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 ï>¿Alice The Exhibitionist by Captainwood2

   I encourage my gf to show herself off.

   This story is set in the early 1990s.

   I had been going out with Alice for nearly a year.  She was just 18 when
we started seeing each other, and I was a bit older at 23.  Alice was a
very pretty young woman, quite shy with natural long blond hair, a rounded
very cute face, sharp blue eyes and a slender 5' 4" frame with maybe a tiny
bit of puppy fat.  Although she had had one boyfriend previously, she was
still a virgin when we first met.  She was still quite inexperienced but an
enthusiastic learner.

   After a short period of time when we had progress to fucking on a
regular basis, I found she loved to ride jockey on me and would bounce
herself up and down on my cock with obvious enjoyment, her face flushed
with excitement, and I got to see her beautiful tiny breasts, 32B with
their large areolas flushed with her excitement bouncing gently above me
which never ceased to get me off.

   Alice was at college studying Biology and still living at home with her
parents, and I worked in a bookshop in town.  We would speak on the phone
every evening even if we were meeting later but one day she told me she had
come down with a chest infection and was coughing badly.  Her doctor had
put her on antibiotics but decided to send her to the hospital for a chest
x-ray to make sure it was nothing more serious.

   When we spoke the next day after her hospital visit she said all was
fine and the antibiotics should clear up what was just a chest infection
but then she went a little quiet and when I asked her what the matter was
she spoke quietly so her parents couldn't hear,

   "Something happened when I was in the x-ray department, it was really
embarrassing!"

   "What was that?"

   "Well...I had to take off my top and also my bra because it had metal
clips..." She trailed off,

   "Yeah, I suppose you would have to do that, why was that a problem?"

   "Well, I was topless with the radiographer, who was a woman thank
goodness.  She told me to stand with my arms straight by my side and just
before she turned the screen towards me in walked a male doctor and saw me
standing there with my boobies out, arms by my side, I daren't move as I
had been told to stand straight like that."

   "Well, he's just a doctor." I said.

   "I know, but if that wasn't bad enough he asked the radiographer, not
me, if he could bring his students in to observe." She continued.

   "Right." I said cautiously,

   "Well, she just said, sure, you can bring them in!  And in walked about
twelve students, all men and just stood there about 20 feet in front
staring at me with my breasts out on show!"

   "Oh blimey!" I said.  I couldn't help but snigger slightly at the
thought but tried to be sympathetic by adding,

   "Oh...erm...well they have to train them I suppose, they're going to be
doctors and such like." I suggested,

   "Yes, but they're all men too!"

   She countered.  She was right of course, but back then patients were not
always asked permission for students to be present, it was just something
that might well happen to anyone.  Alice told me how the doctor then spoke
to his students for about 5 minutes, explaining the procedures of the
department as she waited patiently and blushing like mad, arms still by her
sides and she could see they were all just looking straight at her breasts
on display.

   I just said not to worry about it, and just forget it.  We ended our
conversation, and I said I would see her tomorrow.  I felt a bit of a
hypocrite as I could not forget it and I kept thinking of her standing
there on display to all those men staring at her half naked, and her unable
to move and I realised how arousing it suddenly seemed to me, all those
eyes, looking at her beautiful little breasts, and I felt sure they would
have really enjoyed the view she presented to them, for a full 5 minutes.
Then I thought of how much more exciting it would have been if she were
completely naked in front of them, and if they had the opportunity to also
ogle her sparsely haired pussy also.

   Over the next few weeks I became rather obsessed with the idea of Alice
showing herself off to other men and I tried to broach the subject with
her, but she was very shy, and it wasn't easy.  After some teasing about
the x-ray incident I think she realised just how exciting I found it, and
she seemed to mellow to the idea slightly and would even giggle whenever I
mentioned it.  We were at my house one evening and the subject came up
again when she said,

   "You really want me to do this don't you, to show myself off to other
men?"

   "Erm, yes, that would be amazing!" I said,

   "Why, exactly?"

   "Because you are beautiful and you have a beautiful body, I feel proud
that you are with me, and I would find it unbelievably exciting for other
men to admire you."

   She smiled at me and put her hand on the crotch of my trousers pressing
her hand against my bulge,

   "Hmm, let's see how exciting you would find it."

   She said, as she looked me in the eye and slowly unzipped my trousers
and put her hand inside feeling up the outline of my growing cock.

   "Ooh, looks like someone is already a bit excited."

   She said smiling at me still and carefully liberating my cock from my
clothing and pulled it out into the open air as she very slowly pulled my
foreskin back and forth as she studied it in her hand with obvious
fascination.

   "So, tell me what you would like to happen." She said.

   I cleared my throat enjoying her teasing and her hands on my stiffening
cock.  I admitted to her that I had masturbated whilst thinking of her
being exposed to all the trainee doctors at the hospital and how I had
fantasised about her being completely naked in front of them,

   "Hmm, that's a bit naughty!  Do you think they would all be excited to
see me like that, helpless and half naked in front of them?"

   I was slightly surprised but delighted by her sudden apparent
willingness to talk about it and wanted to encourage her,

   "Oh, God yeah!  I bet they all would!  Imagine all those strange men
thinking about your naked body and what they would like to do to you?"

   "Hmm, I suppose that is quite exciting!  But would you prefer it if I
had to take down my knickers in front of them as well?"

   She said now wanking me a little harder and my cock rose to its full 7
inches in her soft hand.

   "Wow, yeah!" I answered.

   Alice seemed happy with my reply and got down close to my cock and
started to rub it over her smiling face,

   "Hmm, and if you were the doctor and were in charge, what would you do
in that situation?"

   I thought about it briefly and added,

   "I would order you onto an examination table and encourage all the
students to thoroughly examine you all over."

   Alice chuckled at this and ran her tongue over the head of my cock
looking up at me with her blue eyes, then pushed her head down taking my
cock into her warm mouth as she hummed with pleasure as she sucked me off.

   "Keep going!"

   She added briefly, popping my cock out of her mouth, and then returned
to sucking me, she seemed to be getting turned on as much as me by the
fantasy and it was incredibly arousing, so I really let go.

   "They would all be feeling up your naked body running their hands all
over your breasts and inspecting your nipples whilst others would be
spreading your legs to inspect your pussy, pulling your lips open and
pushing their fingers up you, and tasting your juices off their sticky
fingers, then one by one they would get their cocks out and rub them all
over your face 4 or 5 of them at a time and then push them into your mouth
telling you to suck on them."

   I couldn't hold off any longer, Alice was sucking me with more and more
vigour as the scene we played out continued and I sensed she was becoming
more and more turned on by it as she continued to moan and hum as her
saliva began to run down the length of my rigid cock,

   "Oh, Alice, I'm going to come!"

   I expected her to pull my cock out and finish me by wanking me off like
she usually did but much to my surprise she remained close enough for her
lips to be touching my hardon as she watched intently as my come sprayed up
and over her face.  She continued to wank me directing my spunk all over
her face as I cried out in huge relief, spattering her face and covering
her with spunk.  She then surprised me further by licking her tongue around
her lips and tasting some of my come, something else she had never done
before,

   "Hmm, it tastes funny, not terrible though, sort of salty, and creamy."

   "Have some more,"

   I said as I rubbed the tip of my cock around her sweet face, gathering
up more of my come and offering it to her.  She smiled up at me and said,

   "Oh, if you insist, Doctor!"

   Then I put my spunk covered cock into her open mouth and she tasted some
more, humming her approval, she lapped it up with some enthusiasm, her
tongue lapping away at the end of my cock and then she wiped the rest of
her face with her fingers and licked them clean.

   I was stunned to see her do it but over the moon that she was getting
the taste for it and seeing her pretty face smiling back at me covered in
my come was the most beautiful sight.

   "Do you like that, Alice?"

   She blushed a little and looked back at me a little sheepishly,

   "Hmm, actually the taste is...interesting, it's quite nice, and it feels
really sexy, yes, I quite like it!...in fact...I quite like it, a lot!""

   Over the next few days she really got into sucking me off and swallowing
my come, and she would do it with increasing enthusiasm, especially if we
had shared a joint, which seemed to make her very horny indeed, and I
teased her that I would run out of come and might need to find some
helpers. She just raised her eyebrows at me and looked a little
embarrassed, blushing slightly but she didn't object outright.

   "Would you really like me to do that?"

   "Suck off other men...well, yeah, that would be really erotic!"

   "You wouldn't be jealous?" She asked, sounding quite curious.

   "No, as long as you were safe and enjoying yourself, it could be really
exciting!"

   "Well, that's really naughty, but I suppose if I had no choice..."

   She said blushing heavily again, "I mean, if you ordered me to do things
then I wouldn't have much of a choice would I."

   "That's true.  Would you like that?"

   Alice continued to blush and looked down as she thought about it and
then looked up at me again and said nodding,

   "Hmm, I think that would be quite exciting, it's something I think I've
always fantasised about, being told to do naughty things, but if I were
ordered to do them, then it sort of absolves me of guilt I suppose and I
think I would really like that."

   "Right..." I said.  I was very happy to hear this, it sounded like Alice
was really up for doing this for real.  Oh man!  But there was more, and
she continued to explain,

   "You know, I'm sorry I didn't tell you this before, it was partly
because I think I was a little confused and partly because I didn't know
how you would react, but when I was having my x-ray and the radiographer
told me to stand still, because someone of authority had told me to do
something I felt sort of helpless, it was almost like an out of body
experience, but when I was face to face with all those young men looking at
me topless, I was bright red!  I knew that I couldn't move and I could feel
my areolas get puffy and my nipples getting stiff and they could all see
that, I could see one or two of them nudge each other and one of them
whispered something to his neighbour, nodding his head towards my breasts."

   "Wow!  I didn't know that, that is really horny!"

   "I know, but there's more.  The radiographer chose one of the men at
random to show him how to position the x-ray screen.  He came right up next
to us and the radiographer turned it against my chest, but off course the
first thing to touch the cold screen were my really stiff nipples and I
gasped out loud, it was so embarrassing!  The radiographer actually
apologised that it was a bit cold, but my gasp sounded more like a gasp of
arousal than surprise and I heard one or two of the young men snigger.  The
Doctor gave them all a short stern look, and they went dead quiet again. 
The radiographer and the young man were close enough to touch me as they
positioned the screen, and the young trainee was looking straight at my
little breasts."

   "Blimey, Alice, that is really sexy."

   She stifled a laugh and still blushing, she continued,

   "It wasn't until I got home that I realised my knickers were wet...you
know...from excitement!"

   I barely knew what to say, and despite having just had a big orgasm I
could feel my cock twitching again thinking of her almost naked and
vulnerable in a situation she had no control over, with lots of other men
enjoying looking at her.  It was near perfect.

   "Wow, so if I were to tell you to do something in a situation where you
could be exposed, you'd like to do that?"

   Alice looked very red in the face again and she was biting her bottom
lip, but she nodded her head in agreement,

   "Yes." She said quietly, looking almost ashamed of herself.

   I looked at Alice as she finally grinned back at me, very happy that we
had found an agreement, now it was just a question of getting her into a
situation where we could make it could happen.

   Chapter two

   The next week signalled the beginning of summer holidays for Alice, so I
booked some time off at work and we went on holiday, staying on the Norfolk
coast in a static caravan on a smallish campsite.  I had done some homework
however and found that there was a nudist beach very close to where we were
staying which would be an obvious opportunity to show Alice off to some
admiring men.  I hadn't told her about the nudist beach however as I wanted
it to be a surprise and so on our first day we set off in my car the mile
or so to the beach.

   We had prepared earlier and put on our swimming clothes underneath our
summer clothes, and we parked the car and walked through some beautiful
pine woods and out onto the open sandy beach,

   "Wow, this is nice!"

   Said Alice, smiling in the sunshine and admiring the miles of sand and
the dunes on the edge of the wooded area.

   "Shall we stop here?"

   "No, let's carry on down there a bit more."

   I said, knowing that the nudist area was a bit of a walk from the car
park.  We continued for a while until we came to a sign which read
'Clothing optional from this point on -- Nudist Beach'.  I looked at Alice
beaming at her, and she looked back at me with a wry smile,

   "Oh, I see!  That's the plan is it?"

   "Yep!" I said triumphantly and laughing a little.

   "Ooh gosh." Said Alice a little nervously.

   There weren't that many people around, just one or two dotted about and
a much larger group on the edge of the sand dunes.  We walked past an older
naked couple, looking tanned all over and they smiled up at us politely,
Alice looking slightly embarrassed.

   "We should go over to the dunes where all the people are." I said.

   "Erm, can we stop over there for a moment perhaps?" Asked Alice,
pointing to a quiet corner further down the beach next to a wave barrier.

   "Yes, sure."

   "I'm don't think I'm quite ready for so many naked people."

   "Sure, no problem."

   So we stopped a little way away from the throng of naked bodies and
settled down by the wave barrier on a large blanket and a windcheater
behind us and we both undressed down to our swimming costumes, Alice was
wearing a rather cute small yellow bikini with tiny white flowers on.  She
did look good.  We had a couple of beers, and we smoked a small joint and
relaxed, just lying back looking up at the bright blue sky.  We held hands
and must have nodded off for a while as the joint took hold and relaxed us.
We were awoken by a voice sometime later and I looked up through my
sunglasses to see a figure looming over us.  I lowered my glasses to see a
tall naked man standing in front of us wearing nothing but a floppy sunhat
and carrying a small bag over his shoulder.  Alice sat up too and looked at
the man as he said in a jolly and well-spoken voice,

   "Afternoon!"

   "Hi!" I replied, a little dozy.

   I looked at him as my eyes adjusted to the light.  He was about 6 feet
tall, maybe in his mid-60s, slim and quite well preserved with slightly
wrinkled and very tanned skin, looking like he lived on the beach all his
life.  I glanced at Alice who was staring at the man, or more precisely
staring straight at his circumcised cock which was at perfect eye-level to
us and was not erect by any means by looked big and hung down about 4
inches like a long, thick sausage, tanned also by the sun.

   He raised his hat and spoke in a very polite voice as he said,

   "Hello, lovely day isn't it?"

   "Certainly is!" I said happily.

   "Do you mind?" He said as he pointed briefly with his finger to the edge
of our blanket.

   "Er, no sure." I said.

   He sat down next to Alice and stretched out his long legs in the sand,
making no effort to hide his large cock.  Alice continued to glance down
periodically as we spoke, in fact she could hardly take her eyes off it.

   "Is this your first time here?"

   "Yeah." I said.

   "Thought so!  Sorry to bother you folks, I'm Michael by the way."

   "Hi, Michael, I'm Steve, and this is Alice."

   I replied.  He shook both our hands and his smiling eyes lingered on
Alice's bikini top.

   "Did you know this is a nudist beach?"

   "Oh, yes, but my girlfriend is a bit shy."

   "Shy?  A beautiful girl like this!" He said sounding genuinely
surprised,

   "My goodness you have nothing to be shy about young lady.  I've seen
some sights on this beach over the years that I have lived around here and
can assure you that you have nothing to be shy about!"

   Alice blushed at Michael as he continued to speak with such genuine
admiration and then he continued,

   "The thing is that some of the locals get a little peeved with people
wondering on to this part of the beach just to peep at the nudists but not
participating, if you see what I mean."

   "Oh right, yes, I see.  Well, sorry, we were just getting acclimatised
and easing into it."

   I looked at Alice.  It was pretty obvious that this old guy just wanted
to get a better look at her, and I was really hoping I could get her to
oblige, it was a near perfect situation, and I tried to encourage her,

   "Yes, Michael is right, Alice, if we want to stay here we should at
least do as the locals do."

   And with that I slipped my trunks down my legs and adjusted my cock and
balls into the open.

   "That's the spirit!" Said Michael merrily, glancing down at me briefly.

   I offered Michael a beer which he happily accepted in an effort to keep
him there, hopefully at least long enough to enjoy seeing Alice stripping
off, and I think he read the situation as he chinked our beer bottles
together with a slightly conspiratorial grin and a wink of his eye.  We
both took a swig and then turned our heads towards Alice who had been very
quiet until now.

   "Come on Alice, get some sun on your body!" I said.

   "Yes, Alice, you won't believe how liberating it is!"

   Added Michael as he leant back on one arm and I'm sure he subtly pushed
his pelvis up a little making his cock stick up and Alice glanced down yet
again and looked straight at it, and she swallowed a little nervously.

   I looked at her and tilted my head down towards her doing my best to
look slightly authoritarian.  Alice hesitated and looked up and down the
beach obviously considering whether to give in to our suggestion.

   "I feel a bit embarrassed, Steve!"

   "Nonsense!" said Michael, "you are among friends here!"

   Said Michael raising his drink and taking another sip, his eyes however
never straying from Alice illuminated in just her bikini in the bright
sunshine.  Alice cleared her throat still hesitating and then suggested
very quietly,

   "I suppose I could just take my top off?"

   "Lovely idea, Alice!"

   Said Michael making it sound like the most natural thing in the world. I
was beginning to get very excited as it looked like she was softening to
the idea, as we both sat there looking at my girlfriend trying to persuade
her to strip off in front of us, her boyfriend, and a complete stranger,
probably just a dirty old man more than eager to get a nice close-up view
of her naked charms.  I could feel the blood rising slightly in my cock and
I felt it shift automatically as it stirred.  I had to adjust myself
slightly and Michael noticed as he was facing me still sitting with Alice
between us both.  He glanced at me again, smiling and looked back at
Alice's tiny sunlit breasts in her bikini top.

   "OK."

   Said Alice quietly, and she puffed out her chest as she put her hands
behind her back leaving us with a lovely view of her breasts which stuck
out in her bikini, and I noticed her nipples looking already quite stiff
through the light-yellow material.  I could hardly believe that she was
going to do this, I was trembling slightly as I watched her right next to
Michael as her bikini top went loose and she put both her hands in front of
her holding onto it still covering her breasts as she then lowered both the
straps, stopped momentarily, and looked back at me and then at Michael
nervously.

   "Come on Alice," I said in a soothing voice, "show Michael what you're
hiding."

   She blushed deeply again as she looked up at his broad smile and slowly
lowered her hands holding her bikini top and turning slightly towards
Michael, baring her tiny breasts to him.  Michael's eyes lit up and he
stared back at the glorious sight of her tiny boobies, her nipples sticking
out invitingly and her large puffy areolas blushing nearly as brightly as
her face.

   "Oh, my word!" Said Michael, almost in a whisper, "you have beautiful
breasts, Alice."

   Alice's face went an even darker red as he suddenly glanced up and added
urgently,

   "How old are you, Alice?"

   "Nearly 19."

   "Hmm, lovely, and your nipples are looking so stiff young lady, I think
someone is quite enjoying this!" Said Michael.

   "She's not the only one I reckon, hey Michael."

   I said sitting forward slightly lifting up my legs as I rested my arms
on them and adjusted my cock again which was now starting to stiffen
dramatically.  Michael made no effort to hide his excitement as he lay back
proudly showing his stiffening cock, as it moved with a life of its own,
and was now at half-mast, and formed almost a complete arch as it bent over
from the weight of his large plum-like cockhead, and his shaft was really
thick, and I could see the veins down the length of his cock now sticking
out as his blood rose.

   We all sat there for a moment taking in the situation, enjoying the sun
on our bodies and the beers, and even had another very small joint which
Michael to my surprise even took a couple of puffs on.  I looked at Alice
who was still continually glancing down at Michael's stiffening cock only
about 3 feet in front of her.  I knew this was only the third cock she had
seen in her life, and she seemed almost as curious to look at it as we both
were at seeing her lovely half naked body.

   "Does it get busy here, Michael?"

   I asked, suddenly a little concerned that we might be discovered.

   "Here?  No, not at all, people rarely come over to this side, most of
the nudists hang around the sand dunes, there is a bit of cover and it's
close to the woods if anyone fancies to...nip in there for...  whatever."

   He said, raising his eyebrows.  We caught his meaning however, and I
thought that sounded potentially like a lot of fun, and mentally filed the
information.

   "But, Alice, you really are a little tease, you haven't even fully
joined in with us yet have you!"

   He said, nudging her leg with his arm and winking at her.

   "Yes, Alice!  Here we are both going native, and you are lagging way
behind!  And actually it really does feel quite liberating!" I said.

   "Quite!" Agreed Michael with enthusiasm, raising his beer in the air.

   Alice looked at me a little hazy through the beer and spliff and
appeared to be quite a bit more relaxed now, especially as it seemed
obvious Michael probably was a bit of a dirty old man, but he was no
monster, in fact he was quite a gentleman and good humoured.

   "You want me to take my bottoms off as well?" She asked me, which boded
well.

   "Yes." I said sounding decisive, "I do!"

   "And you don't mind Michael watching?"

   She said, knowing darn well just how much that would turn me on by
saying it out loud and demonstrating also that I think she was getting as
turned on as we were by now.

   "Not at all, Michael is our friend so why shouldn't he watch!"

   "Here, here, Steve!"

   Said Michael as we both raised our beers and chinked them together.

   "OK, then." Said Alice quietly.

   Michael and I both sat perfectly still as we watched with great
attention, as Alice, once again blushing like mad, her legs together,
pushed her knees up to her chest and put her hands either side of her hips
and slid her fingers into each side of her yellow bikini bottoms.  I could
not believe what I was seeing!  My seemingly shy girlfriend was finally
going to get naked in from of a man we had only just met!  She then pushed
them down slightly and then shuffled her bottom side to side and pulled
them up her legs, over her knees and off her feet, finally dropping them
onto the blanket beside her.

   "There!"

   Michael and I both cheered, but not too loud, and waited expectantly. 
Alice looked back at us both as we peered our heads in various directions
but could not see anything of the charms she had just unveiled,

   "Come on Alice, don't tease now!" I said.

   She chuckled slightly looking back and forth between us still blushing
madly but with a big cheeky grin.

   "Are you sure you want me to do this?"

   She said to me, checking one last time.  I just nodded slowly, but
firmly.  I glanced at Michael, he was looking intently at Alice's legs, his
tongue tracing back and forth across his lips.

   "OK, here goes."

   And finally Alice looked straight at Michael and stretched out her legs
on the blanket bringing her sweet little pussy into view, although she kept
her legs close together, her lightly coloured pubic hair shone brightly in
the sunlight, and we could just make out the beautiful slit of her vagina
in the brightness.

   Nobody said a word for a couple of minutes, I think we all felt the
intensity of the moment and sensed a shift in the atmosphere.  It had been
playful and fun before but there was a genuine erotic tension now between
us all.  We just looked on in silence and admiration and I felt proud of
how beautiful a sight my girlfriend made, all her charms on display. 
Michael looked dumbstruck and took a long swig of his beer but never
shifted his eyes from her pussy, except to glance occasionally at her
breasts.

   I suddenly noticed Alice's eyes widen slightly and I followed her line
of vision to Michael's cock which was now slowly erecting before our very
eyes and gradually straightening up in little pulses, finally standing
quite rigid in the air, a good 6 inches high, the big plum-shaped cockhead
looking engorged and proud, and a little tuft of grey pubic hair partially
obscuring his big balls.  He just sat there and happily let her stare at
it, each of them admiring the other.  My own cock was now also fully erect,
but I still had my legs bent as I lent on my knees, but I allowed my cock
to stick out and be visible between my slightly open legs, as the novelty
of being quite naked in the open air was extremely invigorating and added
to the thrill of it all.

   Michael finally broke the silence,

   "Oh, Alice, you have the most beautiful body, I mean, you are such a
pretty little thing anyway, such a cute little pussy, but your breasts and
especially those nipples are quite something."

   I was feeling unbearably aroused by now as the effects of the joint were
now pulsing through me in the heat and feeling suitably emboldened I asked,

   "Would you like to touch then, Michael?  Would you like to feel Alice's
breasts?"

   "Oh, God, would I!"

   "Go ahead then."

   I said, calmly, as the implications of my words washed through me,
raising the tension again,

   "She doesn't mind?" He asked me.

   "No, she likes it."

   I said, praying that I hadn't overstepped the mark and Alice wouldn't
back down and would go along with it.  Michael looked at Alice
questioningly with his eyes, his mouth half-open in anticipation,

   "Do you like it, Alice?" Asked Michael.

   Alice bit her lip, looked at him and just nodded very slightly, it was
barely visible, but she nodded,

   "Yes." She said, in a whisper.

   Michael hummed quietly and shuffled up right next to Alice on the
blanket and leant in to her, their bare legs just touching.  She was still
sitting up and he reached out his hand and placed it slowly onto her right
breast and enclosed his fingers around it, squeezing very gently.  I
swallowed a little and took a quick swig of beer, my throat was suddenly so
dry, hardly believing what I was watching, the moment was electric, my
girlfriend was allowing herself to be felt up by a complete stranger.  It
was incredibly intense.  Alice closed her eyes to the moment and moaned
quietly as she allowed Michael to continue touching her.

   "Oh my, they are so soft." He said.

   He brought his hand underneath her small breast and toyed with the
outside of her nipples with his finger and thumb, pressing into her swollen
areolas lightly and then teasing her nipple between his finger and thumb.
Alice let out a long soft moan and then opened her eyes looking down at
Michael as he played with her.

   "Is that nice, Alice?" I asked.

   "Oh, yes, it's really good."

   She said breathlessly, looking back at me and smiling, her eyes half
closed.  Michael managed to sit up on one crossed leg without letting go of
her breast and then, sitting upright facing her from the side he put one
arm around her back and began to feel up both her young breasts with both
his hands.  Alice closed her eyes, hard, the skin around her forehead
wrinkling up with the pleasure, as Michael teased her breasts and nipples
inspecting them closely with his hands and leaning in to watch close up.

   Alice's hands were by her sides, and I suddenly noticed as Michael
shifted closer to her, the head of his stiff cock pushed gently against the
back of her left hand.  Then I clearly saw a movement from her hand, and
she rubbed the back of her hand against his old cock, moving it up and down
a little on his large cockhead.  Michael was by now squeezing her breasts a
bit harder and kneading them into little points, her nipples sticking out
into the sunlight invitingly.

   The invitation was obviously too much to refuse, and the little noises
Alice was making not to mention her touching his cock inspired him to go
further and he leant in and began to suck on her nipples, kissing the tips,
and running his tongue around them and lapping away, having the time of his
life with my girlfriend's little breasts.  I saw Alice turn her hand
slightly and she gently held onto the large head of his cock with her
fingertips running them all over it, tiny strings of shining pre-come
glistening in her hand.

   "Oh, yes, suck me, suck my tits, both of you!"

   I happily joined in, and we both took great delight in sucking her
little titties.  Alice was clearly loving every moment of it and making
little gasping noises.  I felt Alice's hand grasp my hard cock, and she
began to wank me off, pulling my foreskin up and down, and as I adjusted my
head slightly, still sucking on her left breast, I looked down to see her
frantically wanking Michael off in her other hand, his big cockhead shaking
around in a blur.

   I put my hand down between her legs and was surprised to feel that
Michael had actually beaten me to it, and he was already combing his
fingers through her pubic hair and rubbing a finger up and down her wet
slit.

   "Oh, God, I'm going to come, I feel like I'm going to wet myself!"

   Neither Michael nor I had a finger up her but we both ran them up and
down her pussy slit and Michael was rubbing his finger against her clitoris
which was enough to bring her off.  We began to feel her shake and Michael
shoved his tongue into her mouth and snogged her hard, muffling her voice,
probably just as well as I think she would have shouted across to the whole
beach as her orgasm ripped through her and I felt, and no doubt so did
Michael, as she let go a little shot of pee against our hands.

   She slowly relaxed enough to open her eyes and exclaim,

   "Oooooh, my, God, that was nice, thank you."

   She said in genuine gratitude.  I don't think I had ever seen her come
so hard before.  She looked back at us as if she had just landed back on
earth from some extraordinary trip and was just working out where she was
again and Michael and I took turns snogging her, both of us sticking our
tongues right into her mouth as she did the same to us.

   Michael and I were both still rock hard, and Alice still had her hands
around our cocks as she looked down at them as she teased them.

   "Hmm," she said, "they look nice!"

   Then she beamed back at us both as she continued to wank us off.  But
Michael had other ideas!

   "Lie down on your stomach."

   He told her.  She looked back momentarily disappointed as she let go of
both our cocks,

   "Just flip yourself over longways." Said Michael.

   Alice willingly did as she was told, and Michael quickly bobbed his head
up above our cover and came back down and said,

   "Good, all clear!"

   He said smiling at me and looking down at Alice who was now lying on her
front with her bare white bottom on display, her happy face looking up at
us wondering what was next.

   "Oh, my word, look at that gorgeous plump little rump!"

   Said Michael in jubilation, and he playfully gave it a quick slap.

   "Ow!" Said Alice, as she wiggled her bottom at us with a cheeky grin.

   "It is good, isn't it."

   I said, admiring her pale buttocks in the sunshine.

   "Oh, let's have a closer look at this, shall we?"

   Said Michael laying down sideways next to Alice with his head by her
bottom and his legs stretching up past her head.

   "Be my guest!"

   I said, to Michael as I followed suit and lay down in a similar fashion
on the other side of Alice, my face looking over her pert bottom to
Michael's eager face on the other as he stared down at it with a look of
absolute lust.  He let out a low groan as he placed both his hands on her
arse cheeks and squeezed them between his hands.

   "Oh, my God, that is a firm little botty!" He announced.

   "Quite a sight isn't it!  Would you like a closer look?"

   "Dam right!"

   He said with great enthusiasm.  I heard Alice let out a little groan as
I eased her cheeks apart and held them open as Michael peered over her
buttocks at the heavenly sight of her dark little anus illuminated in great
detail in the sunshine.  I smiled with great satisfaction at Michael who
didn't make a sound but simply mouthed a 'wow' in mid-air, as he stared
down at her sweet, puckered hole.

   "Oh, God, are you naughty boys looking at my bottom?"

   "We certainly are!" I called back to her.

   "And admiring your beautiful tight little arsehole!"

   "Oh, God, I feel so naughty!"

   Michael and I both laughed, and he said,

   "You are a very naughty girl, Alice, but can I suggest the naughty girl
finds something to do with those two stiff cocks staring her in the face?"

   Alice chuckled back and said, "Hmm, yes, sir!"

   Then I felt her pick up my cock in her hand and for a second I felt
Michael's cockhead rub against mine as Alice I guess licked across the top
of both of them as she held them together, and then settled into a steady
rhythm of sucking on them alternately.  It was great to finally get my cock
in her mouth again, and Michael was obviously impressed too as he mumbled
'oh yes' under his breath.

   We resumed out inspection of Alice's behind and Michael gazed down
lovingly.  I put my hands either side on Alice's thighs and she immediately
got the message and opened her legs surprisingly wide, much to our delight.
Her pussy came into clear view also, her excited juices had spilled out
sticking some of her pubic hair together, but Michael put his hand down and
brushed them aside, and then Alice gave a cute little giggle as he spread
her lips apart neatly with two fingers, the inside of her pussy a bright
moist shining pink,

   "Oh, look at that little pussy, good enough to eat!" Said Michael.

   "Be my guest, Michael."

   I said as he looked up at me and I simply nodded down between her legs
offering my girlfriend's most intimate charms to this old man.  He
immediately dove his head between Alice's legs and began running his tongue
all over her wet pussy, her juices sticking to his face as he eagerly ran
the whole of his mouth up and down between her legs.

   Alice was still sucking our cocks and I could feel that I wouldn't last
much longer and was going to come any minute.  She was humming with
approval as Michael continued to lick around her clitoris and push his
tongue right up her pussy and then I noted he even ran his tongue over her
arsehole, raising a little squeal of excitement from Alice, much to my
surprise, as I hadn't even done that to her, but she certainly seemed to
like it.  Michael poked his tongue straight out and l watched in amazement
as he licked all around her anus, wetting it, and then gradually managed to
push it up her arsehole about an inch or two.

   That was all I could take, and I quickly called out with some urgency,

   "Alice, I'm going to come!"

   And she quickly swapped my cock for Michael's in her mouth and sucked
very softly up and down my length as I looked down again at Michael's
tongue poking in about out of Alice's now relaxed and slightly dilated
arsehole and felt my come shoot into her mouth with real force, my rigid
cock pumping little jets of salty come all over her tongue.

   I felt her humming and giggling again as she enjoyed taking my spunk,
and I called out to her not to swallow yet.  Michael took his tongue out of
her arsehole and asked me,

   "Did you just come in her mouth?"

   I smiled back with raised eyebrows and said,

   "Yeah!"

   "Oh, does she like that too?"

   "Yes, she loves it, go ahead!"

   "Oh good, because I don't think I'll last much longer!"

   Then he ducked his head down again between her legs and carried on
tonguing her all over.  I quickly jumped up and lay down next to Alice and
looked into her eyes.  She had her mouth closed holding onto a real
mouthful and she was smiling mischievously at me, still holding Michael's
cock in her right hand,

   "Show me!" I said, and lifting her head back carefully she opened her
mouth to show me it was full of my come.

   "Good, now swallow!"

   And she lowered her head in a nod as I saw her swallow.  Then she opened
her mouth wide to me and said,

   "All gone!"

   "Good girl!"

   I said, feeling a strange genuine sense of pride.

   "Now, carry on!"

   I said, nodding down towards Michael's cock in her hand.

   "Yes, sir!"

   She said, and I watched as his massive cockhead disappeared again into
her mouth and she sucked up and down as much of his length as she could get
into her mouth.  Sensing my curiosity she turned her head to me and looked
up at me with her big blue eyes, her long blond hair hanging down over her
breasts.  Popping the cock out of her mouth she said quickly,

   "Do you want to see him come in my mouth?"

   She said loud enough for Michael to hear too.  I just nodded
enthusiastically, as Alice held his cock up just below her nose and poked
her tongue all along the underside of Michael's cockhead, her nose rubbing
all along the top of it.  She made a real display of it, and she then
turned her head to the side and ran her lips up and down his length poking
out her tongue each time she got to the top and ran it over the head of his
cock, her eyes never leaving mine.  I could see his come starting to leak
out and Alice's tongue as she lapped it up tasting his seed.  I saw his
body start to agitate, and Alice called out to him,

   "Please come in my mouth Michael, do it in my mouth!"

   "Oh, fuck!"

   He called back, and Alice held his cock up close to her face with her
mouth wide open and slightly tilted back as the first shot of spunk shot
straight up with amazing force and she jumped slightly as it landed on the
side of her cheek, she quickly adjusted her mouth over the top and I
watched as my girlfriend took 4, then 5 big shots of come straight into her
willing mouth as she started to wank him gently again as more overflowed
onto his now shining head and dripped down his shaft onto her fingers.  I
heard Michael call out again,

   "Of, Christ, that was fantastic, Alice!"

   She opened her mouth to me and showed me his come and then closed it and
swallowed.  Then she finished off by running her tongue all along his
cockhead and shaft and licking the last drops of his come from her fingers.