He 69's Stephanie

“That feels unbelievable, you guys,” I moaned, “You have to let me use my mouth on you, too.”

The two babes exchanged a telepathic glance the way only teenage BFFs can, nodding in silent agreement with each other. “I’m still recovering from what you did to my boobs,” Elizabeth said.

“I’d love to,” Stephanie whined, “But I’m having too much fun doing THIS—”

She pointedly sucked me into her mouth.

I moaned, struggling to speak, “Why don’t we—oh wow—why don’t we do both at the same time?” It took Stephanie a second to figure out what I meant, but as soon as she got it, her eyes lit up with desire. She crawled over me, those big pink tits dragging along my chest as she went, then she twisted around and carefully straddled my face.

Elizabeth let up on my blowjob to watch as her best friend’s hot, honeyed core pressed down onto my waiting mouth. In this position, my whole universe became Stephanie’s pleasure. All I could taste were her slippery-smooth vaginal lips. All I could smell was the scent of her arousal. All I could hear was the splashing as I lapped away at her, and the moans of her pleasure in response. It was intoxicating. Unlike anything I had ever experienced. I loved it.

I couldn’t really see from my position, but I knew the two BFFs well enough to know that they were looking each other in the eye while my tongue was discovering the flavor of Stephanie’s pussy. I didn’t have any experience with other girls to compare it to, but Stephanie was almost unbearably sweet, like pancake syrup dribbling all over my face.

Her hips squirmed back and forth, and I grew more and more adventurous, teasingly tugging at her labia with my lips. I raised my hands and squeezed her perfectly round ass, hovering right above my head.

After that initial shock of pleasure, Stephanie took a deep breath and went back to work, lowering herself down to inhale my cock, smushing her tits against my belly in the process. I felt Elizabeth’s mouth move lower to make room, happily licking and sucking on my sensitive balls.

It was stimulation overload. I groaned loudly, finding it more and more difficult to hold back my pending climax.

Stephanie was getting close, too. She began rhythmically humping my face and I responded to her increased activity with powerful licks to her clit. Having two gorgeous girls simultaneously bobbing their mouths on my cock made concentrating on Stephanie increasingly difficult, and I could tell from Stephanie’s stilting sucking that she was likewise having trouble staying focused. But we both powered through the pleasure and picked up the pace, our ecstatic moans muffled by each other’s bodies.

Stephanie shifted her weight on me enough to powerfully grab at her own tit, tweaking her nipple as far as she could. In my periphery, I could vaguely make out the image of Elizabeth’s dark hair bobbing dutifully between my legs.

In a moment of inspiration, I released one of Stephanie’s ass cheeks and wiggled a pair of fingers up inside her slippery wet twat as I latched my mouth onto her clit—

Oh man, did she ever come. She wrenched her lips off of my cock and howled in pleasure at the moon. It was the sexiest sound I’d ever heard. Her pelvis spasmed against my mouth.

Seeing my poor **** penis suddenly unattended, Elizabeth released my balls and leapt at the main course. She devoured me with her warm mouth and sucked like a vacuum.