A Birthday Surprise For Three

The phone rang. Just before the third ring Kat answered, "Hello?"

"Hi Kat, its Lynn. Are you busy?"

"Nope, just watching a little TV. What's up?"

"I was thinking about the conversation we had the other day about the cake; the one for Matt's birthday," Lynn said. "I want you to make it."

Today Lynn had decided she would have Kat make what had been dubbed

the pussy cake.

"Ok, I'll get some photos off the internet today as reference and get started right away," said Kat.

"Umm," started Lynn. "I was thinking if we're going to do this, I'd like it to be of me, not just some random woman. Is that alright, or is it a bit weird?"

"No, it's not weird at all. You want this to be personal and special for Matt. Send me some pictures while I get my supplies ready."

"Thanks Kat," said Lynn, and clicked off.

Kat had started decorating cakes a few months earlier when her sister came to her in tears, upset that her son's birthday cake she had ordered from a "professional" cake shop was a complete disaster. Kat had always been very artistic. She loved drawing and did a bit of painting now and then but at the time she had never decorated a cake with more than canned icing. With her sister in such a state she

had

to help her out, and agreed to see what she could do.

Kat hit the internet and researched all she could about the subject. After a few hours she felt confident enough to give it a go.

The cake she made for her nephew was such a hit that word spread quickly and she was soon making cakes for other family members and friends. Kat eventually quit her job to focus on cakes fulltime.

The two women had been friends for a few years. Kat was tall, nearly six feet. Her skin was china doll pale, and looked even lighter against her long straight jet black hair. Her eyes were nearly as dark. She had several tattoos. The largest one was on her right arm from shoulder to elbow with Asian themes including cherry blossoms, a bird and fish. It was colourful and expertly done. She had a number of piercings too, some more visible that others. Kat had been a bit wild in her youth.

Lynn was much shorter than her friend although about average height. Her eyes a startling shade of blue. With curly red hair and a face full of freckles, she was very cute. To most people, she seemed quite and innocent but her looks were deceiving. She was up for almost anything sexually. Lynn had a great body and she knew how to use it. There wasn't much she wouldn't try at least once.

One of Lynn's favourite things was to send her boyfriend, Matt, nude pictures of herself while he was at work. It turned her on thinking of him trying to go about his day, his cock hard and straining the front of his pants after looking at the pictures she sent him. Sometimes they were tame and teasing; a shot of cleavage or a peek at her panties. Sometimes they were downright dirty, with her fingers buried in her pussy.

One day, Lynn was at Kat's and they got chatting over a glass of wine while Kat took a break from her decorating. The talk somehow got on the subject of Lynn's photos and she jokingly said, "You should make a cake of my,

you know,"

and pointed between her legs. "Matt would love it!"

"You're

you know

? We're grown-ups here, you can say it," laughed Kat.

"Ok," Lynn said. "My pussy. I think you should make a cake of my pussy."

"I've never done anything like that before but why not? I have to finish a few orders first but then I'm all yours."

"Oh Ok," said Lynn. "I was sort of joking. I didn't think you'd really do it. Can I think about it for a few days?"

They didn't talk about it after that but the thought kept turning around in Lynn's mind. She mulled it over for the next few days until her decision today.

Now that Lynn had given Kat the go ahead, she needed some pictures. She had quite a few on her camera phone so she grabbed it and started searching. After a few minutes she gave up. There was plenty to choose from, just not what she was looking for. Lynn knew Kat was waiting so she got up and headed for her bedroom. She unbuttoned her jeans and wiggled out of them, kicking them off. She hooked her thumbs into the sides of her panties and slid them down her thighs and onto the floor. Getting herself comfy on the edge of the bed she positioned the camera and snapped the first shot. When she looked at it she couldn't believe how wet her pussy was in the photo.

Why am I so horny?

Lynn thought.

I've taken tons of dirty pictures of myself. Is it because I'm sending them to Kat?

Lynn touched herself, running a finger up and down feeling her wetness, smearing it over her lips. The moan she made reminded her that she didn't have time for this no matter how horny she was and she reluctantly moved her hand away. Lynn grabbed a tissue from the nightstand and wiped herself dry. Ten minutes later she had several photos she though would do and sent them off to Kat.

Kat responded that she had the pictures and would get to work right away. A few hours later she called Lynn with a problem.

"Hi Lynn, its Kat. I've been working on the cake but I'm not really happy with the way it's turning out. Could you pop over and let me know what you think?"

A short while later the two women were standing in Kat's kitchen staring down at the cake.

"Well, what do you think?" asked Kat.

"I like it," Lynn said, but Kat had caught the hesitation.

"You don't love it though, do you? I did what I could with the pictures you sent me, but I had a hard time with the details."

"What if I posed for you?" asked Lynn. "It's not like you haven't seen me half naked already."

They both laughed at this but Lynn got serious after a moment. Gathering her courage she said, "I want this to be perfect. If you need to see the real thing I'm ready when you are."

Kat agreed that that would probably be best. She left Lynn in the kitchen for a minute and came back with a thick blanket and two pillows. Kat cleared the table and spread the blanket over it, putting the pillows at the far end. "So it won't be cold on your bare ass," she explained with a smile.

Lynn unbuttoned her jeans and stripped them off for the second time that day. Luckily she had changed her panties because the ones she wore earlier ended up a bit damp. She hadn't expected to have her pants off and had grabbed a frilly black thong after her photo session.

"Those are cute, where did you get them?" asked Kat.

"Thanks," said Lynn. She couldn't remember and told her so. The material had wedged itself deep between her cheeks and stuck there for a moment as she slid her panties to the floor. She pushed them and her jeans aside with her foot.

"Ok, up you go," said Kat, motioning to the table.

Lynn lifted herself up onto the table. The fuzzy material tickled her bum as she slid back. She lay down and tried to relax, her head resting on the soft pillows.

"Comfy?" asked Kat.

"I think so," responded Lynn.

"Good. Now spread 'em!" Kat said forcefully.

Lynn's eyes went wide, shocked at the demanding tone of Kat's voice.

Kat laughed at Lynn's startled reaction. "I'm kidding," she said. "You

will

have to open you legs a little so I can see what I'm working with."

Lynn slowly parted her legs giving her friend a clear view of her pussy. She could feel the colour rising, turning her cheeks a shade pinker. Lynn was slightly embarrassed but, she had to admit, it was turning her on. Kat was staring between her legs, examining her, and when she glanced up, Lynn thought her friend's smile had a mischievous look to it.

Lynn watched while Kat got prepared, following her movements as she collected this and that, humming softly. She found herself staring at Kat's ass as she bent to get something from a bottom drawer.

What the hell is that all about?

she thought.

She does have a nice ass but why can't I take my eyes off of it?

Laying spread eagled on her friend's kitchen table like this was strangely arousing. She hoped it wasn't too obvious.

Kat brought the cake over from the counter and placed it on a rotating stand that make her job much easier. She usually stood while decorating but decided to sit, as this might take awhile. The stand was tall so she pulled a barstool over from the island on the other side of the kitchen. Kat gathered all her tools and sat down to get started.

The cake soon took shape under Kat's talented hands. She used different shades of pink in her work. Lighter tones were for the skin and outer lips and darker tones, at times almost red for the inner lips and clit. As she expertly molded the fondant she continued to hum. Lynn watched the progress from between her legs and noticed Kat absentmindedly opening and closing her legs as she worked. With a clear view up Kat's skirt, Lynn could see that her friend was wearing very sheer blue panties. Lynn could swear she saw a wet spot in the crotch. Was this having an effect on Kat as well? Lynn's nipples stiffened at the thought.

Kat used her tools and then her fingers to shape the cake representation of Lynn's beautiful pussy. She molded the lips and rolled a small ball that she tucked into a fold at the top. This was Lynn's clit. Kat's gaze alternated from her creation to the real thing. She took great care to make it right. Deciding the clit had to be bigger she reshaped it. Her fingers lingered over this little nub, gently smoothing it. The more she touched it, the more she caught herself wishing it was Lynn's flesh and blood clit she was stroking.

At that moment the doorbell rang.

"Oh shit!" exclaimed Kat.

Lynn sat straight up, franticly looking for something to cover herself. She grabbed a pillow and hugged it to her chest.

"I'm so sorry," Kat apologized. "I forgot Mrs. Johnson was picking up her anniversary cake today. Don't move. I'll be right back." She grabbed a cake from the refrigerator and hurried off to answer the door.

The kitchen was at the back of the house so there was no way Mrs. Johnson could see Lynn. She could hear their voices through the house as the older woman rambled on. She was a talker, that Mrs. Johnson. Poor Kat wouldn't be back anytime soon.

Lynn sat on the edge of the table thinking about this strange afternoon. In her mind she kept seeing Kat's wet panties. The more she thought about it, the more she felt a tingle between her legs. Having to give up her masturbation session earlier, her pussy was now aching to be touched. She couldn't pass up this opportunity and figured she had time for a quick feel. Parting her legs, she placed the palm of her left hand firmly between them. Her hand was cool against her hot skin sending a shiver up her spine. Lynn closed her eyes, picturing Kat's panties. She pressed with her middle finger and it slipped past her lips. She wiggled and swirled it around, moaning quietly. She had no time to waste so she pulled her finger out and moved it up to graze her clit. This sent a shock though her and she knew there was no stopping now. She flicked her throbbing button faster and faster. She was on the verge of cumming when she heard the door shut. She was so close, but what would Kat think if she walked in to see Lynn stroking herself to orgasm? Could she risk it? Probably not. With a heavy sigh she very reluctantly stopped. Lynn tried to compose herself, crossing her legs as Kat returned.

"Ok, where were we?" Kat said as she entered the kitchen. She could tell that something had happened while she was away by the flustered look on Lynn's face. "Are you alright?" she asked.

"Good, yep. I mean I'm good," stumbled Lynn.

Kat gave Lynn a thoughtful look for a moment, but then asked, "Do you want to see what I have so far?"

Lynn stood up on shaky legs to inspect the cake. Her head was spinning and she felt a little woozy. She took an deep breath to steady herself. As they were both admiring the work Lynn said, "That looks really good."

"Yes it does," replied Kat, a slight waver in her voice. She cleared her throat and asked Lynn if she would prefer the lips more open. Lynn thought about it and agreed it was sexier that way so she climbed back on the table to finish posing. Again, she opened her legs wide. Reaching down with her left hand she used two fingers to spread her lips apart. Her pussy was still very sensitive and she caught her breath at the touch. Kat watched the thick white cum dribble from Lynn's pussy as she parted her lips.

I knew it!

she thought.

Kat sat down again, this time purposely keeping her legs open for Lynn's benefit. This didn't go unnoticed as Lynn stared directly at her friend's crotch. It wasn't long before Kat had made the adjustments needed. She got up and rummaged around but quickly returned, adding the final touch. With that she announced she was finished. Lynn sat up the see the masterpiece. The puzzled look on her face was priceless.

"Uh, what is that?" she asked, pointing.

"It's thinned down white icing," Kat said innocently. "You said you wanted this to be life like. That's the cum that's running out of you."

Lynn's eyes flashed down to see the wet spot on the blanket. She immediately turned bright red and started to stammer an apology.

Kat stepped over and put a reassuring hand on Lynn's shoulder. Her other had grazing Lynn's thigh.

"Shhhh, its ok. I don't mind at all. You've already made a mess of my table so lay back," she said smiling.

She gently pushed Lynn back down. Kat pulled up a chair from the table and sat between Lynn's open legs. Tracing her fingertips slowly up and down Lynn's calves at first, she slowly moved up her thighs until she brushed over Lynn's pussy. Kat stroked and teased, getting close but never touching her clit.

Lynn was in absolute ecstasy. Kat's fingers were doing amazing things to her. Her clit was aching and she couldn't wait any longer. She moved her hand down but before she could satisfy here desire Kat gently but firmly slapped her hand. "Not yet," she said.

Lynn was going crazy but she obeyed. After a few more minutes of teasing, Kat dragged a fingernail across the swelling bud. Lynn's breath caught in her throat at the overwhelming sensation. Kat watched as Lynn's pussy quivered and pulsed open and closed. A second touch brought a long moan from deep inside Lynn. Wetness oozed from her lips and Kat leaned closer inhaling the aroma. Lynn could feel Kat's breath now; her nose only inches from her slit. Kat opened her mouth, her tongue extended, reaching, searching. Her eyes closed as she made contact ever so slightly. She licked slowly from the bottom of Lynn's pussy to the top, parting the lips, stopping just short of her clit. Lynn made a small sound; equally disappointed and annoyed. Kat smiled at this, softly kissing her way around, from Lynn's inner thighs to her mound and sweet lips. She avoided all contact with her friend's swollen clit.

By now, Lynn was getting desperate. She needed to cum. Their eyes met and Lynn said one work, almost begging, "Please?"

"Hold on one minute. Ok?" Kat said. Lynn sighed. Her head flopped back on the pillow as her friend got up and hurried off. She was back a few moments later, a very realistic looking dildo in her hand. It had a suction cup on the end just below the balls. Slamming it down on the seat of the chair she gave it a tug to make sure it was secure. She lifted her skirt and Lynn noticed she was no longer wearing panties. Kat positioned the thick cock at her opening, lubing the tip with her wetness. With one fluid motion she sank the entire seven inches into her pussy. Lynn watched as the fake cock stretched Kat open. A deep moan escaped her lips as she was impaled. Kat's mouth was open, her breathing ragged as she slowly slid up and down on the dildo.

"Oh that's good," she said. "I really need this. I've been wet since you sent me those pictures this morning." She rode the cock slowly while she said this, picking up the pace gradually. "Don't think I forgot about you," she said. "I've been dying to try this out on someone." Kay stuck out her tongue and pushed the button on a spiky blue and white tongue ring. It began to vibrate. This was the second of Kat's hidden piercings Lynn had seen in the past 5 minutes.

Kat leaned towards Lynn but this time she wasn't tender

or

gentle. She hooked her arms through Lynn's legs grabbing her thighs, her fingers firmly gripping the soft skin. She pulled her tight and dove in face first, licking and sucking. Kat's tongue working the instant it made contact.

Lynn thrust her hips up to meet Kat's hungry mouth. The combination of Kat's tongue and the buzzing vibrations took less than a minute for Lynn to feel the beginnings of her orgasm. Her heart rate increased as she panted, seemingly unable to get enough air. Kat's tongue was magic, flicking her clit and sucking it hard.

Lynn went rigid as she came. This is what she'd been wanting so badly since early that morning. She was still trying to grasp the fact that her friend had just made her cum. Rolling from side to side, she tried to push Kat's face from her crotch; the sensation was now too much. Kat would have none of that and fought to keep her lips locked on. She succeeded and Lynn fell back lost in the intense pleasure.

Kat had never stopped thrusting the dildo into herself. As Lynn seemed to relax a little, Kat picked up the pace fucking the plastic cock harder, slamming down on it, driving it deeper. She kept sucking, her tongue never tiring. Kat was nearing her own orgasm, moaning into Lynn's pussy and sucking harder the closer she got to climax.

Lynn could tell Kat was close to cumming and urged her on. She grabbed Kat's long hair and pulled her tight against her. "Fuck that cock, fuck it harder!"

Kat rammed her pussy on the dildo one last time and came hard, but she didn't let up on Lynn. As she orgasmed she sucked even harder, her moans filling the room.

"Oh God that's it, suck my cunt! Suck it! Suck it!" Lynn shouted. She felt a strange sensation, a weird feeling in her stomach like she had to pee, and then before she could comprehend this it hit her. The orgasm was so strong that Lynn was temporarily blinded, everything a white haze. Her head fell back, her mouth open in a silent scream. Her cum gushed out, spraying Kat's face and hair, soaking into her shirt.

Kat was still reeling from her orgasm and wasn't ready when Lynn came. With her mouth still covering Lynn's pussy, she choked and sputtered as the stream of liquid went down her throat. She swallowed this and little more before breaking contact. As she sat back, more sprayed her face. When Lynn came around she propped herself up on her elbows and looked down at her friend. Kat was drenched, Lynn's cum dripped from her nose and chin.

"That! Was! Amazing!" exclaimed Kat, grinning from ear to ear. She pulled her T-shirt over her head and wiped her face.

Together they cleaned up the kitchen, but not before a few well-earned minutes of rest. Kat packaged up the cake as Lynn grabbed her coat and purse.

"What do I owe you for the cake?" asked Lynn.

Kat touched Lynn's arm to keep her from pulling out her wallet. "Oh, I believe I've

already

been paid," she said with a wink. "I hope Matt enjoys his surprise as much as I did." She gave her a peck on the cheek as Lynn left.

The next day Matt phoned Kat to thank her.

"Kat, I can't believe you made that cake. I knew you were talented but that was fantastic!" he said.

"Thanks, I'm glad you liked it."

"The detail was amazing. How did you do that?"

"I have a good imagination," she fibbed. "Plus there is no shortage of naked girls on the internet for inspiration."

"It was definitely a work of art and I hated to do it after all the work it must have taken, but I had to eat it," he said. "It didn't just look good, it tasted great."