"Ready? Hey, get ready for this!" and Ellie pushed her right breast into Margie's face, and with Margie sputtering a mild protest, rubbed it over her nose, mouth and chin.
Margie felt the yielding flesh of a breast against her mouth. Instinctively she massaged the underside with her lips, and found her way to the hardened nipple. She pulled at it gently with her teeth, dragging a moan from Ellie's throat. Ellie, breathing heavily, said, "C'mon, suck it for me, Margie."
Ellie continued rubbing her other breast over her friends face until Margie managed to capture the breast, and fed that nipple into her mouth. Seconds later, Margie moaned, "Ohhh, Ellie!" and shifted into a half-sitting position that gave her better access to both of Ellie's breasts, saying, "I love you, Ellie."
"You do?"
"I'll do anything for you! Oh, yes, oh, yes," she cried, as her mouth and tongue slobbered over Ellie's tits.
"I love your tits. Let me suck them forever!"
That said, Margie opened her mouth and pulled as much of Ellie's breast as she could manage into her mouth. Her tongue rapidly flicked over the nipple, and then she pulled back until just the tip was in her mouth again and she nibbled.
Ellie reached down and pulled her head back gently. Margie looked up at her, a little alarmed that she might have done something wrong, but Ellie just smiled and took Margie's hand and brought it to her other breast. The skin was hot to the touch, soft and smooth. Margie lifted the flesh, squeezed and kneaded it, then descended upon it with lips and tongue.
Ellie's hand slid into Margie's hair and encouraged her attentions with pressure changes, and stroking and rubbing. Both of Ellie's legs hooked over Margie's hips, and she arched her back, and groaned, trying to devour what she could; sucking, nibbling and flicking her tongue over the hard pebbled center. Ellie kept grinding her pubis against Margie, her head flung back, and eyes closed, breathing fast, almost desperately.
"Bite them, bite my nipples!" Ellie moaned, for she hadn't realized how good Margie's mouth and teeth would feel on them.
Margie obliged, chewing roughly on Ellie's stiffening teat, and then began to suck greedily. Ellie felt the thrill shoot from the nipple to her cunt and stiffened momentarily, unaccustomed to the pleasure Margie was wringing out of her.
Soon Ellie realized that at this point Margie would do virtually anything she told her to do. She wrested her breast away from Margie's lips, and lay face down, legs spread in a Y, displaying her ass and red furred pussy.
Ellie's toes clenched and wiggled in excited anticipation.
Moaning at the loss, Margie let the nipple slip from her mouth and quickly moved to kiss Ellie's collarbone, and then her throat, drawing a whimper in response. She raised herself up and claimed Ellie's lips, licking at Ellie's luscious lips and before closing the last distance and sliding her tongue into the other's open mouth. Their tongues wrestled, their gasping breaths mingled with saliva, and when the kiss finally broke, it was Ellie who pulled back, shaken, flushed, and breathing heavily.
Through half-lidded eyes, Ellie scanned Margie's body. Margie's breasts were smaller and higher than Ellie's, with dark areolas that were pulled tight around their centers just then. She brushed over them with her palms, sending shivers through Margie's body. Then, with great deliberation, Ellie bent forward and kissed the nipple of Margie's left breast, then flicked her tongue over it, as she attempted to repay her friend in kind. She gently took the swollen tip in her mouth and began to suckle. Margie groaned and trembled, and it was her turn to pull Ellie tighter against her.
Ellie slid forward and onto her knees, not relinquishing her prize for a second. She kneaded the mass of the breast with one hand, pushing the nipple forward, deeper into her wet, hot mouth. She drew Margie's pleasure up, centering all of Margie's attention on that one set of assaulted nerve-endings.
Margie was amazed at how Ellie had found the key to her most sensitive parts. It took her a moment before recalling that only moments earlier she had done essentially the same thing to Ellie. So Margie tried grinding her hips against Ellie's, and Ellie rocked back, eventually settling on the bed, sitting on her heels. This allowed her to set the stage whereby she was able to intertwine their legs.
With Margie's arousal continuing to rise, it wasn't long before she found herself rubbing against Ellie's thigh, luxuriating in the sensations felt when Ellie's hips moved back against hers.
Incoherent moans and whimpers came from Margie's throat, and their mouths met again in a blind, savage kiss. They shared their breath, gasping and moaning into each other's mouth.
Margie felt the heat spreading from her groin into her thighs, from there the heat surged to her stomach, chest, legs and arms. Her muscles locked, and she screamed into Ellie's mouth. She felt a loss when Ellie's withdrew her thigh; and a sudden elation when Ellie's hand darted between her legs.
Ellie pressed her palm against her best friend's spasming clit, and made it vibrate rapidly against it. This action triggered the pounding waves of Margie's orgasm, causing the young girl to scream into Ellie's mouth as she was washed away in an electrical current of ecstasy.
It went on and on and on; with Ellie holding her close, continuing to grind her hand against her, pressing her flesh into Margie's flesh, until as the waves began to fade away, Ellie took the next step, and sent a finger into the juicy, hot tunnel of Margie's cunt.
The added surprise of this penetration, along with Ellie applying pressure to the place she herself called 'her secret spot' with that finger -- a place Margie only vaguely knew she had -- set Margie to screaming and spasming, and only the quick action of Ellie forcing her friends face into the pillow prevented Ellie's mother, just down the hall from rushing to their bedroom to see what horror had befallen them. Still, Ellie was so frightened that Margie's incoherent shrieks would alarm Margie's mother or father sleeping so close that she almost smothered her friend.
Eventually, Margie came back to her senses, and, sobbing and whimpering, curled up in Ellie's arms on the bed. Ellie's hand was still massaging Margie's pussy, but she had decided to let Margie to fully recover. It occurred to her that this process might be sped up if she took her hand away from Margie's cunt, and she withdrew her hand and hugged her friend tightly.
"Shhh," Ellie whispered in her ear. "It's all right. Everything's fine. Just hold on to me."
They lay together for a while, until Margie sighed and relaxed, nuzzling her face into Ellie's neck. As Margie's awareness returned, she realized they were both lying on the bed, and that her arm was falling asleep. She tried to shift a bit without disturbing Ellie.
Ellie smiled, and rolled up to her hands and knees, straddling Margie's hips. "Shall we move this to the next level?" she asked with a pixyish smile.
Margie nodded wordlessly, and Ellie turned, and with her head thrown back in an imperious come hither mode, gave Margie her first unlimited full-length view of her naked body.
"You're beautiful, Margie," Ellie murmured into her ear.
"So are you," Margie whispered hoarsely. Margie's eyes gaped widely. She had never seen another girl's cunt displayed in such a wide-open and excited state. True, she had seen her own cunt like this, when she had spread her legs in front of a mirror and jerked off while watching herself.
"Does it look good, girl?" Ellie asked. Margie blushed, but kept her eyes on Ellie's throbbing juicy pussy.
"You look really hot," Margie managed to say after a while.
"Take a real close look," Ellie said, breathing hard. "Sniff it a little. Maybe you'll wanna lick it."
Margie's vision blurred. Her head was swimming with all sorts of depraved visions. Her heart was pounding wildly as she squirmed between Ellie's parted legs and took it all in; the smell, the lightly red beard surrounding the coral colored labia.
She did sniff as prompted by Ellie, and found it both repulsive and exciting. She felt her nose make contact with Ellie's sex, and then with a groan of lust, she buried her face and mouth in Ellie's gaping cunt.
"Oh, yeah!" Ellie moaned, wiggling her ass so that her pussy was rubbing against Margie's mouth and lips.
Margie found herself breathing heavily through her nose as she ground her mouth and tongue into the morass of Ellie's cunt, licking, sucking and swallowing her own saliva along with Ellie's juices.
"You've done this before," Ellie said accusingly, both hands holding her friend's head in place.
Wresting her mouth away from the succulent hole, Margie groaned, "No, never!" and quickly returned to the throbbing pulse emanating from Ellie's hot pussy, sending her tongue deep into her girl friend's clutching, quivering cunt.
Ellie squealed as she writhed on the bed. Both girls froze, realizing the noise might have awakened Ellie's mother. They waited several minutes. It seemed an eternity, before Ellie felt secure enough to whisper for Margie to continue.
Margie was thoroughly enjoying herself, half the time imagining Ellie's boyfriend fucking her, and the remainder of her time relishing the varied tastes that Ellie's cunt was providing her.