Elley & I "pump" Up

Carl and I had just returned from a two week trip to Colorado when Kelley called late Thursday afternoon just to chat. Knowing Kelley, there was more to it than just chatting.

"What are you guys doing this weekend?" she asked.

From the inflections in her voice, I could tell she was wanting an invitation to come out.

"Absolutely nothing!" I responded, giving her the opportunity to invite herself out. She didn't waste any time in doing so.

"How about I come out Saturday afternoon? I really need to unwind from this lousy week." she moaned. "I could also handle some pussy, and a good cock! If it's available?"

"You know pussy is no problem! As for the cock, I'm sure Carl wouldn't mind at all!" I stated. "Come to think of it, he'd be ecstatic!"

"I'll bring some good champagne, and a few other things that may get everyone started!"

"See you Saturday. Come horney!" I jested.

"Don't worry about that! I'm wet already!"

After we hung up, I went out to where Carl was working in the yard. I love just looking at the way his chisled abs glistened with sweat while he pushed the mower around. He saw me and stopped mowing.

"Want some strange Saturday?" I asked.

He just grinned and asked back, "Strange what?" (knowing full well what I meant).

"Kelley!"

"You want some help, do you?"

I just smiled and said "If you wouldn't mind!"

Saturday came quickly, and Carl and I were enjoying a glass of wine on the deck when Kelley arrived.

"Did you start without me?" she asked with a big smile.

"Just a few minutes ago!" I replied.

Carl went to the front door to let Kelley in. They both walked out on the deck shortly, Kelley with a freshly poured glass of wine in her hand. She looked stunning in a very tight little tee that ended just below her breasts, and a "Juicy" jean skirt that barely covered anything.

"Looking for trouble?" I asked.

"Wherevever I can find it!" she replied, her smile turing to an evil grin.

I could see Carl's eyes going over her tight little body from top to bottom and commented "See anything you like?" Kelley asked.

He just smiled a little, saying nothing.

"How about now? Kelley asked, exposing her pink panites to his view.

"Wear those at the bank?" Carl asked.

"Brand new!" she replied with that same evil grin.

Moving over in front of her I mused "Look a bit wet to me!"

She raised her skirt to look and then ran a finger down her slit, forcing the material inside. "Wetter now, I bet!"

She was right. The dampness had now made an even wider spot in the material. She just lay back on the chaise and I took my my que, kneeling in front of her and lowering my face to her crotch. She hiked her skirt up over her waist and spread her legs on each side of the lounge. I inhaled the womanly aroma of her sex and began tonguing the wet crotch of her panties. I could feel Carl's eyes watching our every move as she pulled me deeper into her. I began sucking the juices from her now saturated panties, savoring the sweetness of her flowing nectar. I could feel her swollen clit demanding attention as I brushed over it with my lips. Not wanting her to finish too fast, I ignored the swelling and went to work on her lips, sucking them into my mouth, enjoying her squirming as I forcefully sucked them in. Her grip was now tightening on my head as she tried to force me to suck her clit. Finally I relented and left my lock on her labia to wrap my lips around her now fully engorged button. The silkiness of her panties,combined with her lubrication,heightened her arousal to a state of frenzy. She began bucking against my face, all the while holding my head tightly with both hands. The sounds she made were almost animalistic as she approached her first orgasm.

She tightened her grip and screamed " I'm cummmming, succck me harder!"

I covered her entire crotch with my lips and sucked as hard as I could. I could feel her spasming and felt an increased warmth as her lubrication increased and flowed into my mouth.

She collapsed back in the lounge as I raised my face from her crotch. I looked over at Carl and saw him slowly stroking his cock through his shorts. he didn't appear in any hurry and just gave me a big smile and a mock "High" sign.

Kelley finally came back around and, in a barely audible voice said, "That was totally what I needed!"

"Why don't we go inside before this boy blows a load in his shorts!" I said with a laugh.

Kelley pulled her skirt back down and we all headed for the living room.

"Put on a movie!" I told Carl.

"Already done!"

He started the DVD and soon there were two women locked in a sixty-nine on the big screen.

"That looks like fun!" mused Kelley as she stripped off her top and skirt and lay on the floor.

She motioned for me to get over her and I stripped off my top and shorts and assumed the position.

"Looks like someone else has wet panties!" she said as she traced the outline of my slit. " Get those off, too!"

I lifted one leg at a time as I removed them, then lowered my crotch to her waiting tongue. She didn't waste any time, burying her tongue deep inside me as I positioned myself over her face.

I motioned to Carl to get behind me so he could take full advantage of the situation. He stripped off his shorts, exposing a throbbing erection. I pointed to the toy bag and he knew exactly what I wanted him to do.

He took out a condom and rolled it over his manhood. He knelt down behind me and pointed it at my presently tongue-filled hole. Kelley saw it coming and moved up to my clit as Carl slid into me. He began to fuck me slowly at first, then quickened his pace as I pushed back against him. Kelley's lips never left my clit as he began to stoke rapidly in and out of me, pausing near the entrance then plunging back in.

He was really hard and I could feel him go deeper with each stroke. I could feel my orgasm building deep within me and began screaming for him to fuck me and for Kelley to suck me harder.

As I went over the edge, Kelly sensed it and sucked harder on my throbbing clit and Carl buried himself deep inside. He groaned, and I knew he was shooting his load,too.

I had completely forgotten about doing Kelley.

Carl slowly pulled out of me, as Kelley release her hold on my clit, sucking his cock into her mouth as it slid out of me.

I moved out of the sixty-nine and knelt next to Kelly.

"Sit up, and watch this!"

She sat up next to me as Carl lay down between us.

"Take his condom off!" I demanded.

She did and gave me a quizzed look, saying "What do I do with this?"

I didn't answer, but instead pointed to Carl lying on the floor.

"Really?"

I nodded and she broght the condom over Carl's face.

"Open wide!" she commanded.

Carl did as he was told and I just watched as she poured the contents into his waiting mouth. When she had squeezed the last bit of cum out of it she looked at me again.

"Swallow!" I said.

Dutifully he did, swirling his tongue around his mouth and then showing us it was indeed now empty.

Kelley was now totally hot. I could tell from the flush on her face she was not far from cumming again.

"Sit on his face! I think you know what to do!"

She didn't hestitate at all, climbining over him and planting her panty covered vagina over his open mouth. I began stroking her clit and she raised hip hips above his face bucking against my rapidly moving fingers.

""Do it!" I demanded.

I could feel her strain down against my hand and she let out a forceful stream directly into Carl's open mouth. he knew it was coming and was ready for it. I jacked her clit and she began shaking uncontrollably as she peed and came at the same time.

"Oh God, Oh God, Oh God!" she screamed as she finally went over.

I released my hold on her clit and when she had recovered a little, forced her to move off Carl's face and replaced her, forcing him to drink from me until I was empty. Kelley just sat there in a stupor as I screamed at Carl " Drink me, drink it all, swallow it, drink it down!"

I finally finished and removed myself from his face, kneeling beside Kelley. Carl got up on one elbow and asked" More wine, anyone?"

We both laughed and he got up to fill our glasses while we sat there and started to watch the movie. We'd already missed the first half hour of it, so I just started it over.

"Now where were we? Kelley asked.

This time I lay down on the floor and she swung herself over me, planting her pussy on my face. About the time we were just getting into it, Carl arrived with the wine.

"Break time, ladies!" he said laughing.

Kelley removed herself from on top of me and took her glass of wine from Carl. "I wanted to get out the new toy I bought anyway!" she stated. She didn't bother to put anything on, but just ran out to her car and brought in a canvas bag full of goodies.

When she got back in the living room, Carl and I were sitting on the couch watching the movie. Kelley showed her excitement as she was itching to show us her new plaything. She brought it out of the bag and held it up.

"It's a pussy pump!" she proclaimed.

"We know what it is, Kelley, but would you mind demonstrating it for us?" Carl asked.

Kelley didn't answer, but instead stipped off her wet panties and placed herself on the floor in front of us. We watched intently as she put the rubber cup over her entire crotch and began to squeeze the bulb. The clear cup allowed us to see the effect the suction had on her pussy. As she increased the suction, her lips and clit all began to expand with the increased blood flow, and soon her labia were nearly filling the entire cup.

"My God, that thing really works!" Carl exclaimed.

"At first it felt weird, but I've been using it every night now for about two weeks. It makes me wet just thinking about using it. The good thing is, the swelling stays with me until I come back to reality. I usually leave it on for ten minutes or so. Gives me time to pay attention to the girls up top. If you don't mind, I'll do that right now while we watch the movie?"

She toook a big sip of wine, then lay back down and began massaging both breasts. I could tell she was really enjoying her little exhibition as her areola and nipples began swelling immediately and were nearly as purple as her now excessively swollen labia. I slowly started to copy her, making my already stiff nipples even harder. Carl flicked his eyes back and forth between us, not wanting to miss anything.

The only one watching the movie was Kelley. She seemed oblivious to our presence, and was off in her own little fantasy. Finally she reached down and released the suction bulb. The cup stayed attached to her and she had to slide it off to remove it from her mound.

I had a look of surprise when I saw the effects of the suction. Her labia had swollen to three or four times their normal aroused state and were very purple. Her clit, even though it is already the largest I had seen(other than in a bizarre porno flick) was still peeking out between her lips. I guess the increased blood supply made it all bigger. As she slowly ran a finger between her lips, a copious amount of lubrication ran from her vagina and down her ass.

"Wet, huh?" she gurgled and stuck a finger deep inside herself. She slowly began rotating it and soon, inserted another. Each time she brought them out, they were literally covered with her glistening goo. She raised her hand to her mouth and sucked the juices from two very wet fingers. "This has become a nightly ritual since I bought this thing. Really addictive!"

She dropped her hand back down to her soaking crotch and stuck her fingers back inside. This time her thumb began rubbing her clit up and down as her fingers slid inside. She finally pulled her fingers out and placed her thumb and index finger on each side of her "girl cock" and began to jack herself off. Her hand was a blur as she worked herself to a very rapid orgasm. She began to shake and arch her back and I knew she was going to go over the edge shortly. The sounds she were making were totally unintelligible and increasing in volume. Suddenly she ran three fingers from her other hand into her hole and quickly pulled them out, jamming them into her mouth. She squeezed her clit hard and came.

The words that came out of her mouth as she did were too nasty to print.

When she stopped shuddering and calmed down a little, she looked up at us and asked, "See what I mean?"

Carl and I just nodded and smiled.

"Why don't you try it?" Carl asked.

"Don't Mind if I do!" I replied.

Kelley had now fully recovered from her orgasm and rolled over, pump in hand toward me.

"Just lay back and allow me!" she said with that evil little smirk on her face. "Now, spread your legs!"

I spread my legs wide apart, knowing my vagina was now gaping wide.

"My, you are certainly wet!" she said as she slid a couple of fingers inside." She then removed her fingers, stuck them in my mouth, and placed the pump over my already swollen labia. When she was satisfied it was positioned correctly, she began pumping it up.

The feeling of the suction was really different at first, kind of like someone sucking your lips, but with more pressure.

"God, that feels incredible! I exclaimed.

"It gets better!" she replied.

I looked over at Carl and noticed he was slowly stroking his once again hard cock. I knew he'd taken one of those little blue pills just for the occasion, so he was now ready to go all night.

As Kelley increased the suction on the pump, it felt like my lips were being swallowed up into it. My pussy began to throb, and I could tell that the juices were being sucked right out of me.

"How is it?" she asked. "Enough pressure?"

At this point, all I could do was moan and nod by head. she stopped pumping and began to massage my breasts in unison, tweaking each nipple as she circle my areola, causing my breasts to tighten and expand.

A thought went through my brain. "I wonder what it would fell like on my nipples, too!"

"Go get those antique breast pumps, Carl! Now!"

He got up and left the room, returning quickly with my two ancient breast pumps in his hands.

"Kelley took them from him and in turn squeezed each buld and put the pump over a breast. Immediately I could feel my arealoa swell up inside the pumps and a tremendous tingling started that seemed to be connected with the pump attached to my labia. My head began to spin and I knew I was going to have a tremendous orgasm immediately.

"Oh God, Oh God, I'm cummmmmming!" I moaned as my hips left the floor, humping the air. As soon as the first wave stopped, another started, causing me to hump even higher and turning my moan into a scream. I totally lost count of how many times I came during that episode, but the spasms finally subsided and I lay back on the floor, exhausted. All pumps were still attached, and I could feel the warm fluid leaking from deep within me. I couldn't feel it running down my ass, so I assumed the suction cup was containing it. My assumption was correct.

As Kelley released the buld, she held the cup in place until all the pressure was released. taking the cup, from my mound, I watched as she dipped her finger in it.

"Want a taste?" she quizzed as she offered her fingers to Carl.

I watched as he sucked them into his mouth, cleaning all the sticky goo that clung to them.

"How about you?" she asked offering them to me.

I opened my mouth as she dipped into the cup agian, this time scooping a big stringing mess of lubrication, letting it slowly drip into my waiting mouth before she allowed me to suck the remaining goo from her fingers.

"And now a little for me!" she giggled.

She tipped the cup above her open mouth, and what must have been several teaspoons of the slimy goo, trailed into her mouth as she caught it on her tongue, swirling it around before swallowing it. Now I've cum hard before, and I do get really wet, but I have never seen anything like this. The crazy thing was, the only thing I had to arouse me was the visual of Kelley, Carl stroking his cock, and the suction. Wow!

As soon as I came back to my senses, i suggested we all get in the hot tub to cool down a bit. Everyone agreeed and off to the tub we went. Carl brought the champagne out and placed it in the cooler. We all just relaxed in the tub for a few minutes before Kelley finally spoke.

"What did you think of my new toy, Marsha?"

"I know I'm getting one! when we get back inside, I have one for you! You didn't get a chance to see or use it in Vegas. Shauna was a hog for it!"

"The Vixen?" Carl asked with a knowing smile.

"Precisely!"

"I guarantee you'll love it Kelley!" he said confidently. "Just like the real thing!"

"What are we waiting for?" Kelley asked as she got out of the tub.

We all went back inside and put I put a special DVD in.

As it started, Kelley looked at the screen with a wide-eyed stare.

"Oh my goodness! I've never seen a movie like this before!"

"Want something else?" Carl asked as he paused the disc.

"Don't you dare!" she said quickly. "Looks like fun to me!"

"You're a nasty little girl!" Carl laughed as he spoke. "Just like someone else I know!"

"Where's this "Vixen" thing?"

I reached in my toy bag and brought it out, waving it in front of her face. She grabbed hold of it and began to examine it closely.

"Damn, it looks totally like the real deal!" she said. "What's the hose for?"

As she held it in her hand, I began to squeeze the bulb, inflating the toy in her hand.

As she studied the screen and the toy, she turned to me and said, "It's just like the real thing!"

"Not quite. It doesn't squirt! Were working on that part though!"

I deflated the bulb and she slid the "Vixen" into her mouth. She began to stroke it in and out, forcing nearly the entire length deep inside.

I put on a harness and asked, "Want to get the whole experience?"

She pulled the tool from her mouth and handed it to me. I attached it to my harness and started stroking it as she watched.

"Lay down on you back!" I commanded.

She lay down and immediately opened her legs. I forced them back together and slowly made my way up her body until I was kneeling over her face. I let the tool drop down until it barely reached her outstretched tongue. She tried to suck it in but to no avail, as I maintained my position just out of reach.

"Let me suck it!" she pleaded.

"No using hands on the shaft, now!" I ordered, and dropped the cock into her open mouth.

She began sucking up and down on the shaft, covering it with her saliva until it glistened. When I was satisfied she could handle it all I began to slowly inflate the know about half way down the shaft.

"Take it all in your mouth, slut! You can hold it behind the knob, but no stroking!"

She wrapped her hand around the base of the cock and I increased the inflation until I was satisfied she could not spit it out. From the sounds she was making, it was obvious she was really into it. She held the cock by the base and tried to force it deeper into her throat.

Carl crawled between her legs and began licking his way around her crotch. From my vantage point, I could see the action at both ends. he finally began woring on her clit, sucking it into his mouth and from experience, I knew his tongue was beating it mercilessly. Kelley began to hump against his face as she sucked on the dildo. Saliva was running down her chin and making a trail down her neck as she held the cock tightly in her mouth. Small noises were eminating from her lips as she mewed and purred as her orgasm approached. She reached down with her free hand and grabbed the back of Carl's head as she came. Even as she was bucking against Carl's mouth, she would not realease the cock in hers. Carl kept his lips attached to her clit until she collapsed back to the floor. I released the pressure on the bulb, and she slowly withdrew the cock from her mouth. She was totally spent.