Late Night Fun With Brit.

Alice jumped at being caught and pulled her hands out of her shorts. “Someone has it bad. I bet you were thinking about Jake's thick hard cock against your wet pussy. Brit teased as she reached over and groped Alice's breasts.

"Oh please I bet you were playing with yourself in the shower afterward." Alice blushed.

"Damn right I was." Brit smiled slyly as she whispered in Alice ear. "I was fucking fingering myself like crazy imaging your boyfriends big cock fucking me against the wall of the shower." Brit said as began to caress Alice's breasts through her shirt and softly traced her finger around Alice's nipple as her tongue darted out to wet her lips. “I can only imagine how badly you want that big dick inside your virgin pussy."

"Brit." Alice blushed and giggled.

Brit slid closer on the bed and leaned into her ear as Brit's lips grazed her earlobe. "Admit it. You are thinking about letting fuck you aren't you. Riding him while your big tits bounce on top of him." Brit teased and clutched Alice's breasts firmly in her hand. Brit's nails grazing the flesh through her shirt. Her breath was hot on Alice's neck. Alice's cheeks flushed a deeper shade of red as she felt her heart racing in her chest.

Alice swallowed hard and looked at Brit. "What if I said yes?" she whispered.

"I thought so." Brit bit her tongue as she looked at Alice. "Mind if join you?" Brit teased.

"Not happening." Alice gave her a playful smirk.

"At least let me watch." Brit pouted playfully.

Alice rolled her eyes but felt her pulse quicken at the thought of her best friend watching her fuck Jake. "Um no. You're insatiable," she murmured.

"Said the pot to the kettle." Brit giggled and pinched Alice nipple through her shirt and gave it a little twist. Alice took in a sharp gasp of air at the sudden sensation that was a fix of pleasure and pain. "I am not the one with hard nipples." Alice's eyes widened and she felt a warm wetness spreading between her thighs and her clit was pulsing with desire. She knew she was playing with fire but she couldn’t resist the temptation.

Brit teased and kissed Alice's neck softly. “To have his hard, throbbing, gigantic, cock...” Brit said kissing Alice's neck with each word to emphasize it. “Deep in your tight, wet, little, pussy.” Brit giggled. “Go on then. Don't let me stop you.” Brit took the phone and held it for Alice.

As Alice's fingers resumed their gentle dance across her clit, Brit's eyes never left hers, her gaze burning with a mixture of amusement and arousal. The air was thick with tension, heavy with the scent of desire, as the two women succumbed to their baser instincts.

“Oh please. I bet you are getting off on teasing me about Jake you dirty bitch.” Alice rolled over and touched Brit's stomach before slowly running it up under her crop top and cupped her breasts and ran her thumb over Brit's nipple. “Your the one begging to let me watch.”

Brit's eyes sparkled with mischief as she leaned in closer. "Oh, you think I'm the dirty one?" she purred. Her hand slid down Alice's body and she cupped her mound through her shorts. "I'm not the one soaking through my panties right now."

Alice gasped at the touch but didn't pull away. Instead, she pinched Brit's nipple harder, eliciting a soft moan. "Maybe you're right," Alice whispered. "Maybe I do want Jake to fuck me senseless."

Brit's grin widened. "And maybe I want to watch every delicious second of it," she teased, her fingers applying gentle pressure against Alice's clit through the fabric.

Alice's body trembled with a mix of excitement and nervousness as Brit's fingers continued their teasing exploration. The gentle pressure of Brit's hand against her pussy through her shorts sent waves of pleasure coursing through her veins. Alice's breath came in short gasps as she struggled to form coherent thoughts her mind clouded by a haze of desire. The combination of Brit's touch and vivid fantasies about Jake left her feeling dizzy with want.

"What if..." Alice started her voice husky and thick with need. She paused to wet her lips gathering the courage to voice the naughty idea that had formed in her lust-addled brain. "What if we gave him a little preview?"

Brit's eyes lit up with mischievous glee at Alice's suggestion. A wicked grin spread across her face as she considered the deliciously scandalous possibilities. Her fingers never ceased their rhythmic stroking keeping Alice on edge as she contemplated how far they could take this game.

"Now you're talking" Brit purred her voice low and seductive. She leaned in close her hot breath tickling Alice's ear as she whispered "Let's give Jake something he'll never forget. Something that will drive him absolutely wild with desire for you."

Alice nodded eagerly her inhibitions melting away under Brit's skilled touch and enticing words. She reached for her phone with trembling hands nearly knocking it off the nightstand in her haste. Brit watched hungrily as Alice unlocked the device and pulled up the camera app her fingers still working their magic between Alice's thighs.

Alice nodded eagerly, her inhibitions melting away under Brit's skilled touch and enticing words. She reached for her phone with trembling hands, nearly knocking it off the nightstand in her haste. Brit watched hungrily as Alice unlocked the device and pulled up the camera app. The anticipation in the air was palpable, filled with the promise of something scandalous and exciting.

Suddenly, Brit's fingers hooked into the waistband of Alice's shorts. With a swift motion, she yanked them down, catching Alice by surprise. Alice gasped as the cool air hit her newly exposed skin, her eyes widening in a mix of shock and excitement. The sudden movement was both startling and exhilarating, leaving Alice breathless and her heart racing. Alice smiled as she reached down and pulled her own shirt off causing her large breasts to fall out of her snug camisole and land against her breasts

“Give me the phone.” Brit smiled. Alice nodded and Brit took it and turned on the camera.

"Well? Are you going to show Jake what he's missing or not? Tell him what you want him to do. Tell him exactly how you want him to touch you." Brit smiled as she held the phone and licked her lips

“Hey Baby. I want you to see how wet I am just laying here thinking of you.” Alice smiled she spread her legs and held her pussy open for the camera. 'See how wet my pussy is baby? I totally can not stop thinking about how fucking good your dick felt rubbing against it.” Alice began rubbing herself as she let her finger run up and down against her clit. Alice's heart pounded as she spread her legs wider exposing herself fully to the camera. Her fingers traced along her wet folds teasing herself as she locked eyes with the lens. The heat of arousal flushed her skin and made her breath come faster.

"Jake baby I want you to picture your hands all over me" Alice said her voice low and filled with need. She ran her free hand up her body cupping her breast and pinching her nipple. "Remember how good it felt when you were grinding against me? How close you were to being inside me?"

Her hips rocked as she slid two fingers into her slick pussy imagining they were Jake's cock instead. Alice bit her lip to stifle a moan as she started to pump her fingers in and out. "God Jake I'm so wet thinking about you. About how badly I want to feel you stretching me filling me up completely."

Brit moved the camera closer in capturing every detail of Alice pleasuring herself. Alice's back arched off the bed as she fucked herself faster her thumb finding her clit. "Next time we're together I don't want to stop" she gasped out. "I want to feel every hard inch of you inside me. Stretching my tight little pussy.” She smiled and looked at Brit who was playing with herself as she watched. Her hand making small circles in her shorts as she rubbed her own clit.

"God Jake I wish you were here right now" Alice moaned. Her hips rocked against her hand. "I want your hands all over me your mouth on my tits your cock deep inside me." She looked at Brit who was watching intently. Alice's free hand roamed her body up to her breasts where she pawed at her large breasts. She spread her legs wider giving Brit a better view as she pushed her fingers deep inside herself.

"Fuck Jake I'm so wet thinking about you" Alice whimpered her movements growing more frantic. "About how good you felt grinding against me last time. How close we came to going all the way." She bit her lip remembering the feel of Jake's hard cock pressing against her through their clothes. Her fingers curled inside herself hitting that sensitive spot that made her gasp.

"You like watching me don't you?" Alice purred addressing both the camera and Brit. Her back arched as she hit a particularly sensitive spot sending a jolt of pleasure through her body. "Next time we're together I want to ride you until we're both spent. I want to feel your hands gripping my hips as I bounce on your cock." Alice's free hand kneaded her breast roughly pinching and rolling her nipple between her fingers. The added stimulation sent sparks of pleasure shooting through her body. She imagined it was Jake's gentle hands on her breast and his mouth sucking and nibbling at her sensitive flesh.

Brit bit her lip hard clearly struggling to hold back her own sounds of pleasure as she watched Alice's performance. Her hips rocked subtly against her hand matching Alice's rhythm.

Alice's breathing grew ragged as she continued to pleasure herself and her eyes locked on the camera. "God Jake I can't stop thinking about your hands all over me" she moaned her voice husky with desire. "Remember how you teased me last time? How you kissed my neck and made me shiver?" She arched her back pushing her breasts forward as she imagined Jake's touch. Her fingers moved faster circling her clit with increasing urgency as she lost herself in the fantasy.

"Fuck baby I'm getting so close" Alice whimpered her thighs beginning to tremble. She spread her legs wider giving both the camera and Brit a better view as she pushed her fingers deeper inside herself. "I want you so bad Jake. I want to feel your mouth on me your tongue teasing my nipples as I ride you until I can't take it anymore." Her free hand moved to her breast again pinching and rolling her nipple as she imagined Jake's mouth there instead.

Brit smiled as she hit a button on the phone and turned it off. “I think that will do the trick.” She smiled and pulled off her shirt then her shorts.

“What are you doing?” Alice smiled at her as she kept playing with herself

“Helping you get off and remember earlier.” Brit smiled as she climbed up over Alice. Brits' small breasts grazing against Alice large mounds at Brit's perky nipples tickled her skin. Brit lowered her ass pressing her pussy against Alice's and slowed ground against her. Clit rubbing clit in a slow motion. “All we are missing is your boyfriends large cock.” Brit teased. Alice knew she shouldn't be fucking her own best friend but her hands moved on there own as they wrapped around Alice's waist and cupped her soft round ass pulling her deeper into the grind.

Brit's lithe body pressed against Alice's curves as they moved together in a sensual rhythm. Their slick pussies slid against each other creating delicious friction that sent sparks of pleasure through both women. Alice's hands kneaded Brit's firm ass pulling her closer with each grind. Soft moans and gasps filled the air as they lost themselves in the moment.

Alice's mind raced with conflicting emotions. She knew she shouldn't be doing this with her best friend yet her body craved more. The feel of Brit's soft skin against hers and the building pressure in her core overwhelmed her senses. Her hips bucked upwards seeking more contact as Brit's clit rubbed against her own sensitive bud.

Brit's soft lips pressed against Alice's and Alice's eyes widened in surprise. Her hands instinctively rose to Brit's waist as she felt the warmth of Brit's mouth envelop hers. Brit's hands cupped Alice's face gently and Alice's lips parted slightly as she was drawn into the kiss. Alice's fingers tightened on Brit's waist as she felt the pressure of Brit's lips increase and her own mouth responded eagerly. The kiss deepened and Alice's hands pulling her closer as she lost herself in the moment.

Brit's tongue gently traced along Alice's lower lip seeking permission and Alice parted her lips in response inviting Brit to deepen the kiss. Their tongues met tentatively at first then began a slow sensual dance as they explored each other's mouths. Brit's tongue swirled around Alice's eliciting a soft moan from her as the passion between them grew. Alice rolled over pushing Brit to the bottom and moved over her. She pinned Brit's hands down as Brit's giggled and she interlocked their fingers as she leaned back against her and kissed Brit deeply. Brit's lips parted eagerly inviting Alice to explore her mouth further and their tongues flickered and swirled around one another as Alice pressed her body into Brit's and ground against her. Brit arched her back pressing herself closer to Alice as the kiss intensified. The heat between them built rapidly and their bodies moved together instinctively seeking more contact. Brit strained against Alice's grip clearly wanting to touch her in return but Alice maintained control keeping Brit pinned beneath her.

Alice broke the kiss and smiled down at her and let go of one of her hands as she stretched for her purse. Her large tits hanging in Brits face making Brit giggled and wallow her face in them. Alice managed to snag her purse and pull it onto the bed and pulled out her vibrator as she sat up.

“You carry that with you.” Brit smiled.

“I never know where I will be staying the night.” Alice smiled mischievously as she turned it on and touched it to Brit's nipple. Brit gasped as the vibrator touched her sensitive nipple and her back arched involuntarily pushing her breast further into the buzzing toy. Alice grinned wickedly as she slowly circled the vibrator around Brit's hardened peak then trailed it down her friend's taut stomach. Brit's breath quickened in anticipation as Alice teased the vibrator lower and lower. Alice lifted her ass up and brought it to her best friends pussy. Brit arched her back as she rose up off of the bed slightly.

“Fuck.” Brit moaned.

“You think that feels nice lets see how this feels.” Alice grinned as she pushed Brit back onto the bed and lowered her on pussy onto the toy pressing it between there two mounds. Alice chewed her lips as she felt the throbbing toy pressing against their clits ass their pussy mounds meet to the sides ass she ground against it.

“Oh shit.” Brit breathed in deeply and clutched the bed sheets between her fingers.

Alice's hips moved in a slow sensual rhythm as she ground against Brit and the vibrator buzzed intensely between their slick folds of their wet pussies. She reveled in the feeling of Brit's warm skin beneath her as she fucking rode her. Alice's hands roamed Brit's body tracing the contours of her small breasts as she clutched it with her free hand and felt Brit's breath quicken as Alice's fingers brushed over her nipples sending a shiver through her frame. Alice's own arousal grew as she watched Brit's reactions and her eyes locked onto the flush rising on Brit's cheeks. She shifted her weight forward applying more of her weight which elicited a soft gasp from Brit. The sound was intoxicating and Alice felt her own desire spike in response as her pussy left a glistening trail across the top of the vibrator. Brit reached up and grip Alice's breasts with one hand and put her other hand around Alice's waist. Alice close her eyes imaging it was Jake she was riding. Jake's hand pawing at her tit. His hand on the curve of her ass.

The fantasy heightened Alice's arousal and she increased her pace rocking her hips faster against the buzzing vibrator. Brit's fingers dug into Alice's soft flesh as she clung to her friend's voluptuous body. Alice's breasts swayed with each movement and Brit kneaded the supple flesh eliciting a low moan from Alice. The air grew thick with the scent of their arousal and the sound of their labored breathing filled the room.

Alice's hips moved in a relentless rhythm as she rode Brit harder and faster. Her wet pussy ground against the vibrator's shaft, sending jolts of pleasure through her swollen clit. Alice's heavy fucking breasts swayed with each thrust, jiggling enticingly as she bounced on top of Brit. Brit's fingers dug into Alice's soft flesh, one hand gripping her ass while the other pawed at her tit.

Alice leaned forward changing the angle of the vibrator and Brit let out a deep moan as the intense vibrations hit her sensitive spots. Alice arched her back pressing her chest forward and Brit's eager mouth found her nipple. Brit's tongue flicked over the hardened peak before sucking it between her lips and causing the breasts to pull taught as she pulled her head back before it popped from her mouth.

The toy buzzed relentlessly against their slick folds as Alice increased her pace grinding harder and faster. Her round ass jiggled with each thrust and Brit's hands moved to grip Alice's hips urging her to ride even harder. Alice's heavy tits swayed as she bounced on top of Brit her nipples stiff and sensitive. Brit arched her back pressing herself more firmly against the vibrator and waves of pleasure coursed through her body. Alice's clit throbbed as it rubbed against the vibrating shaft sending jolts of electricity straight to her core. Their bodies moved together in a frenzied rhythm chasing release as the air grew thick with the musky scent of their arousal and the sound of skin slapping against skin filled the room.

Alice could feel herself teetering on ht edge. She sat back and thrust the vibrator between their pussies frantically trying to reach her peak. Brit whimpered and moaned beneath her and both hands reached up to paw and Alice's breast as Brit lay their with her mouth open gasping for air. Her small tits rising and falling quickly. The wet sounds of their pussies sliding against the vibrator filled the air mingling with their breathless moans. Brit's breathy moans spurred Alice on and she increased her pace chasing her impending release. The bed creaked rhythmically with their movements and the air grew thick with the scent of their shared arousal. Alice's thighs trembled with exertion as she rode Brit harder feeling her orgasm building rapidly. Brit's fingers dug into Alice's soft flesh urging her to keep going as they both raced towards climax. Brits hand grabbed Alice's ass pushing up into her as if trying to get off before Alice got off.

Alice's body shuddered as she bit down on her knuckle stifling her cries of ecstasy and her thighs trembled with exertion. Brit's grip on Alice's ass tightened as she pushed herself up into Alice as her small breasts heaved and her back arched. Alice felt a surge of pleasure spread through her pussy as she leaned forward gripping the sheet. Her whole body shuttering as she pressed into Britney feeling the dark haired body quivering against hers as the heat radiated through her skin. The vibrator's persistent buzz became almost too much for top bare against the oversensitive flesh of her clit. Alice reached down and pulled out the vibrator and left it humming in her hand as rolled off onto the bed and closed her eyes felling her large tits heaving with each labored breath and the sound of her heavy breathing in her ear.

“So was it good for you.” Brit joked and Alice looked over to see her best friend panting as well as her small flushed breasts glistened with sheen of sweet. A satisfied smile played across Brit's lips as she turned to face Alice and her dark hair clung to her damp forehead. Alice's eyes roamed over Brit's petite form taking in the rosy hue of her skin and the way her small breasts glistened with a sheen of sweat. The vibrator lay forgotten between them still humming softly against the rumpled sheets. Alice's own body tingled with residual pleasure and she felt a warmth spreading through her as she basked in the afterglow of their intense encounter.

“I have had better.” Alice gave a teasing shrug. If anything fooling around with Brit made her want to fuck Jake more. Her pussy still ached with need and her mind replayed every filthy thing she wanted him to do. Her nipples hardened at the thought and she shifted slightly feeling the wetness between her thighs.

“Uh, bitch.” Brit laughed and gave Alice a playful push causing her large breasts to jostle. Brit reached down and picked up the vibrator and turned it off and then put it two her mouth and licked on the tip like a lollipop before pulling it from her lips with a slurp and licking them in a slow motion. “Mmm, we taste good.” Her eyes never left Alice’s as she tilted her head daring her to say something. She brought it to her nose inhaling deeply and letting out a satisfied sigh as their combined scents filled her senses\ as she giggled.

“You are so gross.” Alice laughed at the slut feeling her breasts jiggle. She ran her fingers over them feeling the light trail of perspiration as they glistened in the dim light. The soft curves of her body felt sensitive to her touch and she reveled in the lingering sensations of pleasure that coursed through her veins. Alice stretched languidly enjoying the way her muscles flexed and relaxed after their intense session. She wanted to go to sleep just like this buck ass naked laying next to Britney.

“Like you never kissed Jake after he went down on you.” Brit smirked and stuck the whole thing in her mouth sucking on it. Her cheeks hollowed as she worked her tongue along the length of the toy and her eyes locked onto Alice's with a challenging glint. She bobbed her head slowly letting the toy glide over her tongue and she made a satisfied hum just to push the tease further.

“Not the same.” Alice teased and playfully pushed on the end vibrator making Brit take it deeper in her mouth if she really wanted to taste it so bad. She watched as Brit's eyes widened slightly at the unexpected movement and Brit let out a muffled sound of surprise around the vibrator. Brit's cheeks puffed out as coughed as it hit the back of her throat making pull her head back form the toy and yanked it from her mouth leaving a thin strand of saliva stretched from her trembling lips to the toy. “Warn a bitch next time.” Brit wiped her mouth with the back of her hand and shot Alice a glare as her voice came out rough.

"Where’s the fun in that?" Alice smiled and licked her lips

“I am going to tell Jake to just sneak into your room and face fuck you when you are sleeping.” Brit teased as she tossed the vibrator onto Alice, causing it to roll between her tits.

“Promise.” Alice bit her lip with a sly smile. She let her head fall back against the pillow as her mind wandered to the thought of just waking up to Jake using her mouth as a sex toy. In reality she probably be pissed but just the thought of it sounded so fucking hot. Her hand unconsciously moved to her throat imagining Jake's grip there as he thrust into her mouth. Alice's thighs pressed together as a fresh wave of arousal coursed through her body at the vivid fantasy.

“And you call me gross.” Brit smirked as she looked around and tossed a shirt before finding her own clothes.

“You didn't have any problem sticking his dick in your little mouth.” Alice smiled as she pulled on her shirt and felt it cling to her slightly damp skin. Her hand moved to her hair smoothing out the tangles as she watched Brit get dressed.

“Truthfully. I would have stuffed his balls in my mouth if they were shaved.” Brit giggled. Brit slid on her shirts and then got up on her knees and wiggled her little ass as she shimmied them up.

“Dirty bitch.” Alice giggled as she found her shorts and pulled them up her legs before laying back on the bed and raising her ass. She felt her damp pussy lips rub against her damp pussy making her toes curl slightly.

Brit crawled back around her side of the bed. “You going to send him the video.” Brit's dark hair fell around her face as she settled into the bed and her eyes locked onto Alice's with a curious glint

“Maybe tomorrow.” Alice smirked. After she knew for sure she wanted him to fuck her. She wanted to fuck him so fucking bad but she was a little worried it might kill the sexual tension they had with her teasing him all the time. She didn't think was the type of guy who would fuck her and then move on to another or anything but she didn't want to rush it.

Alice set her phone on the dresser and put her vibrator back on the pillow and laid back down talking for a bit to Britney about some of the guys she might be able to hook up with before they both were to tired to continue talking and Alice soon drifted off to sleep.