Down But Still Up For Fun Ch 03

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There are no characters in this story that are less then eighteen years of age. This story is a pure fiction. Any resemblance to any real person living or dead is coincidental and was not the intent of the author.

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The next morning I awoke with the most erotic feelings. I was laid out on the big bed spread eagle, with the most outrageous hard-on. I could feel something warm and wet sheathing me. It seemed to be moving up and down my shaft and I could definitely feel the sucking action.

I opened my eyes and looked down expecting to see Mercy sucking me off, But no, that wasn't Mercy; it was Carol avidly sucking my cock. She looked just so beautiful. She wasn't wearing her hospital uniform, but a long black negligee. Her hair was down around her shoulders. I caressed her hair and moaned from the exquisite pleasure that her oral attentions were giving me.

She looked up into my face her eyes twinkled with a smile that her mouth was too busy to show. Still looking up into my eyes, Carol took my cock out of her mouth and started licking the crown like it was a delicious ice-cream on a stick.

"Carol, if you keep sucking me and licking like that, I'm going to blow my load all over your face."

"That's the idea, Jimmy, I love to get morning facials."

With that, she plunged her mouth down over my penis and started to suck me in earnest, nibbling my shaft as her beautiful mouth moved up and down on me.

"Oh, God, I shouted, I don't want to cum so soon, but I just can't take much more of this action." I was trying to squeeze myself off but Carol's pleasure-giving mouth was relentless. Little by little her lips, tore at my resistance. I could feel the wall crumbling, brick by brick. "Here it comes," I cried. "There will be no stopping it now. I can feel it rushing down my cum tube. Oh my God, here it comes, here it is!"

Carol took the first two squirts into her mouth. Then she pulled back an inch or two and let the rest of my cum splash all over her face. "Hmm," she said and then acted like she was showering in the nectar of the gods. She let it splash in her eyes, up her nose and every place that it could reach. Once the flow was reduced to a little trickle she licked my penis clean, not missing a single drop of my precious essence. When she had collected all there was, Carol rubbed it into her skin, as though it were an expensive lotion. She spread it all over her face and down her neck to her partly exposed breasts.

Once she was finished, Carol crawled up beside me on the bed and offered me her luscious mouth for kissing.

I took her into my arms and our kiss was long and passionate. I thought it was a little strange to taste my own cum on her luscious lips; I didn't think it was bad at all.. My hands explored her body and she pushed her breast into my palm. I brushed my finger tips over the nipple, and it responded by coming to a point and budded out about an inch from her breasts. Carol's breasts were not as big as her sister's, but still they were a 'D' cup or more.

Carol wrapped her shapely legs around mine and rubbed her damp pussy up and down against my thigh.

I rolled over on my side and kissed her eye lids, then moved my lips down to her throat and licked and kissed the area under her chin. This must have been one of Carol's erotic spots because she started to purr like a little kitten and lifted her chin to give me easier access to her throat. Her hands caressed my shoulders and I gained more confidence that I was doing the right thing. I kissed and nuzzled her throat for a few more minutes, taking my time.... there was no need to rush. My only thought, my entire being at that moment was dedicated to giving Carol the extreme pleasure that only a giving lover can ever give a woman.

"Oh Jimmy that makes me tingle all over. You are such a good lover. I knew when I saw your handsome body the first time, even injured as you were. I just knew that I had to have you. Your mouth and lips are heavenly. Keep going, baby, don't ever stop loving me like this."

I felt her gentle push on my shoulders. I took that as my cue to move on down her body. My mouth left her throat and I kissed my way down to the tops of her creamy white breasts. The black negligee robe was held closed by only a single button. In seconds I had slipped the button loose and spread the robe wide open. Below the robe the black lacy gown was held up by just two thin straps. One at a time, I pushed them off Carol's shoulder and part way down her arms. This exposed both of her beautiful lush firm breasts. The nipples were still hard and pointing straight up the the ceiling betraying the fact that she was still fully aroused.

I covered one breast with my palm and and licked the other nipple with just the tip of my tongue.

Carol gave a low moan, then reached around behind my head and pressed my mouth onto her erect nipple. "Oh baby," she moaned "just like that, suck on mommy's tit, just like you were my little baby. Oh, you are such a good little boy, Jimmy, my little baby boy." Carol's grip on the back of my head was not hard pressing. I could and did move back and forth from breast to breast, licking and sucking her nipples. Carol toyed with my ears, tickling and pulling gently on them. Then she reached down between her legs with the other hand, and started playing with her pussy.

I could smell the aroma of her pussy in my nostrils and it aroused me to a full erection, even though I had cum already just a few minutes earlier, but I was now definitely ready to start all over again. This time, though, not into her mouth, but inside Carol's wet hot pussy. I held myself back, not wanting to rush it. I wanted to slowly push her up the steep slope, taking as much time as I could, increasing her pleasure until I finally led her to the edge at the mountain top. Then I would let her float down, bringing her back up, again and again, until she was blissfully exhausted and could not physically climb the mountain again.

"Oh baby, you are so good at loving, I don't see how Mercy and I could ever let you go."

She pushed gently on my head once more and I left her breasts and kissed and licked my way down her smooth body until I came to her mound.

"Oh yes, baby, yes, lick and suck me there. Eat mommy's pussy, Jimmy, make her cum and cum. Lick the lips and the love channel, chew on mommy's clit. If you do, then mommy will make you so happy."

Carol was in some sort of dream world, where I was her small child and she was using me for her lusty pleasures. I started to lick her pussy lips and the sensitive folds below. She gasped and started to swirl her hips round and round like the waves in some great ocean storm.

"My clit, baby, don't forget mommy's clit. Yes, oh god, yes! Lick it, suck it, bite it if you like, but get my clit right now, baby."

Her clit had grown to almost an inch across and stuck out almost like the head of a penis. I've never seen one so big. I took it between my lips and sloshed my tongue over it. Carol jumped like she had been hit with a bolt of electricity. I grabbed her ass cheeks in my hands to keep her under some control. Then I started licking and sucking her in a frenzy.

She trapped my head in her soft thighs and held my head fast like her thighs were a giant boa-constrictor. I just barely had an air hole, but it was enough for me to breathe. She was huffing and puffing like a great steam engine. I could feel her come in climax after climax, while I lapped, licked, and ate her pussy like a madman.

"Oh, Jimmy, who taught you to eat a pussy like that?" She gasped, loosening her thighs at last. "Give me a minute to catch my breath."

"No one," I said, "I've never had oral sex before last night with your sister. Mercy." I was still trying to catch my breath. "As a matter of fact, I'd never fucked a girl before her."

"Do you mean to tell me that up until yesterday you were a virgin?"

"Yes, I guess I was."

"Oh my god, did you tell Mercy this?"

"No, I don't think so, does it really matter? I mean, what real difference does it make whether I was a virgin or not?" I was beginning to feel that there was something really strange about me because I had never had sex with any of the groupies in high school. After all, with studies and sports I never had much time for girls. And the fact that I was in foster care meant that I couldn't afford to take a girl out. I never even got to go to my senior prom because I didn't have the money to buy the tickets.

"So my sister Mercy took your virginity, did she? Mercy is going to go nuts when she hears this. She has always wanted to have a virgin. In her twenties now, she had given up all hope of finding one. Mercy and I both lost our maidenheads when we were still in grade school. And we have both itched for more down there ever since. I've had a couple of virgin boys but Mercy has never been so lucky. Tell me how is it that a handsome boy like you got through high school and is still a virgin."

"I don't want to talk about it," I told her. I was right on the edge of tears, I felt so depressed about it. Now she wanted me to tell her all the gruesome details of my poverty.

"Oh dear, what's wrong Jimmy? Did I say something that hurt you? If I did I'm so terribly sorry. I would never purposely say or do anything to cause you this much pain." She said hugging me into her warm body. "What did I say? I'm so confused; I don't understand what is so wrong."

"You want to know why I'm still a virgin? Well, okay. I'll tell you. I never dated a single girl in school. You want to know why? Well, I'll tell you. I never had any money to date, not even to buy a girl a cherry coke or take her to a movie or a dance. If I ever earned any money, my foster parents took it away from me to pay my keep. Since my parents died, I've always been in the way. Always used clothes. If I had a toy it was a hand-me-down toy. Most of the time, broken when I got it."

" So I worked hard and finally graduated at the top of my class and earned a scholarship to Stanford University, but it would only pay for my tuition and books. My living expenses I would have to take care of myself. That is why I was on your country road looking for some work on a farm, helping with the harvest. Now, here I am with two broken legs. I'll have to tell Stanford to just forget it. My one chance to break out, and I'm here with no way to earn money for school." My eyes were full of tears by this time, "I know it does no good feeling sorry for my self, but I was just overwhelmed with my bad luck."

Carol pressed me into her body. "Oh my poor sweet baby, don't you worry, we can work things out, the three of us will sit down and figure out a way. You'll see, we will figure it all out and find a way. Trust Carol, she knows what is best, my sweet."

She gently laid me down on the pillow. And went to get a cool wash cloth. She returned in just a second or two and placed the damp cloth over my eyes. She continued to talk to me in her gentle soothing voice.

I had exhausted myself, once the dam had broken, the pressure was released and now I felt a lot better. I just lay there listening to her soft calming voice.

Finally I got myself under control. "I'm sorry I lost it there for a minute. It is just bad luck, I guess. No one's fault, these things just happen."

"No, Jimmy, it was my fault. I could see that you were becoming upset and I kept pushing you instead of letting it go. I'm sorry I did that, baby, please find it in your heart to forgive me."

"There is nothing to forgive, Carol. I feel much better now, like a great weight has been lifted off my chest. I guess things were just piled up, and became too much for me to bear."

Somewhere during my outburst, she had removed her negligee. So now she lay beside me as naked as I was. Her beautiful soft face was only inches away from my own. Her eyes were gentle, like a doe's eyes. I was drowning in them. "My god, you are so beautiful," I whispered to her, touching her cheek. "I've never seen a woman as beautiful. You should be loved by experts, or some rich handsome prince in a crystal castle. Not by a wretch like me."

She reached up and took my hand and held in her own. "Jimmy, you are not a wretch. You are a very handsome young man. You seem to have a natural instinct how to please a woman sexually. It is rare to find a man like you. Any woman would be glad to have you as her lover." Then she pressed my hand into her soft breast and leaned over and kissed me slowly and passionately.

"Oh my god, you are so hot and sexy I just can't get enough of your kisses and your body."

"That is exactly what I want, Jimmy, you don't realize it but you have fallen into our man-trap. Now that we have you, we may never let you go." With that she reached down and caressed my hard cock, pulling on it gently to arouse me to a point where I would satisfy her needs once more.

I pressed my hard cock into her grasp. If this was a man-trap like she said, then what man in his right mind would want to escape?

I reached down and touched the lips of her pussy. To my surprise, they were dripping wet. I put my finger in the hole, and she hissed in response to my intimate touch.

"I want you," she said, "I want you inside of me now." Her hips were moving with my finger. "Don't tease me, I'm ready now, Jimmy. Oh fuck my pussy, baby."

I rolled over on top of Carol. My big cock was throbbing.

Her fingers were guiding my cock to the wet entrance of her pussy. "Oh yes, baby yes," she cried as I pushed inside of her. Her vaginal muscles massaged my cock shaft as I moved in her love canal.

I wanted to hold back and give her a long slow fuck. I wanted to draw out the pleasure for the both of us, for just as long as possible.

Carol's hands held my ass cheeks. Pulling me into the velvet cave. Her heels slid up my legs above the cast. She had me trapped, all right. I was in her beautiful man-trap and I didn't care if she ever let me go.

Carol was beside herself with lust and need. She said I was a wonderful lover. For a young man with no real experience, I was doing a marvelous job loving her. Love making seemed to just come naturally to me. Carol knew from experience this was very rare in a man. Most men seemed to only to care about their own physical need and often left the woman unsatisfied and feeling used. Not with this young Jimmy, though he was more man then many men twice his years. She thought he just knew how to scratch that burning itch down between her legs.

I continued to move in and out of her. Carol was cooing like a dove and told me that I was doing it just right. I was so glad that I was pleasing her. Even at my young age I loved having my ego scratched, and I strived to please her.

She started moving her hips faster, and I could tell she was getting close to her orgasm. So I increased my speed to stay with her. I was discovering that the more I pleased a lover, the more she in turn pleased me. That is a secret that most men never discovered about a woman. I smiled to himself and thought, well if they didn't know this for themselves, I wasn't about to tell them. I would be surprised if any man would listen anyway. After all I was just a kid. Still a virgin until yesterday.

Carol was really getting into her love making now. She sank her finger nails into my ass cheeks and really started humping me. "I want you to cum baby," she breathed. "I want to feel all that hot goo inside of my pussy."

She was fucking me like a race horse now. Grunting and gasping for air. She was like a woman possessed by a devil. Her vaginal muscles were pulling at my cock trying to massage me into a climax. I knew she was there. I could feel her orgasm explode just as my own dam broke, and my seed blasted into her womb. My seed filled her up completely, until it overflowed out of her pussy and down the crake between her as cheeks and onto the bed sheet below.

I stayed inside of her, even after I started to go soft. I kissed and cuddled her, smiling into her face, searching her eyes for any hint that I had failed her. I could find none. She looked totally satisfied with my love making. She was totally at ease in my loving arms.

She snuggled even deeper into my arms. While I gently kissed and cuddled her, she could feel my hard muscular body protecting her, and yet I was such a gentle caring person. My gentle caring and being the strong protector were a paradox to her. How could one man be both so very gentle and be the strong and hard projector all at the same time? She liked the feeling of being in my strong arms. It was a feeling of her own safety and at the same time loved and cared for. She found herself wishing she were a little closer to my age but if I didn't seem to care, then why should she worry about it? In all her life, Carol had never felt so peaceful, so safe and most of all, so loved. She rolled over and pulled me into her back, and drifted off to sleep. I was soon sound asleep, spooned into her body. I could smell the scent of her perfume and feel her softness in my sleep as I wrapped my arm around her, pulling her in close to my body. Spooning myself against the smooth skin of her back.

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This ends part 3 of my story. I hope that you enjoyed reading it as much as I enjoyed writing it. I love to read your comments about my stories. Even those that are negative I gain a lot of insight from reading them. I promise to answer each and every comment personally, I strongly believe that if you take the trouble to write a comment on my story the very least I can do is answer it personally. Also I do not believe in sending you a canned reply I promise to send a reply to you, just you and not you plus a thousand others. Love you all B. B.