What’s Inside Is What Counts

Danielle Holland laid on her back in her bed, moaning and naked. She was rubbing a vibrator on her pussy, panting hard. The gorgeous blonde MILF was horny like she hadn’t been in years. She felt like she was a teenager again, where she was so horny that she physically couldn’t handle it.

Thoughts of various men swirled through Danielle’s brain as she pleasured herself, and none of them were her husband. The first man to appear in her mind was David, the shy, incredibly well endowed young boy… Claire’s son. She felt so dirty for having fucked him, but he was so amazing in bed that she couldn’t regret it. David had earned his spot in her head, but the others…

Up next was Evan Simmons, that smooth-talking, muscular young stud who flirted with every damn woman in his line of sight. He reminded her fondly of Jonathan Wayne, someone Danielle had gotten to know very intimately back in high school. Danielle wasn’t blind to how frustrating Evan was to her son, how much the two boys hated each other, but the way he touched her…

And then there was Jace, the love of her life. Her son, her angel, her baby boy… who she had very nearly fucked in that bathroom by the beach last weekend. They had come so close. Then that very night, during the game night, when Jace had buried his face between her tits, and seen her naked. She was such an awful mother. She was a dirty whore for thinking these things, but she couldn’t stop! Her son, the boy who’d come out of her womb 18 years ago. She was such a bad mom…

The three of them were always present in Danielle’s head this week, and it was killing her. Countless fantasies in such vivid detail.

Dani speared on David’s enormous cock while she tenderly sucked and kissed on her own son’s cock.

Evan coming into her bathroom while she was showering and having his way with her, making her scream in pleasure as he fucked her hard.

Dani alone with Jace, and then her handsome son walked forwards and kissed her. He’d hold her in his arms and then they’d fall into a bed and make passionate love.

So many combinations of the three boys, so many dirty and twisted scenes. Since Saturday, Danielle had been horny and dying for more cock, but she couldn’t bear it to sleep with any of the three.

And it wasn’t like her husband would do anything for her. Oh, no, he was always at work or lusting over Amy. Dani had been mad at that, once, but all her anger had faded when David’s cock slid inside her on Saturday. She’d lost her moral high ground, and in some shocking turn of events, it was Dani who was the cheater now, not Jeremiah. She didn’t believe he’d gone half as far with Amy as she herself had with David.

It was her.

Not Danielle, the kind, loving, good mother.

Dani. The slut, the whore.

How far she had fallen now. Hot tears filled Dani’s eyes. Not for what she had done, for the dirty thoughts in her mind… no, the tears were for the fact that Dani was still so, so horny for more.

David Johnson stifled a groan as a huge, fat ass pushed back against his erection.

“Oops! Sorry, David!” Brooklyn said embarrassedly, her cheeks turning a bit rosy.

“You’re good.” David told her with a smile, and Brooklyn gave him a relieved smile back.

Gym class. Both a curse and a blessing. They were doing cool down stretches after a class of some running and other cardio exercises, and David was exhausted.

Brooklyn might be, too, judging from how she’d gotten off balance doing one of the stretches and fell back against him.

“I hope you’re not drunk before the game tonight, Brooklyn.” Dana joked, “You’ve got to have better balance than that to do cheerleading.”

“My glutes just hurt.” Brooklyn complained, making David and Dana laugh.

“Excuses, excuses.” Dana teased, but the person next to her caught Brooklyn’s eye.

“If you’re hurting, I’d be happy to offer some help.” Evan Simmons offered, making Dana laugh.

“I know exactly what your help would be like.” Brooklyn said wryly. Evan shrugged, holding up his hands in a sign of peace. God, he was so annoying, David thought to himself.

Dana chuckled at Brooklyn’s response, and then she did a squat, one that drew David’s eyes to her tight, perky ass.

Brooklyn unquestionably had the better ass, it was huge and fat and incredibly bouncy. David may be a devout tits man, but only a blind man wouldn’t be drooling all over Brooklyn’s ass.

Dana’s tiny, petite body was sexy as hell, too, with large breasts that really weren’t too big compared to some girls in Amethyst Shore, but on her tiny little body, they looked enormous on her. She, of course, had that aforementioned tight little perky ass, and she also had an affinity for tight hugs that swept her up off the ground, which meant David had felt her body pressed against his many, many times.

Brooklyn’s too, of course, and he loved both equally. What he wouldn’t give to have Dana and Brooklyn in bed with him together… Danielle and Rachel were a mind blowing pair, but David had been in love with Dana and Brooklyn since before he could talk, pretty much.

They’d all grown up together, which had unfortunately put him super deep in the friend zone, while the two girls were at the top of David’s list of crushes.

A little ways down the line of high schoolers doing stretches, Skylar Wayne had an unlikely partner in the form of Amy Blackson, who was bent over trying to touch her toes while Skylar rather unabashedly stared at Amy’s cleavage.

“You have some really spectacular tits, Red.” Skylar complimented the ginger off-handed my, then laughed in surprise as Amy pitched over in shock.

“Whoa, you OK?” Skylar asked, and offered Amy a hand. Amy, blushing hard in mortification, took Skylar’s outstretched hand and placed hers in it, letting the blonde haul her to her feet.

“I’m OK. Just, um, tipped over.” Amy mumbled, still blushing madly. It was a sexy look on her, Skylar thought to herself. Usually she’d say it outright, but Amy clearly didn’t handle compliments very well.

“Uh huh.” Skylar laughed, putting her hands on her hips, looking the top-heavy ginger up and down. No wonder she’d fallen over, with those enormous weights on her chest. Skylar had always known Amy was stacked, only an idiot could miss that, but she’d never really admired the redhead’s body before.

Thick hips, some juicy, lush thighs, along with a huge pair of mouthwatering tits, plus a face so pretty and innocent it hurt. Skylar liked the red hair, too, it was unique and extremely flattering on Amy. The dusting of freckles across her pale face was adorable, too, Skylar noticed.

“What are you staring at me for?” Amy asked embarrassedly.

“Hm? Oh, just admiring how beautiful you are.” Skylar winked at Amy, and Amy’s eyes widened in surprise.

Back towards the other end of the line, David was staring at Brooklyn’s huge ass as she straightened up to walk back towards the changing rooms. Changing rooms in Violet River High were… unique, to say the least.

See, the school mandated you shower before returning to class, as they absolutely did not want classes full of sweaty kids wandering through the halls and making the place smell like, well, a locker room.

Hence the shower rule. The issue was that this rule came AFTER the installation of the shower room and all of that, and with the rule mandate, they didn’t have enough space for showers, so they had to get rid of the large divider between the boys’ shower room and the girls’ shower room to add more showers, which created a co-ed shower hall.

This had been a very unpopular decision to the parents, but the students had been thrilled, particularly the wilder ones, like the Skylar Waynes and the Evan Simmonses of the time. The co-ed shower hall had been put in place about twenty years ago, and had been a fixture of the school ever since.

So, as David walked back towards the boys’ changing room, he knew that if he hurried, he might be able to catch a glimpse of naked Brooklyn and Dana getting in the shower. But beside him, Evan was hurrying into the changing room, too.

David’s crippling anxiety over the size of his cock had mostly dissipated, after the way Rachel and Danielle had raved about it all of Saturday night (and some of Sunday morning). Whether or not other guys thought it was weird or not didn’t matter, David didn’t care what they thought about his cock… because his cock had fucked two of the hottest MILFs in town. He sincerely doubted any of them could say the same.

David stripped quickly out of his shirt, shorts, socks, shoes, and boxers (not in that order), and grabbed his towel and moved swiftly towards the changing room, losing out to Evan by less than a second. The muscular black-haired douchebag pushed his way past and into the changing room first, and to David’s great displeasure, made a beeline towards Dana and Brooklyn, who were both entering the showers with towels wrapped around their chests, concealing all the naughty bits.

David saw Amy among the girls who were squeezing past Dana, Brooklyn, and Evan, and she ducked quickly into a shower stall. To David’s surprise though, Skylar Wayne joined her in said stall, but before David could investigate that, he refocused on the trio in front of him.

"Looks like we were a bit slow," David grinned sheepishly. There were only two showers left unattended. "I guess you girls can take one shower, and Evan and I can rock-paper-scissors for the other one?" he suggested.

"With one of you late for class? I don't think so," Brooklyn responded, shaking her head.

"We could just share?" Dana offered, a hint of mischief in her eyes.

Walking between the two girls, Evan gave them an easy grin before grabbing both their asses over their towels and squeezing them. Both of their shoulders shot up at the unexpected touching, eliciting a gasp from the blonde and a suppressed moan from the brunette. "I don't mind sharing if you ladies don't," he said, giving each handful another healthy squeeze.

"As much as I'd love to," Dana grinned back, sarcasm heavy on her tongue as she regained her composure. The petite blonde had years of experience dealing with the unrepentant flirt. "These showers don't really have room for three people," she explained, twisting out of Evan's grasp.

Brooklyn simply sent her best friend a scandalized look. "How would you know that?" she teased. His curvier friend was decidedly not moving, David noticed with a frown.

"Or so Skylar tells me!" the blonde quickly clarified. It was Brooklyn's turn to grin teasingly at her now, only shudder slightly with another squeeze to her luscious rump from the linebacker to her side. "I mean, we can just double up."

"No!" David immediately said, rejecting the idea of showering with one of the guys he probably disliked most in the school.

"I'm not sharing with him!" the taller boy concurred, releasing Brooklyn from his grasp and putting up both arms in rejection.

"I don't mean that," Dana giggled, her face reddening slightly. Still shocked at her suggestion, the others stood with wide eyes as the tight bodied cheerleader's voice began to shrink as she continued. "I mean, we can pair up, you know, boy and girl each? David and I in one, Evan and Brooklyn in another..."

"I- I don't know about that," Brooklyn's voice quavered, seemingly shrinking in on herself.

"Aww come on Brook, it'll be fine," Evan said in a soothing voice, his hand continuing to massage her ass.

Brooklyn herself let out a breathe. "Ok," she shuddered in his hands.

"You want to pair up?" David asked, his mouth wide in surprise.

“Well, nearly everyone ends up having to pair up in the shower, and if I can’t have Brooklyn, I’d rather you then some handsy perv.” Dana admitted with a shy grin, Evan laughing in mock offense. David’s brain was a little busy right now, but it was catching up slowly but surely.

"You're not going to pretend you're some gentlemen now, are you?" Brooklyn challenged Evan, a bit of fire returning to her. "I know what you're like."

"Hmm..." the taller guy thought aloud, grabbing Brooklyn's ass once more and squeezing. "Nah!"

"You asshole," she shook her head, really not seeming too upset at her predicament.

“Are you…” David wondered, ignoring the other two.

“If that isn’t too awkward for you.” Dana hastened to assure him. She didn’t want to pressure her best friend into anything.

"Brooklyn, are you-" David began, only to get cut off by Evan.

"I'll be on my best behavior!"Evan promised, releasing Brooklyn's rump once again and raising his hand in a salute. "Scout's honor."

Nobody believed him.

"You were never a scout," Dana laughed, poking him the ribs.

"And you have no honor," Brooklyn added. "I'll be fine," she turned to David, placing a soft hand on his arm, then giving him a tight hug, pressing her barely covered tits into his chest. David couldn't help the surging he felt just under his towel. No way he was going to be able to hide this.

"You'll be ok?" he asked as they broke apart.

"I'll be fine," she promised, stepping back from him with a grin. "I'll make sure he keeps his hands to himself. We're just going to shower and head to class. He's nothing I can't handle."

"We'll see about that!" Evan laughed, before spanking Brooklyn's ample ass. The thin covering of a towel was hardly enough to dampen the sound. Brooklyn's previous grin immediately shifted as she bit her bottom lip and closed her eyes as Evan's hand returned with a rub, before leading her into the shower.

She didn't oppose him.

Unable to let go of his worry, David turned to Dana once more. "She'll be fine," Dana comforted him, taking his hand in her own.

David shook his head rapidly and opened the glass door to the nearest shower stall. It wouldn't do to lose focus of what was in front of him.

“Ladies first.” David told her, heart thudding in his chest, and Dana gave him a bright smile as she stepped past him into the shower. David’s hands were shaking as he stepped into the shower and closed the door behind him.

Rachel rose up in his mind, telling him to be confident and take what he wanted… and he wanted Dana. Taking a breath, David was the first one to remove his towel, hanging it up on the hook and turning to face Dana, with Goliath pointing proudly at the tiny blonde, who stared in open-mouthed awe at David’s huge cock.

As David watched, Dana removed her towel, and he got his first close-up look at Dana’s naked body. Her towel joined David’s on the rack, and David openly admired Dana’s tight petite body, and her oversized large tits and her perky ass… she was perfect, just like he’d always thought she was.

A few showers down, Amy was hanging up her towel, not a care in the world, when the shower door opened up. Amy squeaked and turned around sharply, her hands flying up, one going south to cover her pussy and the other one trying and failing to cover Amy’s expansive globes.

Skylar Wayne smirked as she removed her own towel and closed the door behind her.

“What are you doing in here?” Amy asked in shock. She didn’t usually have anyone join her in the shower, and if she did, it was another girl who didn’t want to risk having to shower with a guy.

It was never Skylar Wayne, possibly because Skylar was always sharing with one football player or another. Never Jace, due to Jace not being here for this class, but their gym class had a decent representation from the school’s football team.

“Came to ask about a mutual friend of ours. How’s Jace doing?” Skylar wondered.

“Jace? Um, he’s doing fine. Why?” Amy asked, confused.

“Has he said anything about me?” Skylar pressed.

Amy blinked. “That sounds like something between you and him.”

Skylar chuckled. So the busty ginger had some loyalty, huh? Skylar had heard Evan say that Amy had more tits than brains, and she was curious if that was true. Amy had never seemed like a dumb girl to Skylar. Gullible, maybe, but Amy had a wit about her in classes, and Skylar thought Amy would be able to run circles around Evan in any competition of brainpower.

“You’re right, you’re right.” Skylar nodded, “What about you, then? How’s your love life going?”

Amy blushed darkly, and Skylar shook her head in amazement. How had she never paid attention to how sexy Amy’s blush was before?

“I don’t have a love life.” Amy shook her head, “Absolutely zero percent of one.”

Skylar’s mouth fell open.

“Nothing? Not even at my party? That hurts, Amy, I thought I made my parties fun for everyone.” Skylar said.

Amy looked uncertain when the party was brought up, and Skylar’s eyes narrowed. Amy backed up against the shower wall, feeling rather like prey, cornered by a lioness.

“So there is a story, there, huh? Spill, girl!” Skylar encouraged. Amy shook her head, wet red locks of hair bouncing.

Skylar grinned a predatory grin.

“I guess I’ll have to make you talk, then.” she said, and slid forwards with the grace of a lioness closing in on her prey.

Skylar walked through the stream of water, and the glistening wet heiress closed the short distance quick, pressing up so close that the two girls’ nipples were grazing each other. A light, pleasant sensation coursed through Skylar at that contact, and Amy bit her lip during her own enjoyment. Skylar put her hands on either side of Amy’s head, and the shorter, bustier, shyer girl gave a small whimper.

“Ready to talk?” Skylar teased.

"I meant what I said," Brooklyn affirmed to the much larger guy in front of her, hands clenched to her side. "No funny business!"

"Of course not," Evan replied with a smirk. "I won't do anything you don't want me to."

Brooklyn shuddered at the smouldering look he gave her. She had to concede, her neighbor certainly was attractive... Shacking her head slightly, Brooklyn broke herself out of her trance. She couldn't let herself get distracted. "I'm not one of your sluts that you can just fuck whenever you want to!"

"I know. It'll just be whenever you want it," he grinned.

"Not funny," she frowned.

Evan shuffled towards her, his towel still wrapped around his waist, before reaching round and grabbing Brooklyn's rear with both hands. Massaging the perfect ass, Evan brought her in close to him, pressing her mound into his now obviously erect cock, eliciting a whimper and moan from the curvaceous brunette. Leaning down into her ear, he whispered a phrase that sent her legs weak. "I wasn't joking."

Brooklyn gasped, then flicked her eyes open in surprise when she felt him let her go and walk away. Grinning again, Evan untucked his towel, revealing the veiny, throbbing cock to her sight. All she could do was gasp.

Evan hung his towel on the holder, turned and walked back towards her, his cock pointing right at her. Brooklyn seized up in anticipation, thinking he was about to lay his hands on her again, only for the teen to walk right past her and turn the shower on behind her. "We're here to shower, aren't we?" he asked with an air of innocence, testing the water temperature. "I don't know about you, but I normally take my towel off to shower."

"I - so - Yeah," she finally conceded. Hardening her resolve, Brooklyn undid the towel around her body, before hanging it up as well. She wouldn't let this player get the best of her, she resolved. Still, she couldn't help but be a little pleased at the simple "Fuck" that escaped Evan's mouth when he gazed upon her bare ass. That gave her a bit of strength, she wasn't the only one who liked what she saw, at least.

Strutting back towards her adversary, Evan's own gaze hardened at the sway in her steps. The unsaid challenge was met. Oh no, thought Brooklyn. What have I done?

"So, shall I soap you up first?" he asked her, his visage of a predator with his prey as his hands reached her hips and pulled her right into him under the hot water. His now wet, angry cock poking right into her midsection as her rock hard nipples pressed into his chest.

Brooklyn simply gulped. She was way out of her league.

"Good answer," he grinned, giving her fat ass another slap that wetly echoed through the shower room.