High Rise Exhibitionist

I let my grin widen to a smile as I unzipped my pants and pulled my cock out. As I slowly began stroking it I mentally reviewed what had transpired over the last couple hours. Fran certainly got more of Marshall's monster cock then Kay so I knew I'd be paying more attention to her as the night progressed.

My cock hardened quickly bringing a smile to Kay's lips. As she crawled across the room toward me I undid my belt and opened by slacks completely. She had a lustful look on her face as she crawled between my legs and rose up resting her hands on my thighs. I knew Kay would be taking my hard cock between her lips which she confirmed when she spoke. "I'm gonna deep throat your hard cock." Her hands slid up to my waistband and as I lifted my hips she yanked my slacks and boxers down below my knees. I kept my eyes glued to hers as her delicate hand slid along my naked thigh until she reached my cock. She circled the shaft at the base with long sexy fingers and pulled the head toward her mouth, pausing to spit on my now rock hard cock.

Her eyes were glued to my cock as she slowly moved her hand up to smear the moisture evenly over the top half of my cock. "I'm gonna get your cock soaking wet so it'll slip right down my throat." Kay said just before she spit on me again.

Across the room, Fran was feverishly fingering her wet pussy with one hand while the other tweaked a hard nipple.

Kay's fingers completed their task of coating my entire cock with saliva, and I watched as she pulled my cock down so the bulbous head was pointed directly at her soft lips. "Watch me." She whispered as her lips parted. I wasn't about to watch anything else.

She moved forward until the tip of my cock head was resting against her extended tongue, then she released her hold on my shaft moving her hand down to cradle my swollen balls.

I stared intently at her while my cock head disappeared beyond her soft shimmering lips. She closed her mouth a little so her lips formed a perfect circle around the shaft. My hands were resting on the arms of the chair and I had to resist the urge to grasp her head and bury my cock in her mouth.

Kay's eyes widened as inch by inch my throbbing cock shaft slipped through her lips. As I felt the head touch the back of her mouth Kay's blue-gray eyes appeared to sparkle even more than normal, no doubt the result of moisture released by her tear ducts. She looked so very sexy her soft glistening lips surrounding the shaft of my cock and her eyes telling me she couldn't wait to feel my cock head buried down her warm throat.

My hands clamped onto the edges of the chair as Kay slowly bobbed a time or two massaging the opening to her throat with the tip of my cock head. Her hand had been gently rolling one cum filled ball than the other but as she closed her eyes she grasped them firmer. She pressed forward taking my cock beyond her mouth into the slippery warm flesh of her throat, not stopping until her nose nuzzled against my pubic mound.

"Fuckin A." I exclaimed as I filled her orally.

Her head didn't move five, ten, fifteen seconds passed the only movement was that of her throat muscles as she massaged my throbbing cock. Nearly a full minute passed as she held her breath and throated my pulsing cock. I gave in to my urges and released my death grip on the chair and moved my hands to either side of her head grasping fists of red hair.

Kay opened her eyes looking toward mine as she nodded yes, giving me permission to move her head as I pleased. I pushed her mouth back only an inch or two then drew her forward again burying her face against my loins. Over and over again I moved her head back an inch or two further each time until my cock head was slipping from her wet throat into her even wetter mouth. She was finally able to gasp life-sustaining oxygen into her lungs just before I pulled her face back against my loins. The tears that first appeared when my cock head massaged her throat now cascaded down her cheeks pulling mascara along with them.

She released my balls and slid her hands to the top of my thighs squeezing the muscles and digging her nails into my flesh. I slowly throat fucked her for nearly five minutes pulling and pushing her head on and off my hard cock.

Kay finally pulled back and I instantly released my death grip on her head. She straightened up a little and with streaks of black mascara covering her cheeks she said. "Fuck my ass."

"OH YEA." I exclaimed and as I stood up I motioned for Fran to join us.

Fran grabbed the bottle of anal lube and handed it to me as she passed. Kay was kneeling before the chair and as I got down to my knees behind her Fran slipped into the chair, lifting her legs and draping them over the arms. Kay leaned forward and put one hand on each thigh of the sexy woman before her. I lifted the bottle of lube above her ass and squirted more liquid than necessary on her ass using my free hand to smear her completely with lube.

"Fuck me hard while I eat her pussy." Kay said just before her mouth clamped onto Fran's wet cunt.

I coated my erection with lube and moved forward between Kay's legs.

"Oh god yes," Fran said, then quickly added. "Suck my hard clit."

My cock head touched her sphincter and Kay's muscles relaxed. I pressed forward until the flaring corona at the bottom of my cock head slipped through the tight ring of flesh. Kay's ass was primed to be fucked but I moved my cock back and forth a couple times just to make sure she was completely relaxed.

Kay released her oral grip on Fran's clit just long enough to demand. "Damm it Allen I want it fast and hard."

I didn't wait to be scolded a second time, thrusting forward until my cock disappeared inside her hot ass and my balls slapped against her swollen pussy lips below.

She moaned on Fran's cunt acknowledging that I had pierced her perfectly. I pulled back until only my cock head remained inside then slammed it deep inside a second time. Kay was back to feverishly sucking Fran's clit whose eyes were closed her head tilted back as she concentrated on the oral pleasure Kay was providing.

Again and again, I pulled back until only my cock head was just inside her tight ass, plunging to her anal depths in one might thrust, followed by a slow sensual slide to those same depths. My hands held her hips firmly not allowing her to move them back as I fucked her hot tight ass.

Kay released Fran's clit and said. "I love how you fuck my ass."

Fran seized the moment and encouraged Kay. "Tongue fuck my ass."

Kay moved her oral attention of Fran's sphincter rimming the puckered spot that Marshall had impaled with his monster cock earlier. Fran moaned softly as Kay's tongue circled her asshole.

I continued my assault on Kay's ass plunging deep with alternating slow thrusts and fast strokes my scrotum now wet with the moisture from her wet pussy. "I wanna fuck that wet cunt." I suggested. Without moving her mouth away from Fran's ass Kay mumbled "Uh huh."

I pulled out of Kay, the gaping chasm of her sphincter remaining wide open in case I wanted to impale her once again. Grasping my hard cock I lowered the head to the swollen wet lips of her pussy rubbing the tip up and down spreading those lips apart. Once my cock head was coated with her juices I thrust inside, the hot sheave of her cunt accepting my hard on immediately.

Kay moved her mouth up and began lapping at Fran's equally wet pussy, running her tongue up and down between the lips several times before penetrating Fran with her tongue.

Beads of sweat had long ago formed on my face and were not dripping from my nose and chin splashing on Kay's equally sweaty ass. I fucked her hot wet cunt at a steady pace making sure my cock head pleasured every part of the loins. She moaned again and again as my fucking slowly brought her to the edge of orgasm.

"You're gonna make me cum." Kay announced while taking a short pause from her tongue lapping of Fran's loins.

Fran looked up over Kay into my eyes then said. "Fuck her Allen make her cum all over that beautiful hard cock."

Their encouragement only drove me on, I continued pounding rock hard cock deep inside my red head vixen, each thrust driving her closer and closer to the sexual peak of perfection.

Kay's body shuddered once then again as her climax approached. "YES." She screamed as my pounding cock drove her to the pinnacle of pleasure. I slammed into her heaving cunt then stopped buried deep inside the quivering flesh.

"I'm cumming." Kay exclaimed as the waves of ecstasy crashed over her. Her muscles clenched at my hard on as she threw her head back enjoying the incredible sensation of bliss I'd provided her with my hard cock. Again and again, Kay's body shuddered as her orgasm seemed to last forever, the flood of climatic juices oozed from her slit around the shaft of my cock and ran down her thighs and onto the carpet below.

"You fucked her into oblivion." Fran announced as she began stroking her hard clit to keep her arousal at a peak.

"You're next." I said as I smiled at Fran.

"Oh yeah." Fran instantly replied.

Kay's climax mercifully began to subside leaving her a quivering soaking wet puddle of pleasure. I withdrew my rock hard cock and stood up over her ass. "Fuck me." Fran begged.

I stepped over Kay, who was about to return her mouth to Fran's loins, then placed one knee on the edge of each chair arm putting my cock directly in front of Fran's mouth. As I leaned forward and place my hands on the back of the chair I said. "Suck her juices from me."

Fran instantly opened her mouth and began lapping at my bulbous cock head licking Kay's climax from my cock. I moved forward and gave her a couple more inches to cleanse. She happily accepted every inch and drop until my cock was buried inside her mouth and extended down her throat.

She lapped every drop of Kay's juices from my hard cock before I pulled back and let my hard-on slip from her talented oral grasp. "Now will you fuck me?" Fran asked.

"Absolutely." I answered. I slipped off the chair and stood beside her. "I want you to sit on my cock." I suggested. Kay moved away and let Fran stand I sat down and waited for Fran to mount me. Much as I had moments earlier Fran climbed onto the wide arms of the chair, her big luscious tits directly in front of my face. She slowly lowered her loins toward my cock which I was now holding with one hand pointing the head directly at her wet cunt. I moved my free hand up to cup one lovely orb of pleasure and moved my mouth to the erect nipple sucking it between my lips. Fran moved her hips back and forth sliding just the tip of my hard-on between her wet swollen lips.

Kay was half sitting half kneeling below her hand caressing my scrotum and Fran's ass as she waited for one of us to bury my cock inside Fran.

Fran leaned forward and placed her mouth at my ear, her tongue licked at the outside for a moment before she whispered. "Slam it up into me." I released my grip on the throbbing shaft and thrust up spearing her hot wet cunt with raging cock. Her mouth still attached to my ear whispered again. "Harder." I let my cock slid back then arched my hips and drove my cock deep inside her. "Hmmm, that's it." Fran said, her tongue still teasing my ear.

Kay was watching from behind and offered encouragement. "Give it to her Allen." Her hands skillfully caressing my balls and the quivering flesh surrounding Fran's hot cunt.

I drew back and again slammed my cock up into her hot sleeve flesh, Fran moaned softly feeling my rock hard erection fill her completely. As I withdrew this time Fran pressed her loins down making it easier for me to pound up into her soaking wet cunt.

I began squeezing her big tits making sure to occasionally pinch her erect nipples as I started fucking her even faster and deeper. She was staring into my eyes as she said. "I love how you fuck me." She leaned forward crushing her tits into my hands and kissed me passionately, her tongue probing every part of my mouth. I returned her kiss with as much passion, pulling my hands from between our bodies and cupping her head in my hands directing her mouth and tongue.

Kay removed her hands from out coupled loins but quickly replaced them with her lips and tongue. She licked and kissed my ball sack then as Fran and I crushed our loins together Kay moved her mouth to Fran's cunt and up to rim her puckered asshole.

Fran broke our lustful kiss and again moved her mouth to my ear. "You're gonna make me cum." She softly said. I began driving my cock up into her with a more rapid tempo wanting to have her climax muck like Kay had minutes earlier. I wanted to turn her into a quivering mass of sexual pleasure; I wanted her cunt to flood with orgasmic juices giving Kay the opportunity to taste the efforts of our love making.

Fran's moans grew in intensity as I continued pounding my erect hard probing cock up into her. Her moans turned to gasps as she clawed her way to the top of her sexual mountain. "Make me cum Allen." She pleaded.

I continued thrusting up into Fran, she responded by grinding her cunt down on my throbbing cock. Our sweat mingled together as she crushed her body against mine her slippery tits sliding across my chest.

"Oh God." Fran exclaimed as her climax caught her off guard. I knew she was cumming, the bath of juices flowing from her soaking my cock confirmed that she had reached the mountain top of pleasure.

Kay began licking every spot where Fran's juices oozed from her, her tongue lapping at my balls and the gap in Fran's cunt where the flow was heaviest. Fran's body began twitching as she rode my cock through an incredible climax.

"God she's flooding." Kay mentioned as more and more of Fran's fluids were greedily lick from our joined loins.

I stopped fucking her and just let my raging cock soak in her swollen dripping wet cunt. Fran's internal muscles continued twitching and grasping at the hard shaft embedded inside her. She moved her lips to my ear and said. "In-fucking-credible."

I turned my mouth to meet hers and offered my tongue which she happily accepted. This kiss was more lustful than passionate our mouths locked together as she slid down from the sexual heights she had just reached.

Kay apparently finished drinking from our sexual chalice and moved up alongside the chair. "Let's suck him off." She suggested to Fran.

Fran turned her head toward Kay and before covering her mouth with her own she replied. "Yes, I want to share his hot thick cum load with you."

I knew I was in for a phenomenal sexual treat knowing how much both Kay and Fran love giving head. I waited for Kay to crawl back below the chair and Fran to slip off my lap and take a position beside Kay. As I stood up I said. "You know I have a huge load built up in my balls, are you sure you can handle it?" Fran smiled widely and Kay giggled before saying. "We can handle every fuckin drop."

Fran reached first for my rock hard cock circling the head then slowly sliding her soft hand down the shaft. As she reached the base she said. "Maybe we should just jerk him off."

Kay reached up and like her friend wrapped her soft fingers around the head slowing sliding down the shaft until her hand touched Fran's. As her hand stroked the length of my cock she said. "You know how much he likes feeling the wet warmth of our mouths, but if we jerk him off we can watch this huge load he's saved up shoot outta his cock head."

The last thing I wanted was for these two hot tarts to just jerk my cock to orgasm, and to dismiss that idea I simply said. "Suck it."

Both smiled knowing that was exactly what they planned. Kay rose up on her haunches and surrounded my cock head with her soft lips; as she slowly sucked on just the head Fran slipped her hand down to cup my balls trying to entice the load from them. Kay let my cock slip from her wet mouth and offered it to Fran. "Just suck the head." She suggested.

Fran did just that taking the head inside her mouth, her tongue gently massaging the sensitive spot where my flaring corona blended into the shaft. I knew I wouldn't last long with both of them concentrating on the most sensitive part of my cock.

Fran and Kay switched several times, each one having her own special cock sucking skills. Kay's soft lips gently massaged my flaring corona, while Fran pleasured the frenulum with her tongue. She flicked the tip at it as she took me inside her mouth the massaged it with her flattened tongue.

"You're gonna make me explode." I said as they switched places once again.

Fran's mouth was covering my cock head so Kay responded. "We want you to coat our faces with your thick sticky cum load."

That was all I needed to hear, I pulled my cock from Fran's incredible mouth and started slowly stroking the length. Fran and Kay lowered their faces so I could hit them both when I finally began shooting cum.

I concentrated on my cock head jerking it slowly as I stared down at their beautiful faces.

"Give it to us." Kay encouraged. Fran wasted no time in giving me more encouragement. "Paint our sexy faces with your hot cum load."

Every slow stroke brought me closer to orgasm. Over and over my hand slid over the bulbous head of my cock. I began to feel the incredible sensation of my approaching climax but continued a slow steady pace on my cock.

"We wanna taste your hot cum." Fran said.

Kay knows how my expression changes as I'm about to cum and commented. "He's very close get ready Fran."

I could feel the hot load building inside my cock, the pressure of a lava flow that was about to erupt from my cock.

"Oh yeah!" I exclaimed as the thick load neared the tip of my cock. Both Fran and Kay opened their mouths and extended their tongues as the first wad shot from me and sailed through the air landing squarely on Kay's forehead splashing up into her bangs.

"Gimme." Fran said as I pointed my cock at her sexy face. She didn't have time to say what she wanted me to give her as another thick wad of hot cum landed on her lower eyelash. The third wad was Kay's and with nearly as much force as the first two it landed on her upper lip and closed off one of her nostrils. I warned them both that I had a huge cum load for them and continued shooting another five or six wads at their increasingly cum coated faces.

Kay was first to acknowledge how much I had saved up for them. "That's the most cum you've every shot."

As my climax began to subside I began slapping my cock head against first Kay's tongue then Fran's closed lips. Sexually spent for the time being I collapsed back onto the chair. Kay moved forward and took my cock in her mouth eliciting the last drops of cum from my cock. She released my softening cock and turned to Fran who was already collecting cum from her face and licking it from her fingers.

"Share him with me." Kay said.

Fran moved forward extending her cum coated tongue which Kay immediately took between her lips sucking the hot sauce from her mouth. She held the load in her mouth as Fran began sucking and lapping Kay's face. When she was satisfied that she had collected all my thick load from Kay's face Fran rose up above and let the load dribble from the tip of her tongue into Kay's mouth.

I sat and watched in amazement as these two incredibly sexy women snowballed my load back and forth between their mouths several times.

While Kay's mouth held the whole load Fran remarked. "His cum tastes so fucking good." Kay rose up and transferred it one more time to her cum loving friend then said. "I'll let you swallow it."

Fran looked at me then opened her lips slightly letting cum ooze out between them she quickly sucked it back inside not wanting to waste a single drop. She tilted her head back a little then opened her mouth wide gargling the thick fluid at the back of her mouth. I watched intently as Fran closed her lips and swallowed letting my sexual offering slide down her throat.