Gym Friends - the Vacation

We went to the beach to relax after introducing Sheri to our vacation. As we sat in the sun, Sara and I looked at Sheri, knowing that we were going to have our way with her again through the remainder of our weekend. After Sheri's intended plan to be a lady of the evening at a gentleman's club didn't work as intended, we knew that she would do whatever we wanted to pay off her debt from her failed plan as well as her larger debts.

As we sat in the sun, Sheri turned to me and asked how all of this got started for me. I looked at her with a puzzled expression and reminded her that we'd found her in trouble at the airport and that was the beginning of her time with us. She looked at me and asked, "No, I'm curious about how your became involved with another woman. What happened? Does your husband know? Why do you do this?" Her questions came at me quickly as she asked about my life. She let me know that she was genuinely curious about how this had happened and that she had wondered if this would be something she would enjoy and now that she knew of the enjoyment, she was curious.

Sara looked at us and said "I remember you telling me this story and how much I enjoyed hearing it. Perhaps it will get Sheri as hot as the story gets me every time I think about it."

With that, I went back into my past and told Sheri how I had been seduced by my neighbor and then how my involvement with her had grown. I told her about that day long ago when I thought I was going to have coffee and borrow a dress but had instead been seduced and had my first taste of sex with a woman. Sheri listened intently as I related how our involvement had grown into regular sessions of friendship and fun until it ended with Andrea moving away. Then, with Sara smiling at me, I told Sheri of meeting a new friend at the fitness center and becoming co-workers. I told her how Sara and I had expanded our friendship to include being physical and the fun that we had, which was now including her.

Sheri asked "So, it is more than just sex?"

I assured her that it was much more than just sex. It was our friendship that intensified our pleasure. I told her, "What you were going to do at the Red Dress Inn was just sex. This is friendship first which makes the sex so much better."

Sheri continued her questioning, "But you're both married. Do your husbands know about this?"

I exclaimed, "Oh my gosh, NO! I most certainly have never shared this with my husband. He knows we're good friends and co-workers, but he doesn't know anything about what happens between us. I never want to know how he would react."

Sheri smiled at us, "Well, you most certainly do seem like you're enjoying each other. It does seem to be something that I want to learn more about over the next few days."

Sara looked at us, "I'm not sure I can stay at the beach much longer. I know that we already had fun once today but this conversation is making me need some more friendship in private."

Sheri looked at us, "and me? What about me?"

I looked at her, "Well Sheri, I offered to help you because you're a family friend from our past. Bringing you into our vacation fun is an extra. It was great to include you with us earlier but continuing is your choice. The help is the help you'll receive no matter what you decide."

She looked at Sara and then at me, "Sara isn't the only one thinking that this conversation needs to continue in private. I am most definitely feeling the need to continue to discuss friendship where no one can see us."

Then, with a devilish grin and thoughts filling my mind I looked at Sheri, "Well, in that case, you can continue to pay off your help by being our plaything. Prove to me that you're feeling a need to move into a more private setting." With that, Sheri glanced around the beach to see if anyone was looking closely at us. She turned so that she was facing Sara and me. She spread her legs, leaning a bit back and glanced around again. One hand slipped between her thighs and she pulled her bikini bottom to the side, exposing her pussy to us. As she held her bikini aside, her fingers spread her pussy lips showing her glistening inner pink flesh, her arousal apparent by her wetness.

"Please, please, I need another round with you two." Sheri spoke in a near moan as she showed off her arousal. Sheri's fingers spread herself open for us, inviting us to join her pleasure. Sheri's fingers touched her aroused wetness and I thought she would massage herself to orgasm as we sat there on the beach. With that, Sara and I began to pick up our things to head back to the condo.

We entered the condo and dropped all of our beach bags and other equipment on the floor. Sara came to me and her hands were quickly up my beach cover-up, pulling it over my head. Her arms wrapped around me, pulling her tightly to her body as she kissed me. Her kiss was hard and frantic, plunging her tongue deeply into my mouth as we both moaned in building arousal. We kissed over and over as Sheri watched us, beginning to pull off her own beach clothes. Sara pulled my bathing suit down and knelt in front of me, pushing my suit down my legs and pulling it over my feet so that I was naked in front of her. I pulled her up to me so that I could do the same and strip off her bathing suit. Sheri stood with us, naked and massaging her pussy as she watched us undress each other. In minutes, we were all naked and hugging in the condo living room.

Sara suggested we move first to the shower to wash off the sunscreen lotion we were all wearing. She moaned to us, "I love to suck your body but the taste of your sun lotion isn't the taste I'm looking for right now."

We moved to the master bath and turned on the shower. It was big enough for all three of us as we stood under the spraying water, reaching for the bath gel and starting to soap each other's body. We washed each other from head to toe, six hands frantically massaging each other's flesh as shared kisses. Each squeezing the other's breasts and pinching erect pointy nipples as our moans filled the shower. Three bodies hugging as our arms wrapped around each other while the shower water rinsed the soap from our bodies. When we were clean, Sara moaned to me that she wanted to show Sheri how hard she could make me cum and teach her how to pleasure a woman to intense peaks of delight.

We shut off the water and our dripping bodies moved to the bed. Sara pushed me onto my back and knelt in front of me. She spread my legs and her mouth moved to my open pussy, taking me deeply into her mouth. Her tongue penetrated the lips of my pussy. Her lips pulled and sucked at my aroused swollen clit. I looked at Sheri as she knelt beside us, her fingers once again exploring her wetness. Sara looked up at Sheri and asked, "What are you doing? Are you pleasuring your own pussy when you should be pleasuring one of us?" Sheri looked at Sara and realized that she was about to be taught a lesson. Sara continued, "Massage my thighs and ass like you should be doing. If you do a good enough job for us, we'll give you pleasure."

With that, Sara returned to ravishing my aroused pussy with her lips and tongue. I watched as Sheri moved behind Sara and began to rub her thighs and ass. I watched as best I could with my head leaning back as my delight caused me to arch my hips up to meet Sara. I could feel my climax building as Sara licked me...then sucked me while her fingers explored me. Sheri's massage moved up Sara's thighs, going higher and higher as she rubbed until the massage was focused on Sara's aroused pussy. I heard Sara moaning into my pussy as she began to feel the pleasure of Sheri's massage. As Sara moaned, "oh yes, in me...put your fingers in me", my body climaxed into waves of pleasure and I filled the room with my loud moans.

Sara lifted her head from me as the waves of pleasure subsided and I tried to catch my breath. She moved so that our legs were intertwined with our pussies pressing against each other as Sheri knelt over us. "Pleasure us both!" Sara frantically ordered Sheri. As Sara squirmed in the bed, I felt our wetness rubbing against each other and Sheri leaned down to kiss us, her lips meeting our lips as we both continued to squirm. Sheri did her best to lick Sara, then lick me and then return to Sara. Even though I had climaxed once, I could feel that our motion along with Sheri's lips would build me to another peak of pleasure. Sara's moans intensified as her hips continued to grind against mine as she sought the most intense contact with my pussy and Sheri's lips. As Sara's pleas for pleasure grew louder, Sheri ignored me and took Sara's clit between her lips and began to suck her aroused cum button into her mouth. Sheri pushed her hand between us, plunging her fingers deep into Sara to complete her satisfaction and bring her to the climax she was begging to receive. As I heard Sara's orgasmic moans fill the room, I again felt the waves of my own pleasure filling my body as I ground my pussy against Sara's thigh.

Both Sara and I fell onto the bed, our heads back as we panted in delight and tried to catch our breath. As my breathing came under control, I wanted to share the pleasure with our new friend and student. I knelt up on the bed and kissed Sheri, tasting the coating of our orgasms on her mouth. I told her to lie back and I pulled her legs over my shoulder, opening her glistening pussy to me as I lowered my mouth to her swollen cum button. I took her into my mouth, beginning a lip and tongue massage to bring her to the heights of pleasure that we had already experienced. As I sucked and licked her, Sara knelt over her, kissing her deeply and massaging her breasts, pinching her pointy nipples. We sought to touch all the pleasure points on Sheri's body to reward her for the success of the lesson we'd just experienced. Sara and I both sucked and licked Sheri's body as her moaning began to intensify. Her hips arched up to press against my mouth, squirming on the bed to increase the pressure and pleasure she was experiencing. Suddenly, her hands clenched on the sheets as she arched upward, her moans turned to screams and her body began to gyrate in total orgasmic delight. Sara pushed me aside and plunged her fingers deeply into Sheri's climaxing pussy to intensify the feeling, ensuring that she experienced the greatest heights of pleasure possible until she began to beg us to let her rest.

After a few minutes of catching my breath, I got up and found a t-shirt to pull on. I wandered out to the kitchen to grab a glass of wine to take to the balcony with me. From the surrounding condos, no one had a good enough view of the balcony to see how barely dressed I was as long as I was wearing a shirt. As I sat there sipping my wine, Sara and Sheri joined me, also holding a glass. We sat on the balcony in silence smiling at each other for a few minutes until Sheri spoke up. "So, it is quite a friendship you two have. I'm very lucky to have the chance to join you."

I looked at her with a smile as I held up my glass, "Cheers. Let's drink to long and continuing friendships."

After we finished our wine, we began to discuss dinner and realized that a trip to a restaurant or grocery store would be needed. We laughed at whether or not we would need to be better dressed for those options or if the t-shirts alone we were wearing would suffice. Then Sara said, "I say we go to the grocery store dressed just like we are now. Think we'll get a lot of attention when I lean over the produce bins?" With that, she moved to the balcony railing and leaned over, her t-shirt lifting up and giving us a nice view of the lower half of her cute ass.

Sheri immediately got up and told her, "If you do that, I'll have to keep you covered up like this." She positioned herself behind Sara and lifted up her t-shirt, pressing her bare pussy up against Sara's ass. Sheri pressed against Sara, grinding her hips forward to make solid contact between her pussy and Sara's bare bottom.

Sara let out a moan, "Oh wow, Sheri, I can feel your heat and wetness when you do that. What will the other customers say when we're moaning and squirming all over each other." I looked around at the other balconies and down to the parking lot below. I didn't see anyone looking at their show other than me so I let them continue. Sheri's hands reached around to cup Sara's breasts as she continued to pleasure her pussy on Sara's ass.

Sheri laughed, "I'll bet everyone will stare at your pointy nipples and wish their hands were all over you like mine are." Sheri continued her massage, alternating between squeezing and pulling on Sara's erect nipples. Then I saw Sara's hand drop from holding the railing and sliding between her legs. I watched as she slipped her fingers into her pussy and began to rub herself deeply. She moaned as she rubbed herself while Sheri continued to play with her breasts. I glanced around to ensure that we didn't have any spectators as my own fingers slipped up my thigh to lightly caress my own aroused hot spot.

Sara pulled her fingers from her pussy, turned to Sheri and put the shiny, not fingers up to Sheri's lips. "Taste what you've done to me. Like the hot cream?"

I looked at them as I realized we were totally losing control for yet another time. "Ladies, we need to take this back inside. I don't think we want the whole condo complex watching Sheri sucking on Sara's pussy." Sheri pulled Sara's fingers into her mouth and sucked on them, savoring the nectar coating them.

With that, Sara took Sheri's hand and pulled her back into the condo. As they entered, Sara pulled her t-shirt over her head and moved to the sofa naked pulling Sheri behind her. Sara fell onto the sofa and spread her legs, "Suck me, lick me...taste my creamy pussy. I'm going to cum on your face." Sheri obediently fell to her knees and began to savor Sara's hot wetness. Sara quickly began to moan as Sheri softly licked up and down her pussy lips. I moved closer to watch as Sheri teased her with long licks up and down Sara's wet aroused slit. Sheri moved her fingers to the sides of Sara's pussy and pulled her open, penetrating her tongue as deeply as she could into Sara. As Sara began to squirm, Sheri returned to the long teasing strokes with her lips and tongue. Sheri kept on teasing her until Sara began to plead with her for deeper kisses and penetration. As Sara's pleading turned to begging, Sheri again pulled open her pussy and slid her tongue deep inside, generating grateful moans from Sara. Each time Sara's arousal grew to near climax, Sheri returned to the teasing strokes.

As I watched, one hand slipped up my t-shirt and began to massage and pull at my aroused nipples. My other hand softly caressed my own pussy, wet and steamy from the show I was watching. I pulled my t-shirt over my head and joined them in being naked. As I continued to watch, I moved closer and closer to them.

Sheri continued to alternate how she pleasured Sara. She drove Sara to the brink with sucking and tongue penetration only to return to slower licking and savoring. I could tell that each time Sara got to the brink, it was a higher build-up and the orgasmic explosion would be huge once it hit. I pushed Sara back to lying on the sofa and moved above her, lowering my own aroused pussy so her mouth could replace my playing fingers. As Sheri continued to pleasure Sara, I began to use Sara's face for my own pleasure. As Sara frantically grabbed at my pussy and clit with her mouth, I pushed myself down on her, rubbing against her face as she continued to suck whatever parts she could get into her mouth. I pulled at my nipples as I continued to ground myself against her, generating my own pleasure as she sucked on whatever pushed between her lips.

I moaned, "Sheri, finish her...make her cum...I'm going to explode and then I'll suck you until you cum. I want to taste you and pleasure you." With my words of encouragement, Sheri pulled Sara's clit into her mouth, sucking hard and plunged her fingers into Sara's dripping pussy. Sara tried to suck me but was soon lost in the waves of pleasure filling her body. As Sara screamed into my pussy that she was cumming, I joined her in total orgasmic delight, my body filled with the waves of my climax. When I could not take it any longer, I fell off of Sara's face and looked at Sheri as she looked at me, her face shiny with the juices of Sara's orgasm.

I leaned over to Sheri and kissed her, tasting the juices of my friend Sara on her face. As we kissed, I lifted her onto the sofa next to Sara's outstretched body. I pushed Sheri back and spread her legs, lifting them over my shoulder. Sara moved to kiss her, "I can taste myself," she moaned at Sheri as their kisses grew more intense. I began to gently lick and suck Sheri's aroused pussy as they continued to kiss. Sara pulled at Sheri's breasts, rolling her erect nipples between her fingers. As Sheri began to moan louder and louder, my licking and sucking became more intense. I found her swollen clit and began to suck as I slid my fingers into her, feeling her wetness. Sheri's squirming on the sofa showed her reaction to our pleasuring her body. Sara kissed her harder and deeper. I sucked at her clit harder and massaged it with my tongue. As I fingered her wetness deeply, Sheri screamed in pleasure that she was cumming. We continued our efforts to intensify her climax until she begged for us to stop, moaning that she could take no more.

All three of us fell back to catch our breaths. Our deep panting filled the room while we all recovered from our pleasure and the efforts to generate pleasure for the others. Finally, Sara spoke, "Weren't we talking about getting something for dinner? Do either of you have any thoughts about that?"