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Joyce dangled her own full tits over Carla's face. She nearly swooned with sexual delight when Carla sucked her aching nipples. Carla held the round globes in her hands, squeezing them feverishly, running her mouth all over them.

Joyce threw her head back and enjoyed the sensations of Carla's warm wet mouth devouring her nipples. She moaned and whimpered with lust. It was so good she wanted it to go on forever.

Finally she slithered down Carla's undulating body, between the girl's yawning thighs. She began to lick the inflamed edges of Carla's glistening wet pussy. She wanted to drive Carla crazy, and it worked.

"Aahhnnnn!" Carla moaned, writhing wildly.

"You like that?" Joyce asked.

"Oh God, yessss!" Carla hissed.

Her hips churned crazily. Joyce dipped her tongue into her runny red pussy. She stabbed it deep. Carla mewled.

"Now! Oh! Oh God, honey, do it, do it!"

But Joyce was determined not to let anything go too fast. She made love to Carla's blossoming inflamed pussy slowly, skillfully. Again she licked the edges of the girl's swollen cunt, her tongue tantalizing her.

She slipped her hands under Carla's ass and squeezed the girl's phenomenally firm asscheeks. At the same time, she kissed Carla's tawny inner thighs and nipped the tendons of her groin, making her whimper with hot lust.

"Oh God, honey! Fuck me! Please!" Carla cried out. "I can't stand it! Fuck me! Please!"

Finally Joyce let her tongue brush the taut erect bud of Carla's clit. Carla gasped sharply. A spasm of sharp pleasure gripped her.

"Ah!"

Joyce flicked it again. Carla's supple body writhed with pleasure. But Joyce didn't want her to come. Not yet. It was way too early for that. She moved her mouth up to Carla's tits again. She continued to fuck the girl's pussy gently with her hand while she sucked and licked her pulsing nipples.

Suddenly the doorbell rang.

"Somebody's here," Joyce said.

"Oh God, no!" Carla mooned. "Don't stop now! Please! Uh! God, it feels so good! Please, honey, don't stop!"

"But I have to," she said.

She darted to the door and let in Lee, who was next on the schedule to arrive. He grinned with anticipation when he saw that she was already naked. And when he glanced past her and saw Carla's naked body spread across the sofa, his grin widened, even further.

"Hi, lover," Joyce said to hint. "We've been waiting for you."

She winked at him salaciously.

"I can see that," he said, unbuttoning his shirt.

She grabbed his arm and tugged him across the room toward the sofa.

"Come and fuck with us," she murmured sexily.

"I'd be delighted," Lee said.

His eyes devoured the naked bodies of both girls as he quickly undressed. Joyce knelt and helped him peel his pants down his legs. She stripped down his shorts and caught his ascending cock in her mouth, holding the twitching shaft with both hands while she slurped and sucked it passionately.

He held her head in his hands and gently fucked her mouth for a while. But soon Carla wanted to get into the act too. Since there wasn't enough worn on the sofa for all three of them, she joined them on the living room floor.

They pushed Lee onto his back. Joyce relinquished his stiff twitching cock to Carla and moved up to his face, dangling her full naked tits over him. She held them with her hands and guided one throbbing nipple between his lips, gasping hotly as his clinging lips tried to swallow it.

"Ohhnnn!" she moaned, throwing back her head.

She grabbed one of his hands and drew it down to her dripping pussy. His fingers explored her buttery slit vigorously, probing the wet folds, stroking her clit in a way that made her gag with lust.

Carla straddled his hips and squatted on the stiff thundering pole of his cock, hissing and shivering with intense pleasure as it rode up into her tight cunt. She bounced up and down on it, her tits shimmying and her head rolling on her neck.

"Oh, God! Ohhhnnnn, God!" she moaned.

Lee couldn't believe his good luck. He seemed have waked right in on paradise. His mouth was full of Joyce's luscious titties. When she thought he was neglecting one nipple, she pulled it out and stuffed his mouth with the other one. Carla's tight silky cunt pinched his cock and clung to it like a velvet mouth and it slid up and down.

The only thing he had to do was be sure not to come right any. He wanted this to last and last.

"Oh God, Jesus, do it to me!" Joyce gasped as he began fucking her cunt rapidly with his hand. "Yes! Yes!"

Carla chewed her full lower lip and hummed deliriously to herself as she slid up and down on the stiff stalk of Lee's prick. She twirled his hanging balls in the fingers of one hand and rubbed her clit wildly with the other.

"God, I want more of this… more of this," she murmured madly. "Put it in my ass!"

Even though Joyce was wild with lust herself, she had to watch what Carla was doing. It was fascinating. Just watching the girl heated up Joyce's own passion more and more.

Carla lifted her dripping pussy off the tall twitching rod of Lee's cock. With both hands she guided it between her asscheeks. With two fingers she pried open her asshole and lowered it onto his cock.

"Uhhhh!" she grunted, panting wildly as the large shaft penetrated her rectum.

Joyce saw the excruciating pleasure pass over Lee's face too as his prick rode into the incredibly tight sleeve of Carla's bowel. Carla sat on it until his huge rigid cock was completely buried in her ass. She was totally impaled on it, and the sensation seemed to drive her crazy with pleasure.

"Uhhhh!" she continued to grunt, sucking on her lower lip.

Her eyes rolled up behind her lids. She arched her back and bucked softly with her hips, gasping uncontrollably as the hot sexual sparks flew from her skewered asshole through her entire body.

Lee had stopped sucking Joyce's tits and fucking her with his hand. The sensations that he got from having his cock buried in Carla's ass were so intense that he couldn't do anything but hold onto the girl's jouncing hips and wince and gag with pleasure each time she jumped up and down on his throbbing prong.

Carla threw her head back and pushed her jiggling tits out, whinnying with helpless lust. She twirled and pinched her own large pointed nipples with her fingers, gagging and panting as she swirled her whole around on the rock-hard spike of Lee's prick.

"Oh, God! Ohhh God, fuck me!" she moaned.

Bucking wildly, she looked around for Joyce. Her lust-glazed eyes caught Joyce's.

"Suck!" she panted, almost unable to speak from the intensity of the pleasure. "Suck my cunt, baby!" she begged. "Suck my cunt, I'm going to come! Please! Oh, please!"

Joyce was so aroused by the spectacle and so hypnotized, that she almost didn't hear Carla's appeal. In fact it was more her desire to be a part of fucking Carla too that finally drove free.

She quickly got between Carla's thighs and began licking the sopping-wet gash of Carla's pussy with wild passion. It drove Carla absolutely bananas. She began whimpering and writhing like an insane woman, bouncing up and down crazily on the cock that was imbedded in her ass.

"Yes!" she wailed. "Ohhhnnnnn. God, me, more! I'm going to… yessssss!"

Joyce jammed three fingers into Carla's cunt and began hand-fucking the girl fiercely. At the same time, she sucked Carla's inflamed clit like she was going to swallow it. Lee reared up off the floor with his hips, ripping his cock into Carla's ass.

And Carla nearly came apart at the seams with coming.

"Uuunnnneeeee! Aannggghhiieeeee!" she screamed, her body flipping and flailing as the spasms fore through her.

Her orgasm seemed to go on and on. But in the middle of it, Joyce suddenly felt new hands on her own body from behind. She glanced back over her shoulder and saw Mike. He was crouching over her, completely naked, his stiff huge cock bobbing and jumping right over her naked ass.