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She felt his eyes on her as her muscles grew taut, straining as she pulled the bar down, the steel weights lifting up. Her feet spread shoulder length and the back of her thighs tensed as her buttocks quivered, clenching and unclenching. A light sheen of sweat covered her exposed skin, her neck wetting the bottom strands of her short hair. They began to stick to her neck, making her even more alluring than before. A drop of sweat fell from her forehead, landing on the collarbone and wound a slow, torturous path down between her breasts. Her movements bounced them slightly as they moved up and down with the motion of the weight bar, stretching them taut then releasing them to roundness once more.

As the two of them were the last to work out, and knowing no others would be coming by to interrupt, she waited for what she hoped and prayed would happen. Her heart practically screamed 'yes' when she heard him drop the free weights he'd been using and made his way slowly toward her. She reached higher, feeling her shirt rise up, hoping that the seductive lure of her exposed skin would entice him.

She was more right than she knew.

He gazed at her and felt his dick surge and thicken. He knew that she liked him, loved him in a way. She'd been flirting outrageously with him for weeks and it was very clear that she wanted him. There was the way she'd eaten those grapes in front of him as they'd worked late in the lab, eyeing him as she sucked them slowly into her mouth--very clearly a signal. He'd chosen to let it slide at the time, taking it only as a tease, but now it was time to find out if she really did want to take it further.

"Want some help?" he whispered seductively as he closed in behind her.

"No," she panted, "I think I can handle it," laughing as she said it. She looked over her shoulder, her eyes giving him a challenge.

"I can help," he said, running his hands over her own at the moment she gripped the bar high over her head.

"It's not brain surgery," she told him, her skin tingling from his touch.

"I can show you something new," he said, running his fingertips down her arms.

She trembled a little bit as his hands ran over her shoulders and down her sides. "Like what?" she asked, not moving, keeping her legs spread, her hands raised high on the bar.

"Something...different," he said, holding onto her waist, waiting.

"Show me then," she told him then.

His dick thickened with anticipation. "Spread your legs wider."

She lifted her feet, widening her stance so that they lined up past the width of her shoulders. Her entired body seemed to vibrate as she waited for him to do something. It'd been six years. It was about time something happened.

He looked down at her ass and had to hold his breath a moment. Control yourself, he scolded silently. His cock strained against the fabric of his own black sweats as he brushed his body against her back. A tremendous shudder went through him at the contact.

She felt his cock resting against her ass and inhaled sharply, her body tensing with excitement.

"You'll like this next part," he said.

I already like it, she thought.

He moved his hands around her waist but didn't stop there. She gasped in delighted surprise as he slid his right hand under the waistband of her black sweats and the material of her thin cotton panties, moving down to comb through the silky mound of pubic hair.

"Oh my God," she breathed.

"Do you want me stop?" he asked, continuing to comb his fingertips through her curls, edging tantalizingly close to her clit.

"I'll tell you when to stop," she said, her voice husky, her body thrumming with deep need.

"Deal," he said, his dick pulsing at the sound of her aggressive voice. He spread his fingers, moving back and forth over the lips of her pussy, teasingly staying away from where he really wanted to go.

"What are you planning to do?" she asked, needing to know if he was going to take her where she wanted to go.

"What we both need," he told her, breathing against her ear and with unerring skill, he quickly located her clit with the tips of his forefinger and middle finger, rubbing in firm circles, slowly gathering speed.

Another gasp and a buck of her hips. "God, yes," she whispered harshly.

"You want this?" he asked.

"Fuck, yes. Can't you tell?" she asked, closing her eyes.

He looked at her lips, imagining slipping his cock between them. "Yes, I can tell." He'd tell her what he wanted to do, too, just as soon as he'd made her come at least once.

His free hand left her waist and slid upward, pushing up her tight tank top, revealing her glistening breasts. He squeezed one, then the other, loving the feel of their plumpness under his fingers. He moved to her left nipple, taking it between thumb and forefinger and rolling it, twisting and pinching lightly at first.

She moaned, loving the way he touched her, and when he firmed his light touch on her nipples, she moaned louder, wanting everything and right now. If his intent was to get her hot in the fastest way possible, he was succeeding better than he'd dreamed. She felt wanton as his fingers continued their maddening caress of her clit, making her sopping wet.

He rubbed his cock against her ass, sliding up and down, loving the way her body felt against him. He looked up and watched her white-knuckle the bar over her head as she used it for leverage, thrusting her crotch against his hand.

"Do you want more?" he whispered.

"Yes, dammit," she said quickly, her voice sound harsh and dry.

"Close your legs a bit," he told her as he removing his hands. Shakily, she complied and when they were less than shoulder-width apart, he told her to stop. Sliding both hands under her waistband, he pulled down her sweats and panties to mid-thigh. She gasped as cold air and hot anticipation hit her. "Keep your eyes closed," he told her, "And drop your head back."

Moving around her, he dropped to his knees and looked up. She was beautiful. Her exposed breasts glowed with a sweaty sheen while her upper lip and forehead were beaded with it. Taking hold of her hips and sliding his hands around to caress her ass, he leaned forward and stuck out his tongue, stiffening it as he flicked it over her swollen clit. She hissed and tried to spread her legs but the material of her sweats prevented it.

"Take them off," she ordered, keeping her eyes closed, her head dropped back.

He smiled and flicked his tongue with feather-lightness over her clit while his hands pulled her sweats down, stopping at her sneakers. Removing one shoe, he then removed a pant leg, freeing her legs to open. Flicking his tongue faster, he starting to remove the other shoe when she gasped, "No, leave it."

Again he smiled and rolled his tongue more firmly against her clit, rubbing rapidly, and when she began to pant, he slowed down to tease the bud with the tip.

She bucked into him. "Make me come."

Grabbing her buttocks and holding her so firmly that it would leave marks, he pressed his face against her mound and closed his lips over her clit, sucking it between them.

A louder cry escaped her lips. "Like that, like that," she said repeatedly, like a mantra.

Sucking harder and swirling his tongue, he brought two fingers between her wet lips and slipped them inside, fucking her opening with expert skill. A pleasured cry rang out and she lifted her feet off the ground, her arms straining. She spread her legs wide and ordered desperately, "Do it! Get me off!"

As he sucked faster, he removed his fingers and pressed the middle finger against her anus, teasing her puckered hole, waiting. When her muscles relaxed, opening for him, he slid his wet finger into her ass.

"God, yes!" she shouted, her body clutching around his finger.

He wasted no time and fingerfucked her, gyrating and twisting to stimulate her further. With his free hand, he thrust three fingers inside, quickly creating a rhythm between his hands and mouth.

Her cursing, aggressive words were barely coherent and she had no idea what she said as he drove her to the edge. Her body suddenly tensed, her mouth dropping open as she opened her eyes wide. With a drawn-out, barely restrained scream, she came...and came...and came.

Drinking in her juices and encouraging more with his tongue and lips, he held on as she bucked wildly through the throes of her orgasm. Not waiting for her orgasm to fade, he pulled her hands free of the bar and guided her down, positioning her onto her knees. Dropping his pants, he nudged his cock against her mouth.

"Please. Suck me," he asked, the tone needy.

She grabbed his shaft with shaking hands and took the head into her mouth, sucking eagerly, running her tongue through his slit. Gasping, he grabbed her head and ran his fingers through her hair.

"Yes," he told her. "Yes."

She took another inch into his mouth, then worked back and forth, sucking hard. She knew he'd come this way and didn't want him to. She wanted him inside her. When he pulled his cock from her mouth, shaking as he did so, she knew that he was thinking the same.

"Lay face down over the bench," he told her.

She kicked off her remaining shoe and shucked off her sweats. She lay down, spreading her legs eagerly for him.

With a lustful groan, he kicked off his shoes and pants, stepping between her thighs, and grabbed hold of her hips. Feeling for the packet in the pocket of his sweats, he found the condom. Ripping the package open, he tossed it aside and rolled it over his dick. Nudging the head against her opening, he pushed, sliding easily inside her wet pussy.

"Oh yeah," she said, encouraging him.

He thrust with slow purpose, trying to draw things out, to delay his orgasm for just a few more minutes. He let himself wallow in the exquisite heat, pleasuring his cock before picking up speed. He watched with lustful curiosity as she pushed up and slid her hand underneath to massage her clit.

"You got any lube?" she abruptly asked.

"As a matter of fact..." he answered, surprised.

"Get it," she told him, ignoring him as she pleasured herself. She wanted it badly; wanted him inside her ass.

Curious and wondering, he walked unsteadily to his gym bag and produced the lube. It came in handy, but he didn't have any idea that he'd need to use it on a woman. When he returned, he found her on the thick exercise mat, on her knees, one arm holding her body up while the other hand was busy stimulating her clit.

"God," he whispered. She looked so hot. Kneeling behind her, between her widely spread knees, he popped open the cap and squeezed a dollop of it onto his hand. Covering his cock, he slid back into her pussy.

"Oh yeah, oh yeah," she encouraged, raising her ass to him on each thrust. When he established a new rhythm, she stopped him again.

"Stop."

"What is wrong?"

"Nothing. Fuck me in the ass."

His eyes widened and he grabbed the lube and spread more onto his cock. Slathering a bunch of it on her sphincter, he pushed a finger inside and watched in amazement as she squirmed with pleasure.

"Give me your cock."

"Um, you need more prep than that," he told her.

"No...I don't. Trust me," she told him, knowing that he was wondering how often she had backdoor sex. She groaned when he pressed the head against her hole, then breathed slowly as he pushed inside. She rubbed her clit furiously, feeling the build up. "Fuck me," she ordered, her tone no-nonsense.

"Yes, ma'am," he answered and pushed harder, sinking himself balls-deep.

She dropped her mouth open in ecstatic pleasure. "Yes, now fuck me hard and fast."

"Are you sure?" he asked, unsure himself.

"Yes."

"I've never...not a woman's..."

"You are now."

"Good point," he breathed and pulled out most of the way before sliding back inside.

They both gasped and he began to thrust, guiding her hips as he swivelled his hips. She dropped her shoulders to the mat, her cheek pressed flat, and brought both hands to her pussy, rubbing her clit with frenzied need as she shoved three fingers inside her. When he thrust harder, she cried out. "Ah god, that's it! Fuck me hard!"

He was mesmerized, watching her, feeling her, and if she wanted it rough, she'd get it rough. He pounding into her, slapping his balls against her ass. The feeling was more intense than ever and his eyes widened when she straightened her legs, spreading them impossibly wide.

"Fucking yes!" she cried, her hands working in frenzied need.

The sight of it set him off and he fucked faster, feeling the heat climb up his dick. "God yes," he repeatedly chanted, then exploded inside her, his body jerking against her.

The feel of him spilling inside her brought her over and. . .

.

. . .she thrashed and moaned, wanting to come so badly, and was suddenly startled when she felt someone else shaking her.

"Sam, honey," she heard, then remembered where she was. In bed at home. She turned and looked at Janet and a sheepish look covered her face.

"Shit, I'm sorry, Jan."

Janet only grinned and slid her hand over Sam's belly, inching downward, teasing. "Spread your legs for me," she ordered, and Sam did, covering Janet's hand with her own as her clit was touched. Together, their fingers moved in circles, creating just the right amount of pressure until Sam was thrusting into the air.

"God, Janet, yes!"

Janet watched her face, then bent down and kissed her, diving her tongue into her mouth. Sam moaned into the kiss and raised her leg, indicating what she wanted. Janet broke away, laughing softly.

"You've been dreaming about his cock in your ass again, haven't you?"

"Yes. Please, Janet?"

Janet gazed at her lovingly - and very much aroused. Removing her hand reluctantly from Sam's clit, she reached under the pillow and pulled out the double dildo and lube. She quickly slicked it up. "You know the position, baby," she told Sam. "And remember, keep your fingers where they're supposed to be."

"I know, Janet," Sam replied, rubbing her clit in aggressive circles as she turned over onto her stomach. Her body shook as Janet covered her anus with lube, sliding a finger inside. "Mmmmmm," she moaned, "now, Jan."

"You sure? You're not that loose."

"Yes, I am."

"Okay, honey, just asking."

"I know. C'mon, Jan." She breathed out as the dildo entered her ass, forcing herself to relax.

"That's it, baby," Janet soothed as she pushed the dildo in halfway, then withdrew. It was easy. "Oh, you are ready, baby. Must've been a really good dream."

"The best ever," Sam told her, "now fuck me, please."

Janet withdrew the dildo and sat up, attaching it to the harness ring she already wore around her hips. Making sure it was secure, she slid one end inside her, then adjusted it. Making sure the cock rode against her g-spot, she let go and swung her hips. The perpetual hard-on bobbed stiffly and made the dick inside her move as well. The silicone nubs attached to the inside of the harness rubbed in just the right place, making her shudder as her clit was rubbed. She knelt with anticipation between Sam's legs, grabbing the woman's hips, and touched the tip of the lubed dildo to the hole.

"Ready baby?"

"Janet," Sam said impatiently, then cried out in surprise as Janet slid the plastic cock inside. "Yes!" she cried, spreading her legs even wider. She worked her clit, knowing her orgasm would be spectacular once Janet got going.

Janet ground her hips against Sam's ass, loving the almost-painful feel of the harness's nubs stimulating her clit. "Mmmmmm," she purred, "honey, that feels so good."

"Yes, Janet, yes," Sam chanted, raising her hips to give her hand more room. "Fuck me."

"You ready?"

"Yes, dammit, fuck me."

"With pleasure, sugar," Janet replied huskily and pulled back slowly, then slammed back inside.

"Oh god, yes!" Sam shouted, lifting up and thrusting back to meet her.

"Love this, don'tcha, baby?" Janet asked, riding her lover's ass with short, rapid strokes, enthusiastically slamming hard as the flexible silicone nubs banged against her clit.

"God, yes!"

Sam pierced Janet's ears with her demands for more and Janet loved the sound. Her lover's loud cries usually brought her off, coupled with the twisting expressions on her face when she came. But sometimes it was the image of their male friend actually screwing her lover into the mattress that would do it. Or sucking her. Janet wasn't picky. She imagined it then, his mouth on Sam's clit, making her scream in orgasm, and she lost it.

"Oh, fuck, I'm coming, baby, I'm coming," she said, grinding against Sam's ass, howling as she came hard, her juices soaking her wet. As she she came, she pounded quickly, loving the constant moans and gasps from her lover. When Sam screamed, bucking wildly, Janet held onto her hips and kept going until Sam cried for her to stop.

Janet draped over Sam, holding her tightly as they waited out the afterglow. When she felt Sam relax from the post-orgasmic clenching, she withdrew and removed the strap-on, tossing it to the floor. She then gathered Sam into her arms and kissed her soundly.

"I had a feeling there was a reason you wanted me to wear that thing to bed."

"It's his fault, you know. All that goddamn flirting he does when we're at work."

"Yes, but you do it back."

"I can't help it."

"I know. He's a stud, sugar.  Just as you're gorgeous so he can't help it, either."

"Jan."

"Too bad his dick is for men."

They both sighed. After several minutes of silent cat napping, daydreaming, fantasizing, Janet tightened her arms around Sam's waist, moving her body suggestively against her.

"You have me, though, don't you?" Janet whispered, reaching down to insert two fingers inside Sam's opening.

"Yeah," Sam drawled, moaning. "I have..." Her breath hitched, making her pause. "...you."

Janet rubbed her palm in quick little circles against her lover's clit, stimulating, creating new juices as her fingers moved inside her. Sam arched into her touch, grabbing Janet's hand, rubbing frantically into it. "So good," she whispered, "to have you."

No words were spoken for several few minutes while Janet watched her lover's face until she came, delighting in the orgasmic blush that colored her skin. When the shudders subsided, Janet smiled and mouthed a sweaty nipple. "Tell me, is it a good thing that you have me?" she asked.

"Very good thing," Sam said breathlessly, sliding down her lover's body to settle between her legs. Without pausing or teasing, she planted the stiff tip of her tongue firmly on the throbbing clit, moving it in sharp, tight circles, smiling smugly to herself when Janet clutched her hair, crying out.

"Good thing I have you, too, oh god, right there, baby, right there..."

~

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