A Night with Tracy

M-Y Erotica, my editor, thank you once again for your guidance :)

To everyone that read and loved the first installment of this story enough to request a second, I sincerely hope it lives up to your fantasies. I'm sorry it took so long to get it to you. ~DK

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Still shaking from the force of her orgasm, Tracy lay on the bed trying to quiet her limbs. She felt delicious... and sinfully erotic. It wasn't what she had expected. She had expected to feel uncomfortable, her stomach in knots. But instead, she felt better at this moment than she ever had with any of the men she'd slept with.

There was always a moment after being with one of them that seemed to be filled with anxiety. With a sense of caution and dread, as though one of them would be commitment bound. But with Sarah all she felt was satisfied. Comfortable. Empowered.

Tracy heard Sarah moan as she gently pulled her finger from Tracy's pussy. The moan was filled with a need for release and Tracy smiled, not quite sure what to say. Raising her head off the pillow to look at her friend, she quietly whispered, "How... how do you feel?" It was all she could do to resist the impulse to ask, "Was it good for you too?"

Sarah hesitated before answering, "You were... you are... so incredibly sexy when you cum."

Tracy couldn't help it. The devilish side of her nature just would not shut up for even a few minutes. "Thanks. I bet you say that to all the girls."

Sarah giggled. Slapping Tracy on her bare tush, she replied, "Yeah, you're right. There've been SO many that I've started rating you all on a sexy-when-you-cum scale. You're a ten by the way."

Tracy watched as Sarah scooted off the end of the bed and walked around the bed toward her, swallowing convulsively as Sarah leaned down to lightly place a kiss on her forehead before standing back up. Sarah was turning to walk away but the brush of Tracy's fingers on her arm stopped her and she looked back.

"Wait." All of the self-assurance that Tracy had felt just seconds ago deserted her with that one word. "I... I know what I said about...." Tracy nibbled on her lip and looked up at Sarah, trying to gather her thoughts. "About... reciprocating..., but...." Propping herself up on one elbow, she took a breath and then pulled Sarah down so that their lips were a fraction apart. Tracy licked her lips and gently placed her mouth on Sarah's, which were still wet from her own body.

Swallowing Sarah's gasp, and pushing aside the nerves that sent a quiver through her midsection, Tracy gently nibbled and caressed Sarah's lips, gaining courage with each second that passed until finally her tongue could not stand the anticipation and advanced, urging Sarah's lips apart. She heard Sarah moan and felt her own heart pound against the inside of her chest.

Tracy pushed herself up from the bed until she was kneeling and threaded her hands through Sarah's silky blonde hair. She pulled Sarah closer, until her bare breasts pressed against the soft fabric of Sarah's t-shirt and kissed her fully. Her tongue danced inside and the scent of her own body greeted her as she breathed. She could feel Sarah's nipples through the thin cloth and she broke the kiss to pull Sarah's t-shirt up and over her arms, revealing smooth, tan skin, and...

Tracy laughed. "Caught red-handed! Something tells me that when you borrowed my bra you weren't expecting to find yourself in this precarious position."

Sarah looked down in puzzlement and then chucked. "I forgot."

"Oops."

"Yeah... oops." Tracy cleared her throat, attempting to remove the lump of nerves that had made its way upward. "Maybe it's time you gave it back to me. What do you think?"

Tracy smiled as Sarah's cheeks turned a soft shade of pink. Slowly, she reached out one trembling hand. Her fingertips met with soft skin and felt the taught muscle that angled down from Sarah's shoulder to the sensual slope of breast. She moved to trace over the bony part of Sarah's sternum before drifting down to gently trace the lace along the top of the bra. Moving lower still, Tracy cupped one of the soft, round orbs, letting Sarah's firm breast weigh heavy in her hand.

Sarah moved one arm around to unclasp the bra, but Tracy's hand on her arm stopped her. "No. I- I want to." Reaching behind Sarah, Tracy attempted to unclasp the bra but fumbled, folding the elastic back in an attempt to slide the hooks out. "You know, I used to get annoyed when someone I was with couldn't get my bra off, but from this angle it really is hard to do."

The bra loosened as the clasp gave way, and Tracy let the bra hang there for a moment before her fingertips sought out the underwire of the bra and traced it back to the front. Brushing against the softness of Sarah's breasts, Tracy watched Sarah's eyes close and her head roll back. As impulsive as Tracy was, she was not immune to a bit of anxiety. She had never done anything like this before. Thought about it, sure, while masturbating, usually, so doing it for real was a bit different. But, it also felt so good, so comfortable. She wanted to see how it would end if she just kept going, kept exploring, kept squelching the small voice in her head that told her she had no idea what she was doing.

But then again, if Sarah could do it, so could she. That's how it had always been- and as far as she was concerned, how it would always be.

Sarah cleared her throat and softly spoke. "It's okay if you want to stop. I know that I probably caught you off-guard...."

Tracy looked up and saw the hopefulness and concern in Sarah's eyes and answered with a twinkle. "Oh no you don't. You're not going to back out now, Missy. Now that I've finally got you where I want you."

Tracy's fingers, which had been making light feathery movements under Sarah's bra, finally gained enough courage to lift the fabric away, and her breath caught in her throat as Sarah's breasts bounced free, full and firm and beautiful in front of her. All she could think was that she was dying to touch them.

Sarah's nipples were hard, flesh-colored peaks and Tracy gingerly reached out one arm to place the flat of her palm against the top of one of them. Sliding her palm over the tip she let her hand explore one hard nub before raising her other palm to the other nipple. Each quick breath Sarah took pushed them closer to her palms until finally she let her fingers clasp the top of Sarah's breasts and gently caressed them.

Butterflies danced in her stomach but she pushed them away and focused instead on the trembling desire worming its way into her system. She wondered briefly how each of the nipples would taste. Spreading her knees apart to better brace herself on the bed, she moved her hands until they were cupping each breast from beneath and bent her head until her mouth was only a whisper away from Sarah's breast.

Recognizing her intent, Sarah let out a low groan and a tremble shook through her body. Tracy felt Sarah's fingers dive into her hair, pulling a little as Sarah tried to steady herself. Above her, Tracy heard the whispered, "Oh my God..." and smiled before closing in completely over Sarah's breast.

Tracy ran the flat of her tongue over Sarah's nipple, marveling at how rough and hard it felt. The scents of incense, spice, and musk from Sarah's perfume tickled her nose and she trembled as a sudden hunger surged through her, propelling her forward. Like a babe late at feeding, she could not get enough and she filled her mouth with Sarah's breast, sucking hard and determinately. Fog suddenly engulfed her senses and it seemed as though she were floating from thousands of miles away as desire and adrenaline coursed through her veins. She felt as though she was full of nothing but the determination to give and get pleasure.

Tracy moved to the other breast giving it the same voracious attention that the first had received. She gasped as a sudden sharp pain hit her mid-section and she realized that Sarah was hanging onto her in an effort to remain standing, her nails biting into the soft flesh at her side. Tracy pulled away and once again sought to hungrily devour Sarah's mouth before pulling away.

"Why don't we trade places? Sit on the bed."

Sarah moved and sat with a sigh on the bed as though it had taken all of her strength to remain standing, and Tracy knelt in front of Sarah's legs, using her hands to urge Sarah's knees apart. Tracy's stomach was vibrating with excitement, with anticipation, and, if she were honest with herself, a little fear.

Although her fantasies had sometimes included another woman, she was usually on the receiving end of the attention. Although she knew her own body and what would make it release, it was a different story when faced with trying to pull that reaction out of someone else.

But her mouth was watering with how much she wanted to try.

Sarah's skin was tanned from their many adventures outdoors and a steady dose of the tanning bed. It looked beautiful and smooth against Tracy's fingertips, and she massaged the skin between Sarah's thighs urging them further apart, moving closer and closer to Sarah's warmth with every stroke forward. Beneath her fingertips she felt the muscles flex and jump as Sarah tried to control her trembling.

Thighs opened, revealing plump lips swollen with desire and glistening with a silvery sheen of moisture. Tracy used her thumbs to touch the outer edges, pressing them together. Sarah whimpered and jumped, her hips bucking forward into Tracy's hands, begging for more. Tracy gladly gave it, moving her thumbs in a circular motion, rubbing Sarah's pussy lips together, occasionally moving up to where her clit was sheltered, until Sarah was lying back completely on the bed writhing in unbridled need.

Tracy was torn. On one hand, she knew Sarah needed release. She instinctively knew Sarah was probably so close that it would not take but a few masterful movements to have her exploding in front of her. On the other hand, she was finally here in a position where she could explore and learn and it would be okay. She didn't know if she'd be in a position again that allowed her such complete access to exploring... Sarah. Smirking impishly, she made a decision. Five more minutes might drive them both insane with need, but it wouldn't kill them.

As though parting a flower bud, she slowly drew the flesh apart, revealing the hard nub of Sarah's clit. At the same time, liquid seeped out and dribbled down from Sarah's hole to her ass, soaking into the bed. Tracy felt her own body respond in kind, a wet trail of wanting running down her thighs.

The picture looked incredibly erotic and sent a tremor through her nervous system. Heat started to spread through her limbs and make its way to her face as she prepared to move forward. Deciding to take baby steps, she softly kissed the inside of Sarah's thighs. Then, fueled by the scent of Sarah's arousal, she started nibbling her way up until her ear met with soft skin, and she knew there was no going back.

Taking a deep breath and swallowing hard, Tracy moved to plunge forward, her tongue hard and intent on its target. Nervous curiosity lingered in the back of her mind as taste buds met with warm moisture and moved inside Sarah's most intimate spot. Saliva dripped from her mouth as she uneasily anticipated a new and different taste, but she was surprised when the lightness of the liquid, only a sweet sensation of arousal.

Using the broad of her tongue, she drew it up and into the folds of Sarah's pussy, pushing and testing hidden crevices until finally she made her way up to the erect nub on top. Sarah jumped and her legs closed hard on Tracy's head as Tracy's tongue circled around her clit.

Tracy pushed Sarah's thighs open and moved her thumbs back into their massaging rhythm. Sarah's bucking was now making the bed bounce and her moans were loud enough that the people in the room next door would be talking about it for weeks to come.

Tracy watched Sarah moving on the bed in frustration and arousal and made a decision. Moving quickly, she searched for her carry-on bag, finding it hidden beneath a pile of their newly discarded clothes. Reaching in, she grasped for the familiar object, its smooth, hard plastic making her smile in anticipation. Old faithful was clean and ready to go and not once since she had purchased the device had she looked more forward to using it.

The ironic part was that she wasn't even going to be using it on herself.

Placing one knee on the bed, Tracy leaned over and kissed Sarah fully, catching Sarah's surprised gasp in her mouth. Running one hand over the smooth skin of Sarah's thigh and up between the open juncture, she used one finger to tease Sarah's cunt as though to move in before retreating. Moving once again to kneel on the floor between Sarah's legs, she turned the vibrator on and ran the tip of it over Sarah's pussy.

Sarah damn near bounced off the bed as the tip of the vibrator rubbed against her clit, and Tracy's own need was pushed aside as something deeper replaced it. She wanted to see Sarah cum. Wanted to watch the sweet ecstasy sweep across her face, her toes curling as the volcanic rush of pleasure and feeling raced through her body. She wanted to know how powerful it felt to know that she could make this beautiful woman explode.

Taking the vibrator, she moved it until the tip gently rested outside of Sarah's cunt, twirling it until millimeter-by-millimeter the tip was barely inside the opening. Then, she pushed it in until Sarah's body could not swallow anymore of it, before pulling it out once more. In and out. In and out. Over and over again until Sarah's moans had turned into sobs and pleas for release.

And still she plundered. In and out. In and out. Waiting. Watching. Her insides tight and trembling. Sobs of her own held at bay only so that she could memorize Sarah's face. Until finally, it was too much for even her to bear.

Keeping the vibrator at its steady pace of gentle plunder, Tracy leaned up and once again placed her mouth on Sarah's clit, letting the pool of hot saliva flow down from her lips. Gently circling. Once. Twice. And then drawing it into her mouth to suckle.

Sarah gasped and her legs closed on Tracy's shoulders, the force of her orgasm propelling her off the bed until she was suspended in air, Tracy's mouth her only guide.

To be continued...