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It was Friday night and Sally and I were sitting around without much to do. I had not seen much of Sally as school was keeping me so busy but this was the first Friday of my summer vacation. Sally, who at 30 was much older than I was, was actually the big sister of a friend of mine from HS. However, that friend went away to college in Washington (state) and Sally and I seemed to have a lot in common so we develped a pretty good relationship. Sally had short dark browm hair and blue eyes and, standing at 5’4″, had a pretty good figure at 35C-26-33 and a beautfull face. However, Sally and her sister were pretty close so…as a result, Sally knew of my aggressive sexual activities.

“Well, let’s go out in a bit but first, let’s get in the mood” Sally said as she handed a beer and put in a video tape. It turned out to be “Debbie Does Dallas II” and with a smile she said “I don’t know about you but I want some action tonight.” I just smiled and enjoyed the video (one of my favorites).

After it was over, we were both pretty hot and she suggested that we go to one of the adult drive inns in the area. It sounded like a good idea to me and so, grabbing the rest of our beer we were off.

We ended up at the adult drive inn on Rt. 1 near college park. Driving around, we found a good spot and got settled in. The first movie was some really bad film by “Hustler” I think. The only thing I really remember about it is that it pretended to be a sex documentary and at one point featured someone named “Honey”. She was performing before a small audience and did things like blow candles out with her pussy, mop the floor with the handle in her pussy and shot a wad of hand lotion out of her pussy about 4 ft in the air – it was very strange.

It was during this section of the movie that we first notice these four guys next to us (but a couple of spaces down) sitting in the bed of their pick up truck. They were making all kinds of “ga ga” sounds over what this “Honey” could do. After that section of the movie, one of them leaned over and said “Hey, can you gals do that too?” I just laughed and said that I had better things to do with my pussy other that mop floor, blow candles out or shot wads of hand lotion into the air. After exchanging a few other comments, they invited us over to their pickup. Sally jumped out of the car before I could even think about it and so, we went over and joined them.

It turned out they were four seniors from UM. Art, Joe, Paul and Greg were attractive guys wearing spandax shorts and t-shirts. It did not take either Sally or me long to notice the buldges in their crothes as we gave a cute “glance” to each other.

The next film was called “Stiff Compeition” and is set up like a boxing type movie with the two exceptions: 1) The fighters are women; 2) Rather than hitting each other, the competition is who can suck of a guys the fastest.

Well, the movie was great because it was based on a subject I truly love (cock sucking) and starred Nina Hartly (who I think is the hotest female porn star currently). Well, we drank through the movie and passed flirtatuios comments back and forth with the guys. When the movie ended, Sally and I got up to leave when Art said “I bet you two would be a pretty even match”. Sally smiled and said “Nah…I could beat her easy”. I replied “No way….you want to put your money where your mouth is.” I was pretty suprised when she said “Don’t you mean put some cock and cum where your mouth is…..I’m game. You guys know of any place?” I was suprised because Sally was never much of a “open” person. She tended to be more of a one guy, lights out kind of woman.

Well, the guys lived in dorms and we all decided that was no good so, taking up a collection amoungst themselvs, we went and got a room a the Holiday Inn.

When we got into the room, Sally and I finished off the rest of our beer while Joe and Greg went to get more. After getting back, Sally stood up and pulled off her shirt, exposing her tits as she had no bra, and said “Let’s get to it!”.

Within a few seconds, the two of us stood before the four guys in nothing but our panties. “We need to decide who will judge and who will participate. Let’s shoot quarter into the ashtray until we have two winners” Greg said as he pulled out a quarter. Setting up on the small table in the room, the guys began. Joe was the first to bounce the quarter into the ashtray and, after several attempts, Greg got his shot to stay in followed by Art. Next, Sally and I shot quarters to see who would get to pick – Sally won and chose Greg and Art.

With all the guys removing their spandax shorts, Joe and Greg got into position in front of us; they were ready to go. Joe looked about 1″ longer than Greg but Greg was definetly thicker as Sally admired their cocks swaying from side to side.

Art spoke up “ok, the rules are simple. The first one to suck off their guys wins. In order to prove who wins, when you start to cum (pointing at the two guys), you two (pointing to us gals) will remove your mouths and take the cock into your hands and finish them off. That is the only time you may use your hands. Any questions? (we both shoke our heads know)….Then, on your mark, get set, go!!!”

Sally and I each engulfed the cocks that were bobing in front of us, sucking them for all they were worth. I had an advantage since Joe’s cock was not as thick but Sally was sucking for all she was worth, opening her mouth as wide as she could to accomodate the cock. She was having to work much harder than I was as Joe’s cock was slim enough to easily pump my eager mouth. Sally was having to use a lot of hand stroking to compensate for Greg’s thickness.

After about 1 min, Joe started really pumping his cock into my face; I knew he was close. As I felt his cock begin to pulse, I withdrew my mouth and finished him off with my hand, cum spurting into my eagerly awaiting open mouth.

The site of Joe shoting his load onto my face must have done the trick with Greg because he simply said “Ohhhh yeah……suck it!” and, with Sally pulling back her mouth, began to fill the air with cum. Paul moved into position I began to suck his cock (thicker than Joe’s and not quite as long) as I looked over to see Sally’s face – a huge smile and cum dripping off of her checks and chin. I had a race on my hands!

Sally took Art into her mouth all the way to the hilt. It was going to be close as she and I were bobing our heads on the cocks in front of us, slurping and licking like there was no tomorrow.

However, my lead proved to be the winning edge as Paul began to shot his cum all over my face and toung. Sally put Art’s hands on her head and, taking the hint, Art began to simply ram his cock into her mouth. With an “I’m gonna fill you mouth with cum, slut” Art began to pump Sally’s mouth. As some cum began to seep out of the coners of her mouth, she continued to swallow and glup Art’s genorus helping of sperm until he was totally spent and withdrew.

“Well, I guess you win…..your the better woman” Sally said. I responded “I may be the better woman but you got the first prize and I want some”. With that, I leaned over and pressed my lips against her’s. Sally’s sister never told me if Sally had had another woman but I figured, what the fuck – I would always blame it on the “heat of the moment” if she protested. However, she resopnded as our toungs intertwined. The I could feel the cum on her face as I tasted the remains of Art’s cum in Sally’s mouth.

Pulling away, Sally smiled and said “Ah, but you won and should be rewarded” and, pushing me over the bed (so I was bent over the side of the bed), she ripped off my panties and planted her face into my ass. I could feel her toung lick my crack and lick my asshole as she, speading my cunt with her hands, moved down. Her toung darted over my pussy, lapping at it, entering my hole. All I could do was push my ass and cunt into her face.

Gaining enough control, I slid up onto the bed and said “Give me your pussy bitch!” With that, we go into a wonderful “69” – her cunt tasted wonderful!

After we both had several orgasums, Sally lifted her head from my still eager cunt and said “You boys look like you could use another round – don’t be shy!”

Art approached my end and pushed the head of his cock into Sally’s cunt while I licked his balls. Taking my last lick of Sally’s pussy, I slide out from under her and said “You boy’s ever make a sandwich?” Pusshing Greg onto the bed, I climbed on top and inserrted his thick cock into my pussy. I turned to Joe and told him my ass was his. He did not waste amy time and quickly slide his shaft into my asshole. Something about being filled in both holes is simply wonderfull.

Paul got in front of Sally and she quickly gobbled his cock. I could tell by the arched back that she was having one hell of a orgasum after another and I began to cum as well. I could feel Joe begin to fill my ass with his cum and began to hump Greg’s thick monster has fast and hard as I could.

With a series of moans, Greg shot his load deep inside of me the same time Art filled Sally’s pussy full of his cum. Never missing a stroke, Paul’s face got red as it was obvious that he was shooting his wad down Sally’s already well fucked mouth.

After cleaning up, we left the boys in the hotel and prepared for our ride home. I was still hot and, lifting up my skirt, began to pump my pussy with my fingers. Sally just smiled and said “Don’t wear your self out….that was my first group sceen and my first lesse experience. I want more of your pussy” as she grabbed my out of my pussy and began to suck on the fingers.

I smiled knowing that the night was going to be filled with her pussy and uncountable orgasms….and it was.