Good Friends Forever

"Yes."

"Pull your dress up over your.......your pussy and touch it." Again he waited for almost a minute. "Are you doing it?"

"Yes........ohhh," she moaned. Her middle finger pushed deeply inside and felt her juices leaking out. "Oh God.......it feels so hot and tingly."

"Are your legs open wide?"

She moved them open as far as they would go. "Yes."

"Do you want me to fuck you?" He asked again hoping she wouldn't hang up.

"Ohhhh," she moaned as she imagined his long hard cock pushing up into her honey pot. "OH GOD!" She cried out when her body exploded. "AHHHHH!"

"Amy.......answer me," Bill asked knowing she had just climaxed. But all he heard was "click".

*****

It was a few hours later when Amy heard the phone ring and saw Bill and Karen's home phone number on the Caller ID. Since Todd would be home at any minute she hoped it wasn't Bill wanting to talk dirty again. "Hello?"

"Hi," Karen said. "Bill and I are going to the carnival at the Church tonight and we wondered if you two wanted to come with us."

"Shit," Amy thought. "My panties are still damp." She tried to come up with an excuse when Todd walked in the door.

"I'll ask Todd," she said. She asked him and he quickly agreed. "Sure."

About twenty minutes later Bill and Karen's car pulled up and they all headed to the carnival. Amy smiled at Bill as she climbed into the back seat in her sweatshirt and jeans. She didn't want to give him any ideas. Once they arrived they headed towards the food tents. Amy stood in line getting a corn dog while Todd moved in the cheese steak line. She didn't realize Bill was behind her until something pressed into her butt. She moved forward but soon it pressed again. She turned to see Bill's smiling face. "Not here...not tonight," she whispered.

"The carnival is big so I'm sure we can slip away later," he whispered as his hip again moved into her soft buttock.

"It's too dangerous.......," she smiled. "And remember you can't be bad." They took their corn dogs back to sit with Karen and Todd. "Anybody want to go on the roller coaster?" Todd grinned.

Bill and Amy shook their heads no. "I'll go," Karen said as she stood and threw away her paper dish and cup. As they moved away Bill leaned over to Amy. "Where can we go and not be bad?"

Amy finishing her drink and wiped her lips. "I've always liked the haunted house." She stood and waited as he cleaned off the table. They could see their spouses climb onto the roller coast car as they moved into the dark trailers parked side by side.

"Slow down," Bill said as he tried to follow her but she moved through the dark hallways swiftly.

Amy's heart was again racing. She knew Bill was close behind and in the dark building would be all over her. However she wanted it to be in a safe place since they knew other people at the carnival.

"AYEEE!" screamed a vampire's head that jumped out at her. She laughed and looked behind the creature and saw a vacant space. She moved behind the black curtain and waited.

"Amy where are you?" Bill asked with his hands straight out in front of him. The vampire jumped out but his mind was on one thing. As he moved past it something grabbed his arm. He turned to punch it when he heard her voice.

"I'm back here."

Amy pulled him behind the curtain and leaned back against the wall while her hand pulled his head down to hers and their lips crushed together. Their tongues tasted for the second time that day and both were still unfulfilled.

Bill moved his hands down to the back of her sweatshirt. They slipped underneath and then moved up over her bare back to her bra straps. He toyed with the clasp until she pulled her lips away.

"Someone might come." Her hands pulled his hands down until they cupped her soft ass through her tight jeans. Their tongues danced together again until both were breathing hard. He moved his lips to her earlobe and suckled it.

"You're driving me crazy."

Amy giggled and pressed her thigh into his hard-on. At the same time his leg crushed against her damp pussy mound. He suckled on her ear some more while his fingers caressed and pulled her ass forward until his cock was now hard into her stomach.

"God I want to fuck you."

"You shouldn't say those things," she gasped.

"I know you want it too," he whispered. They froze when the vampire jumped out at the next person.

Amy did want it but was afraid. Afraid of destroying their marriages and of course their friendships. Her teeth nibbled on his dangling earlobe. "I want it but we can't."

Bill had her trapped against the wall so when they kissed again his hand moved around to the front and his fingers pressed into her covered sex. "OHHHH!" She moaned as her legs opened wide. He once again touched and pressed into her damp slit. He rubbed it around until her head fell against his shoulder.

"Touch me," Bill whispered.

Amy hesitated because she had not been aggressive except for kissing. After a few second she allowed his hand to pull hers down between their bodies until her fingers touched his huge bulge. He was so much bigger than Todd. When his fingers moved away hers stayed behind unmoving at first but then slowly up to the crown and back to the base. It didn't feel as if he was wearing underwear. "God you're so big," she whispered.

"You made me big." Bill decided to take another gamble as he moved his fingers up to the snap on her jeans and release it.

"Are you being bad?" She whispered. However she didn't stop stroking him.

"Just a little bad," he whispered back before unzipping her fly and pulling it open. His thumb rubbed against her silky undies feeling the thick bush underneath. He figured if he tried to go under the panties she would stop him to he decided to get her as hot as possible.

"Ummm," she moaned when he pushed his middle finger down over her covered bush and into her wet dripping slit. Her fingers squeezed him tighter and tighter until he rubbed over her raised clitoris. Since her undies were moist it was almost as if they weren't there. "Oh Bill."

His lips nibbled as his fingers rubbed and pressed inward. His middle finger pushed her panties up into her damp hole almost to the second knuckle. Her feet moved up on her tiptoes. Bill could tell from her rapid breathing she was ready to cum so he pulled his fingers away.

"No.....please keep...touching me," she moaned.

Bill moved his fingers up to the top of her panties and pulled outward until they moved under the waistband and down into her thick forest of hair. She grabbed his wrist for a second but then let him go as her legs opened wide. Her mouth opened wide when a man other than her husband fingered her bare pussy folds.

"Touch my pussy," she said as she bit onto his earlobe. "Make me cum."

Bill did just that. He probed and played for the next two minutes until her tongue slipped into his ear. "I'm going to CUM!" She cried. As her hips pressed forward and back they heard Todd's voice.

"Maybe they are in here?"

"Fuck," Bill whispered as he quickly pulled his dripping fingers from Amy's cunt. "Shhhh."

Amy let go of Bill's hard-on as they peeked by the vampire head and saw Karen jump back. She laughed and they continued down the hallway.

"Quick let's go out the entrance," Bill said as he pulled Amy who was trying to zip up her jeans back out the front door. They barely made it outside and to the exit when Karen came giggling through the door.

"They're out here," Karen yelled back into the darkness.

"We were in the restrooms," Amy lied as she glanced at her husband.

"Let's go on the Ferris Wheel," Todd grinned. He took his wife's hand and they went on the ride. "Are you having fun?" Todd asked as they looked back to see Bill and Karen holding hands.

"Yes," she grinned. "A lot of fun."

Bill and Amy could not get away again that night and didn't even have a chance to hug since they were dropped off at their home. That night Todd and Amy's sex was the best it had been in a long time. The same was going on at Bill and Karen's house. So good that Amy and Bill did not talk to each other for two weeks since Amy's mother visited and stayed a week.

*****

It was on a Wednesday when Bill arrived home to find Amy with Karen on the patio drinking wine. It looked as if they had been at it for a while. "Getting loaded?" Bill grinned.

"Maybe," Karen giggled. Both were in very tiny bikinis.

"Where's Todd?" Bill asked as he made eye contact with Amy. Her full breasts were overflowing her too small top.

"Out of town," she smiled. She had only had two glasses of wine to Karen's five. "Care for a beer?" She pulled a bottle out of a small cooler near her chair.

"Sure," Bill grinned. It was obvious that his wife was very high and typically she became very sleepy. They sat for about fifteen more minutes when they noticed Karen was not responding to the conversation. Bill looked to see his wife passed out. "You're bad." He grinned at Amy.

"Let's go into the house," Amy giggled. She moved quickly into the kitchen and leaned back against the table. "I'm not wearing very much clothing."

"Good."

"We can't be real bad," she smiled. When his opened mouth moved downward hers opened to allow his tongue inside. He didn't hesitate this time before moving his hands up to cup her large mounds. His lips moved to her ear.

"What's real bad?" He wanted to know the ground rules. His fingers toyed with the clasp of her top.

"We........can't fuck," she whispered. Which meant they could do a whole lot of bad things. She felt him release her bikini top and felt it fall from her bare titties. His fingers returned to her breasts and caressed her hard naked nipples for the first time.

"Oh God Bill," she moaned. She moaned again when his lips moved down to suckle the hard brownish pink gumdrop. As he moved from one to the other she peeked out the window at his wife who was passed out on the chair. Her eyes closed when his lips moved down over her breast, her navel until it stopped at the top of her bikini bottom.

Bill's fingers pinched the tight material and pulled downward slowly until the top of her thick bush appeared. His tongue licked into the curly forest while following the downward passage of her bikini. Two inches later he tasted her pussy juices and licked over her raised clitoris.

"Right there," she moaned while grabbing onto his head and holding it there. She couldn't remember the last time Todd had gone down on her.

Bill pushed the bikini down to her ankles where she stepped out of them and then stood naked before her best friend's husband. His tongue continued to lick and suckle on her clit until she leaned back onto the table and he lifted her lower body upward. Once her back was flat against it she teasingly opened her legs.

"Please," she begged as she watched him remove his shirt and push down his pants. Her eyes opened wide when his boxers moved down over his long pink hard-on. She gasped when he grabbed her legs below her knees and pulled until her pussy was at the edge of the table only inches from the head of his cock.

"No.....Bill...we can't."

"I know you want me to fuck you," he whispered as his hips moved forward until the swollen crown touched into her very wet hairy folds. It slipped into her outer folds when her hand moved down to block it.

"We........can't," she said firmly. Her pussy was begging for it to entered but her mind screamed to stop him. This time her mind won out. Her fingers curled around the hot poker and pushed him back. "Not that."

Bill sighed and moved his lips down once again to her quivering gash. Her hands once again captured his head and guided his tongue to her clitty. From the way things were going he knew her resistance was crumbling.

"OHHH!" She moaned feeling her body about to explode. What made it more exciting was that he was sucking her differently than Todd had typically done. Her ass rose from the table when he pushed two fingers up into her damp hole.

"NOW BILL NOW!"

Bill kept his tongue licking her pleasure button as she climaxed. Finally her body collapsed lifeless back on the table. "That was....so good," she purred.

Her eyes were closed until she felt something pressing against her cheek. Her head turned and her eyes opened to see the tip of his thick cock aimed at her mouth. She didn't move except her lips which opened to allow his cockhead inside until her lips closed. She looked up at him while his hips pushed forward and back making her cheeks bellow out and in. Her tongue tasted another man's cock for the first time.

Bill's fingers moved down to cup and gently squeeze her full breast. His thumb rubbed gently over her rigid nip until it was so hard he had trouble pushing it over. Even on her back her titties were still round and full. Her body turned slightly so her head could match his hips until the tip popped from her lips and she licked him up and down like an all-day sucker.

Amy marveled at the difference between Bill and Todd. This prick was so thick and so hard. Her fingers captured his taunt sac and played while her mouth once again enclosed over this giant of a man. She heard him breathing deeper and quicker and knew he was about to pop. Her lips tightened.

"NOW AMY!" He cried to give her a chance to pull away but her lips remained locked. His rupture splashed against the back of her throat and he saw her throat swallow before taking another load and then swallow again. Karen never allowed him to cum in her mouth and when he got close she pulled him out and jerked him off. This was amazing. Finally when he was empty and his cock shrinking he pulled it from her still tight lips.

"Did I do OK?" She giggled as she wiped her lips of his juices.

"God yes," he smiled as he helped her stand up. "I wish we were alone for a whole night."

"Me too," she whispered back as she pushed her nakedness into his. Again she looked over her shoulder at Karen who was still passed out. They redressed and moved back outside.

Thirty minutes later Amy saw Karen's eyes opened. "Have I been sleeping?"

"Yes," Amy smiled. "For over an hour."

With Karen now awake they all sat around and laughed as they thought about last year when they shared a beach house. A couple of more weeks they would be doing it again however this time Bill and Amy were really looking at being together.

It was later when Karen moved into the bathroom when Bill pulled down Amy's cup and nibble on her nipple. "When are you going to let me fuck you?" He whispered.

Amy pulled his lips up to hers and fixed her bikini top. After tasting his beer she pulled her mouth away. "Maybe at the beach house."

*****

Things worked out even better for Amy and Bill because both Todd and Karen could not get off early that Friday.

"You two go ahead," Karen told Bill around noon. "Todd and I'll be down around 7PM."

Bill called Amy. "How fast can you be ready? We get to go alone."

"In an hour," Amy said excitedly. If they left at 1PM they could be at the beach house around 3PM which meant they would have 4 hours alone. 30 minutes later Bill pulled up in front of her house.

"You're early," she smiled as she let him in the house. As soon as the door closed she jumped into his arms and pushed her tongue into his lips. As his hands cupped her soft buns her hand snaked between them to find his hard bulge.

"You're hard already," she giggled.

"I've been hard since I found out we were going to be alone for 4 hours," he grinned.

She pushed him back. "I still have some packing to do." As she turned to go upstairs to the bedroom he grabbed her ass. "Stop!"

Somehow Amy managed to finish packing and they headed out. When they stopped for gas she french kissed him while the attendant filled the tank. 90 minutes later they pulled up to the beach house. As Amy started to grab the suitcase he pulled her away.

"Leave the bags in the car."

"Can't you wait?" she laughed before closing the trunk.

She unbuttoned her blouse on the way to the rear door while he pulled off his shirt. They fell onto the kitchen floor and his jeans and her shorts fell on the hallway floor. Her bra dropped next to the bed next to his boxers. Only her damp panties remained but not for long because Bill jerked him under her butt and then tossed them away. Their naked bodies curled together as their hands roamed and explored.

Amy felt his hands lifting her lower body upward until his hard tip pushed towards her dripping hole. "Bill....not yet," she said looking into his eyes. "We have four hours."

"Oh God I want to be inside of you," he groaned. Her legs were opened wide as was her pussy and he knew he could easily slip inside but she didn't want to.......not yet. His hand guided his crown up and down her slit making sure to rub over her raised clitty.

"Ohhh," she moaned. "That feels sooo good." She felt the crown pause at the opening but he did not try to go in. 'Thank you," she whispered.

Bill continued to rub until her body tensed. "Oh God Baby....I'm going to cum," she moaned. She pushed her body upward when she exploded. "NOW!"

A few minutes later Amy pushed Bill onto his back and guided his hard tip between her lips. Her tongue flicked and licked while her hand stroked. Somehow she managed to get all of him into her throat which caused him to groan.

"Don't stop....please," Bill begged. Amy didn't stop but she did take her time teasing getting him ready to pop but backing off. She pretended to bite him with her pearly whites showing which caused his to moan again and again.

Things were going so fast now that it was hard for them to stop it at oral sex. She nibbled onto the side of this hard shaft and jabbed her tongue into the taunt sac below. As her mouth engulfed one of his nuts her fingers slowly stroked the pink tower.

"God Baby....I'm going to..........CUMM!!"

Amy giggled and jerked her head back just in time to see the eruption of his volcano. She jerked him off more and more until his spunk covered her whole hand. She smiled and looked into his eyes as her mouth once again sucked in his spent crown and licked and sucked until it was clean.

They moved their bodies length-wise and snuggled until Amy pushed back. "We need to get our bags inside and take a walk down the beach. I don't want to be here when they get here." About fifteen minutes later Amy left their spouses a note that said they went for a walk and would be back around 7:00PM which was an hour away.

*****

Todd and Karen had both gotten off work early and had quickly set out just before the bad rush hour traffic. They knew they were not supposed to arrive until 7:00PM or so but decided to surprise them. Todd took a short cut around a major bottle neck and their car pulled into the sandy driveway almost an hour early. It was Karen who found the note on the kitchen table.

*****

"We can't do this," Amy said as they sat on the sandy beach looking out at the full moon shining down on the dark Atlantic waters. "What are we thinking?"

Bill pulled her closer and gently kissed her cheek. "You're right but I can't think of anything but you." He slid his hand over her arm until it cupped her soft titty.

"STOP!" Amy said in tears. "This is so wrong." She stood and smacked the sand from her rear before turning and heading back towards the house. She heard Bill's voice pleading for her to stay but her weak legs motored over the sand dunes and back along the small road that lead back to the house. She saw her husband's car and realized they were there and that she would have to face them. Bill grabbed at her hand to stop her from going into the house but she slapped it away. Somehow she would have to act as if nothing had happened.