She stays

"OK, I'll be your model." Lilian declared after giving the matter some thought. "It's only fair after I crashed into you guys. Tim, you'll have to think of something I can do to make it up to you"

"That's perfect, just wait there one second while we confer!" John said as he hastily pulled his friends into a huddle.

Lilian did feel nervous about skipping a class but she knew staying was the right thing to do after knocking down those poor boys. Her father would hopefully understand when she told him about this, she couldn't stomach lying to him.

The boys finally finished talking in tense hushed tones and split from their huddle. Tim moved to lock the door and draw the blinds. Brian, looking a little dejected, began setting up his painting supplies. John approached Lilian, unbuttoning his shirt as he walked.

"We'll be modelling in our underwear, if you don't mind? He said as dropped his pants to the ground.

Lilian wasn't quite sure why busy she couldn't help but stare at the large bulge in his underwear. Perhaps it was the light stain om them that reminded her of the stain left on her panties. Before she could comment on it, her top began to rise above her head.

"We know you don't have a bra on, so I'll use my hands to hover you up." Tim said from behind her as he dropped her top to the floor and wrapped his hand around her tits. As he squeezed them and moved himself closer to Lilian she would feel something loud and hard brush up against her back. "And since I'm not wearing anything either, I'll use your back to cover up."

Lilian didn't quite understand and the boys hands on her chest were only making it harder to think, but it seemed like a fair trade to her. She knew of course that boys had penises where she had her vagina, but she didn't know much about them. She didn't know that they could get longer and harder until she felt one against her back. She didn't know what the substance it was coating her back in was nor did she know how feeling one for the first time would make her feel.

While she was discovering all these new things, John pulled down her skirt and and moved his mouth over her pussy.

"HaaAaahh" she cried out as he began fluttering his tongue back and forth through her folds. "Wa-what are you doing...."

Her breaths became more long and drawn out as the boys continued to **** her body. "Just all a part of the scene, we're exploring female passion" He explained to her before continuing working his tongue against her slit.

Lilian barely registered the explanation, her mind becoming blank as her body experienced pleasures it never had before. The ways they were touching her felt like it was scratching an itch she never knew she had, but still she felt like there was something more she needed.

"I've thought of what you can do for me." Tim whispered lightly into her ears as his fingers twirled around her nipples. "The shower at my place has been broken for a while. And while I've gotten by showering st school, there's one part that I haven't been able to properly clean."

He spoke as though he were implying something obvious, but with the state Lilian was in she could barely manage to get an "ok" out.

It felt like she was floating in a dream as they repositioned her. Now she was onto of John as he lapped up her dripping wet lips and she was face first with the first penis she had ever seen that didn't belong to her father or brother. She was surprised by its curve and that it had a hood of flesh over the tip, very unlike that of her families.

"Do you like my cock?" Tim asked her as he inched it closer to her face. Then as she was mid response, he pushed in into her open mouth.

The taste was disgusting, a mixture of old sweat, filth and another salty taste she didn't recognise. The smell also assaulted her senses as the boy **** his member further down her throat, bringing her noise right into his mess of public hairs.

It all felt so disgusting and shameful, but for some reason she couldn't get enough of it. As if a part of her had awoken that had been desperately trying to get out all her life.

"That's it babe, clean it up good"

With that comment she finally realised what was happening, he only had his cock in her mouth so she could clean it! She felt more shame and embarrassment from taking a kind of sick pleasure from cleaning it with her tongue. Running it up and down his shaft and making sure to get inside it to clean up the deposits of something that tasted fowl. It was as she was taking care of these bits, swallowing them to remove them from her mouth, when John began focusing his efforts to a specific part of her pussy.

Suddenly she began to feel a wave of pleasure cross her body. Her legs shook violently and the dug her hands into Tim's butt for support. She cried out, mouth still filled with cock, and this seemed to set Tim off as well. She felt his dick pulse as it shot a hot, thick substance deep down her throat which she reflexively swallowed.

After what could have been minutes or hours, the waves of pleasure subsided and Lilian fainted from the shear exhaustion of experiencing her first ever orgasm.