sucking and licking the engorged nub, driving her into multiple orgasms. Pussy juice floods Kevin's mouth and pours onto the floor as Winnie's nubile body convulses with pleasure.
"OH YES, OH YES!" she repeats over and over as her orgasm climaxes.
While she is still coming down, Kevin finally removes his pants and frees his rod from the confinement of his briefs. Both Paul and Winnie gasp at the size of Kevin's fuck-pole. Easily 8 and a half inches and very thick, neither have witnessed anything like it. Kevin positions his cock at Winnie's tight, moist hole and slowly pushes until the head pops past the outer lips where her tight, virgin cunt takes a vice-like grip on his cockhead.