Motel Pool

"Don't stop Mel! I like it!" I admitted. She was blushing even more; I could almost feel that blush as she looked up in my eyes. I kissed her on the lips. She responded positively, and her hands were starting to massage my body on purpose now. I continued to tease her with my hands, my fingers reaching out as far as they could towards her thighs and edging near her now unguarded lips.

Mel took longer this time, letting herself enjoy my touching perhaps a little too much. Her shyer half reared its head again. "Kara, this is nice, but we should go back to the room. So can I have my suit back?"

Chuckling, I retorted, "I don't think I will. I think I'm going to walk out of the pool and streak to the door. You'll have to do the same to follow me too, I guess." My little Mel believed me, you could tell from the look of worry on her face. I let go of her and turned towards the edge of the pool, wading my way to the wall.

"Wait, you can't go out there like that! Someone could see you! Pull your suit up and give me mine back!"

Mel's attempt to stop me was cute but futile. "Oh? You want me to cover up? Don't like the view?" I then turned my upper body, letting her get a profile view of my boobs. I then cupped both of them and squeezed bashfully. "I thought you liked them," I feigned a hurt tone as I again headed to hop out of the pool.

Mel quickly chased me. "No! I don't mean I don't like them, and don't leave me here like this!" Mel was actually pretty quick, and as I got to the wall, she hopped onto my back! She wrapped her arms around my shoulders and neck, and she hung on me to try and weigh me down.

The water made it so I could easily carry her. I was able to arch my back and lift us up till I was sure I was lifting little Mel's tush out of the water! I tried to crane my neck to look and was happy to confirm I was doing so!

"Mel, I'll just carry us out there if you want. You can make a lovely hand bra for me, and you can moon anyone who happens to walk by behind us!" I then wiggled my hips, causing a bit of water to splash. Poor Mel was stuttering, and I couldn't make out what she wanted to say. I felt her body shake a bit as she realized I was lifting her butt from the water. She latched onto me tightly.

Eventually, I re-submerged her lower half. She wasn't about to let me leave with her bottomless, but I never really intended to. It was a good thing I did, because next we hear voices coming from the parking lot entrance!

Mel let out a low tone screech. She gripped my body tight. Her legs wrapped around my waist. She was using me as a shield! I couldn't blame her, but it made things tough for me. I couldn't get my suit up with her clung to me like that! I was regretting my little flashing gift to her in that moment!

Thankfully, we were at the edge of the pool, so I did the next best thing, pushing our bodies up against the wall. I brought my arms up, rested them on the edge in the most natural way I could. A 'swimmer taking a break' was my plan.

Soon the two women, a few years older than us, were walking past. They were dressed very professionally and were talking about some sort of business meeting. They also were looking down along the row of doors, trying to spot what was probably their room number.

"Oh wow, the water looks lovely! I bet it must be nice to be in there in this heat!" one commented. The two were now looking at Mel and I! I really hoped nothing looked too odd or out of place. Mel's arms were thankfully hiding the fact I had no suit straps over my shoulders or around my neck.

I tried to control my voice, trying to avoid squeaking or gasping. I was nervous, but I had to hide that fact. "Oh, yeah! Really nice!" My nipples were still hard like pebbles as I pressed them to the pool wall. My breasts were only half submerged in this spot of the pool, and the constantly moving water felt especially sensual in that moment! I was trying to act as calm as possible through it all.

"I bet! We've been on the road for a bit now!" I barely registered what she said though, as I felt Mel fidget against me. Not only was it distracting to have her cute self wrapped up so close, but I could feel my suit being to lower a bit away from my belly button thanks to her movements.

I think my attempt to act normal nearly ruined it for us, as next I said, "Well you should join us if you get the chance!" Mel actually kneed me a bit in the side for even saying it! Again, I couldn't blame her but it sort of just came out!

"Oh, I wish we could. I don't think either of us brought a suit!" The other responded. Funny she said that considering we barely had a full suit between us. Mel actually sighed in relief. I continued to fidget. My suit was riding lower, no thanks to Mel's clinging body. Her legs and butt were dragging it down.

I could feel a wild, pounding heartbeat, but I wasn't sure if it was my own or Mel's against my back. My suit was still dropping, and I had to try and fix it. I suddenly bounced Mel up a bit, trying to get her off the suit so she wouldn't pull it down!

"Hopefully you two can enjoy the pool for longer. It's supposed to be hot tomorrow, so enjoy it while you can!" one of them warned.

I could tell Mel was still scared stiff, but her clinging was getting worse. Now her legs wrapped around my bare waist after I boosted her up. The suit was low enough so that I could now feel her bottomless lower half against me! I could feel thighs and even her velvet-soft lips! I could sense just how warm they were, despite the cool water they'd been in.

"Thanks, I hope you two can keep cool the best you can as well," I babbled. The girls gave a simple nod and began to walk off.

I could just barely hear them whisper to each other, "They're a cute couple. Hope we didn't interrupt anything."

"Yeah, they seemed pretty inseparable," the other followed up.

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Motel Pool

Part 3

I breathed a sigh of relief when I saw them enter through their motel room door. Mel was still clinging tightly to me. The warmth between her legs was hard to ignore. Even though she was worried, she still seemed to be into it all.

Speaking of which, I was too! My suit slowly slipping off with those two girls was one of the most intense things I'd ever experienced. When I stepped back from the wall, the air hitting my nipples was exquisite! Adrenaline coursed through my veins!

"Mel, they're gone! We did it! Together we only had enough cover for one girl, but we got away with it!"

"Yeah, but... oh my god... my legs feel like jelly, Kara! I can't believe we just did that!" Mel's tone was fluctuating. I think there was a bit of excitement in her voice. Mel was usually such a good girl, but getting away with something naughty had her energized just like it did me. I was just more willing to admit to it.

I slackened my shoulder and shook Mel loose. She got the hint and let herself drop off my body. I turned and again kissed my Mel! She nearly melted from it alone. Emotions were starting to really bubble up, and I probably could have kept going. However, I think I still wanted more! Something even crazier!

"What would it take for me to see you in this pool without the top?" I interrupted our kiss with that line. Mel was shocked. I think I broke her from whatever spell she was under, and suddenly it was like she remembered how she was dressed!

"W-what? I wouldn't be able to do that..." Her arms crossed over her chest. I think she was worried I was about to take it by force. I was finally able to look down into the water and see her naked lower half easily through the surface. She'd either forgot she had to cover up down there still or was more concerned about keeping her current clothing.

"I've gotten away with having my suit down, it's barely hanging my hips even," I gave my hips a sexy shake just to prove my point. My one piece really was acting like just a pair of bikini bottoms at that time. "What's a little skinny dipping?"

Mel didn't say 'no' right away. She hesitated. She looked plenty flustered, but she also didn't seem to be able to object at all. I think I could have easily taken her top, but that's not what I wanted. I wanted to see Mel take it off on her own. I wanted to see my Mel get naked in the motel pool!

I had an offer for Mel. "We make it a fair trade again. My suit for yours," I said. My hands went to my hips, as if ready to push the suit down. I tingled just by the look Mel gave, a look of total anticipation! My little Mel wanted me naked! Knowing she was secretly pervy enough to want that really made me happy.

"You wouldn't" she challenged. I think she was honestly doubting it. I was too high on adrenaline to let her be right! I wanted to convince her to take her top off, so I was really going to make a show of it!

I backed up a bit, and got my hands up on the edge of the pool. I pulled myself up till I could turn and I got my butt up on the ledge. Now only my feet dangled in the pool. I was topless at the poolside! It was different than being in the water. You almost feel a bit more covered being below ground level. But up on the ledge, I felt far more exposed. The chilling effect of the water dripping from my body only heightened the feeling of exposure.

The chill was counteracted by the wanting stare from Mel. She saw me sitting there topless, and her eyes sparkled in a special way, a way I wanted to see again and again. Emboldened by this, I drew my feet up, and got my hands back to my hips. I dropped Mel's bikini bottoms at my side, no longer feeling like I had to hold onto them.

I pushed the my wet garment further down my hips. The upper edge of my butt crack now showed to the motel doors behind me. I didn't know if anyone might be looking out a window or doorway at that moment, but I only cared about the one girl in front of me, looking at me.

I lifted my bottom up and got the suit to slip under it. I pushed it further and felt it peel from my most intimate spot. My legs stayed closed, and I knew that Mel probably couldn't see my now exposed lips. I kept the suit moving down my legs till it was at my knees. I then pushed it further and it reached my ankles. I didn't even hesitate to pull it free from my feet and set it down next to me. I was sitting naked at the side of the pool!

My knees hid my breasts and my ankles were crossed now to hide my lips from Mel. I was being a tease, and I knew it. She could see a thing, but I was still naked. It was obvious I was naked!

Mel was breathing heavily. She was at the end of her rope. She was bottomless in the pool, and I was naked just outside it. She probably never imagined things would go this far.

"Go on, take your top off Mel," I commanded. I dropped my legs, letting them dangle in the pool. As I spread my thighs, I plopped both my hands between my legs, gripping on the tiled edge of the pool. I knew my wrists now were the only thing protecting any of my modesty. My bare breasts, with droplets of water dripping from them, squeezed together thanks to my arms pushing on them. I didn't care that Mel could see just how hard my nipples had gotten. I didn't care she could probably read the intense feeling of lust on my face.

Mel looked around. She was either checking for my sake, or as I hoped, she was checking for her own. I was hoping she was ready to take her suit off. I wanted to see it so badly.

She gave me one more look. I couldn't tell what it was. I think she was asking for something? "Give my suit back," or "Let's go inside," seemed both plausible. It could have been, "this is for you, I really hope you like it."

Mel finally brought her hands behind her head. They poked and prodded at the knot just behind her neck, hidden by her hair. She eventually got it loose, the top of her suit now sagging. She caught it before it could flip over, using an arm to hold it to her chest.

She twisted her torso and got a hand behind her. It now worked on the tie that looped up at her back. She tugged and managed to do her best with just the one hand. I was so happy to see the ends hang loosely at her sides as soon as she got that knot undone.

Only her arm kept her covered. Only her arm kept her from being naked. She again gave me that same look. She really was doing this for me. She was stripping naked for ME!

She pulled the top away and she let the hand holding it dangle to her side. Her other hand nervously rubbed her lap. My Mel was naked. My Mel was exposing herself. My Mel was doing it all for me!

I couldn't take it any longer. I saw her totally naked form standing in the pool. There, for me to see, were her bare breasts above the water and her bare pussy beneath the clear surface! Mel was all vulnerable and waiting for me!

I left my suit behind, I didn't care about it. I made a splash as I jumped into the pool. Not once did I look back. I didn't care who might appear from their door! I quickly waded over to my Mel!

Mel and I quickly embraced and just as quickly started to kiss passionately. Her wet body quivered as I wrapped my arms around it. I pulled her close. The mixture of water and her smooth skin against mine was beyond description. I felt as if I could just become one with her.

Hands were moving between each of us. Even my shy, little Mel was too overcome to be idle. Her hands confirmed my nudity, as if there could have been doubt. They rubbed my back, my sides, and my butt. She squeezed and massaged and just wanted to in some way do whatever she could to my body. She was still flustered and overwhelmed, and that made it all the better!

I was still in control. Though my body was hot and wanting, there was still a fire that burned to make sure I kept the focus on Mel. My hands did more than just explore, they were ready to ravish the cute naked girl in my arms!

I managed to make just enough space between us to catch a taut nipple between fingers. The playful tweak made Mel break our continued kiss with a moan. She panted as I got the other one, and she was quickly becoming like putty for me to play with.

She wobbled about, and I think my playing was the only thing keeping her from falling down into the water. I guided her backwards till she was up against the opposite wall of the pool.

"Kara, this is... oh my gosh... I'm so... this can't be happening... I can't believe it..." she muttered. Little moans and whimpers were making it hard for her to say much. She was still overwhelmed by being outside. No, not just by being outside and naked, but by what we were doing!

I don't think I had to up the ante anymore. I'm not sure if I actively chose to. But the momentum of the night kept me going. My Mel was going to be put through one final challenge!

I grabbed Mel by the hips. She didn't think much of it till she could feel her feet leave the pool floor. I pulled her from the water and with all my strength sat her on the side of the pool. I knew just how I had felt moments ago, and I knew this would feel incredible to her too. The feeling of being naked at the pool side was one of a kind. My Mel was surely feeling the most exposed she's ever been!

She pleaded to me with her eyes. She wanted back in the water, or she wanted her suit, or she wanted to be in my embrace again. I was only going to really grant her wish with one of those things. I noticed her bikini top was dropped at some point, lost in the water. She really was stranded there naked at the side of the pool!

My hands pushed her legs open, and I was able to see her sweet and delicate folds. Her body was wet, but I could tell some of that glistening was more than pool water. My Mel was looking around rapidly. I wanted her to do that. I wanted her to think about how she was without cover. I wanted her to see the motel doors and windows across the pool and above.

I moved my head forward and tasted Mel. Like always, it was the best taste in the world. It was one of a kind and something very special that I loved to partake in. Mel tried to keep her voice down as she moaned out. Every little lick and lap I made was making her body shudder.

She started to lose strength, and could hardly hold herself up. She leaned back and head titled up. I was starting to run my tongue along the edges of her extra sensitive button, and she moaned louder as I did. I looked up at her, and then up at the sky. At that moment I was hoping she was thinking how she was naked and exposed under those stars.

My every stroke grew firmer, stronger, and more precise. I was doing everything I could to get My Mel to the absolute edge. I wanted her to feel her best, to truly explode in pure ecstasy.

She arched her back and no longer had the strength to sit up at all. Her shoulders met the ground, and her body writhed. I wasn't letting up, and My Mel was powerless to do anything about it.

Her head rattled and twisted in every direction it could. She could see behind her, the road out in the distance. She could see above her at the clear summer, night sky. She could look forward and see the motel building and the many rooms overlooking our fun. She could especially see what I saw, her body naked and exposed! She could of course see me licking her out and driving her wild!

My Mel... I had her outside, I had her naked, I had her totally aroused, and I had her.

Erupting in moans, Mel quickly went over the edge and I made sure she road every wave of pleasure. I've never seen her so lost in it all. I was so proud, but not of myself, but of her, of how much she gave herself to me. So I wanted to keep her orgasm going, making sure she got every last bit of fun she deserved.

Soon though, her body couldn't take anymore and it began to tire. I eased her off from it all, and let her rest finally. Her chest heaved, and it was like she was too weak to move. She stirred only slightly, and I think she had started to feel trapped. She probably was thinking about what she just let happen, worried if someone heard and or saw. She probably wanted to cover up, but couldn't. She instead had to lay wet and naked at the pool side.

I wasted little time pulling her back into the pool for another kiss of passion. I was sure she had enough strength finally, and I wanted to show her just how much I loved what happened. She was clearly still out of it, and I think I probably could have had another go! However, I wanted some fun, and I think I was sobered up enough to know she deserved to be taken back inside!

So while making out, I maneuvered us back across the pool. My Mel didn't say anything besides, "oh gosh... that was... wow..." and she seemed to be trying to mentally taking it all in. Her face was still just as heated as it was before. I knew I could use this night as a powerful tool to tease her more in the future!

Again at the motel side of the pool, I was able to help her out of the water. I saw her reach for her bottoms, but I snatched them up with my suit. I held them under my arm while I held her with the other. She tried to cover herself up and about to complain, but I just marched us to our door! The night wasn't about to be done.

We never did get her top back. Mel was too embarrassed to look for it herself the next morning. Though I wanted to see her in the whole suit again, I think I liked the idea better of having it as just half a suit, as a reminder. When she's feeling extra charitable, she'll sneak away to the bathroom before bed and put on just the bottoms for me. I'm just waiting for the day I get the chance to convince her to go for a swim in just it!

The End