Part III
      
      Charles stood, naked and dripping, and pulled the 
girls to their feet.  Lisa was dressed completely, and 
could feel her panties pull wetly away from her skin when 
she moved.  Susan was naked from the waist down and her 
shirt remained unbuttoned.  The scent of sex permeated the 
room.
      Charles put his arm around the shoulder of both girls 
and they put their arms around his waist.  He looked at 
Lisa.  She had not climaxed.  She was so horny she was 
short of breath and her tummy kept clinching spasmodically.  
Her knees were actually shaking.  She did not care what 
happened next, just as long as things kept happening.
      "So, Lisa, let me ask you something.  Have you ever 
thought about Susan in a sexual way?"
      "Well . . . what do you mean?"
      "What I mean is have you ever looked at Susan and 
thought about having sex with her?"
      "Uh . . ." Lisa found it hard to admit that over the 
last many years, ever since high school, whenever she 
thought about what it would be like to be with another 
girl, she thought about Susan.  Not that she thought about 
it all the time.
      "She's thought about you.  I know, she's told me."
      Susan hit him on the ass and said, "Charles!"
      "Well, it's true.  I mean, after all, I come home and 
you're telling Lisa about our kinky sex practices.  Is it 
wrong to tell her that sometimes you pretend she's in bed 
with us."
      Susan laughed.  "Well, I don't guess it makes a bit of 
difference now, does it?"
      Charles looked at her innocently.  "Lisa, you helped 
fulfill one of Susan's fantasies today by jacking me off in 
her mouth.  I'm sure she enjoyed it.  Didn't you dear?"
      Susan looked at Lisa to gauge her reaction.  Her eyes 
were open wide, but she didn't look angry and she didn't 
pull away.  "Yes," Susan said quietly, "I enjoyed it a 
lot."
      "So Lisa, I guess I'm asking if you enjoyed.  Did you 
like being involved like that?"
      "Yes."
      "It doesn't turn you off to be sort of having sex with 
Susan?"
      "No.  I confess.  I've wondered what it would be like 
from time to time."
      "Would you like to find out a little more what it 
would be like?"
      "What do you mean?"
      "I mean, Susan and I are standing here half naked and 
I think we need to do some more stuff.  I don't think 
either of you two have had a good orgasm.  I'm just 
wondering what you're willing to do.  Susan, what are you 
willing to do?"
      Susan looked intently at her friend.  "Anything."
      "Lisa, what are you willing to do?"
      Lisa stared at Susan.  As hard as it was for her to 
believe, she felt her arousal growing.  "Anything," she 
said.
      Susan and Lisa reached for each other.  Charles 
stepped back so they could hug.  As they hugged he ran his 
right hand down Lisa's back and his left hand down Susan's 
back.  Susan's head was right next to Lisa's when his hands 
reached their bottoms and he gave each of them a squeeze.  
      Susan hugged Lisa tighter and said, "Hmmmmm, nice."
      Lisa hugged her back.  She could feel Susan's breasts 
pressed against her as Susan's shirt opened around them 
both.  Charles's hands seemed to press them together and 
the front of their thighs made warm contact.  She said 
"Yes.  Very nice."
      Susan slipped her shirt off her shoulders and dropped 
it to the floor.  She stepped back from Lisa and reached 
for the bottom of her t-shirt.  Lisa raised her arms as 
Susan pulled her shirt off over her head.
      Charles stepped back a step.  "Turn around Susan, let 
Lisa undo your bra."
      She did and Susan's bra joined her shirt on the floor.  
Susan was now completely naked.  She turned back around and 
smiled to see Lisa looking down to see her breasts.  Her 
nipples were swollen, seeming to be almost small breasts on 
top of her breasts they were so distinctly swollen.  "I 
have always enjoyed your nipples."
      Susan laughed.  "Now you tell me.  Turn around, my 
turn."
      Lisa turned and Susan undid her bra.  It fell to the 
floor and Lisa turned to face Susan.  Charles looked at 
both of the ladies and felt his cock beginning to recover 
with a resurging flow of blood.  Lisa's breasts were not 
quiet as large as Susan's and her nipples were not swollen 
the same.  Lisa's nipples were a softer, almost pink color 
and when hard they crinkled and got a little darker.  Each 
lady lifted a palm to the breasts of the other.
      Charles exerted light pressure in the small of the 
back of each of them and urged them closer together.  Their 
arms slid over each other's shoulders and they moved closer 
until their nipples were lightly touching each other.
      "That feels very, very nice," Lisa said.
      "Susan, take off Lisa's pants."  Charles began to pull 
his shirt off.
      Susan reached down and slipped her fingers into the 
elastic waist band of Lisa's shorts.  She went to her knees 
and slowly pulled Lisa's shorts to the floor, leaving her 
in just her panties.
      She laid her cheek flat against the front of Lisa's 
panties, feeling heat and the soft mound of Lisa's sex 
against her face.  She breathed deeply to enjoy Lisa's 
scent.
      Her hands slid up the back of Lisa's legs and over the 
rounded firmness of her bottom.  She squeezed her, enjoying 
the feel of Lisa's ass beneath her hands.  She slid her 
hands to the side and hooked her fingers into the waist and 
pulled her panties slowly down and to the floor.
      Lisa looked down and found it terribly exciting to see 
her friend kneeling, lifting her leg to remove her panties 
from one leg and then the other.  Susan turned and pressed 
her face into Lisa's pussy for a second and then stood 
again in front of her, their nipples just touching with 
each breath.
      Susan was filled with affection for her life long 
friend and gave her another hug.  "Lisa, anytime you say 
stop, we will.  I'm enjoying this a lot, but I do not want 
to do a thing you are uncomfortable with, do you 
understand?"
      "Yes.  I know.  Please don't stop.  Either of you."
      Charles said, "We started this because you had an 
interest in some kinky sex.  If I get too kinky, really all 
you have to do is tell me to stop, and I will."
      "Okay, Charles.  I don't think you're going too many 
limits with me.  So far I've never enjoyed anything more.  
I wanted to be Susan when you were fucking her mouth.  I 
licked your asshole.  Don't worry about me."
      Charles and Susan laughed.  "Okay," Susan said, "We're 
not going to worry about you then."  With that she leaned 
over to give her friend a kiss.  Susan intended for it to 
be an affectionate kiss, the kind she'd given Lisa many 
times before.  It surprised her when Lisa pulled her tight 
and opened her mouth under Susan's.  It was Lisa's tongue 
that first moved, gently passing Susan's lips to seek the 
tip of Susan's tongue.
      Their kiss became very passionate.
      Lisa reached a hand up to the back of Charles's head 
and pulled his face toward theirs.  The girls separated 
just a bit and soon, each of the three could feel the lips 
of the other two.  Their tongues got into it.  One moment 
all three tongues would be touching each other, then one or 
the other would press deeper into the mouth of one of the 
others.  It was the hottest kiss any of them had ever 
experienced.
      Charles realized that his hands were stroking each of 
the ladies in the exact same way, moving from shoulder 
blades down to the small of the back, sliding over the 
curve of buttocks and then back up again.  Occasionally his 
hands would move to the sides of the ladies to feel the 
swell of their breasts.  Through it all, whatever one hand 
was doing, the other was doing the exact same thing, just 
on a different lady.
      He said, "Y'all stand there and look at each other.  
Let your nipples just touch and look into each other's 
eyes.  I want you each to know that whatever you feel my 
hand doing, the other is feeling the exact same thing."
      The ladies stood as he asked and just smiled at each 
other while his hands caressed their backs.  He circled 
lower and lower until finally his hands slid over the 
curves of their buttocks and he reached beneath them, 
cupping their asses in his hands.  Their smiles grew wider 
and fed on each other as they realized the sensations they 
felt were being duplicated on the other.
      Charles's fingers lightly traced the pathway of the 
cleft in each ass, moving from low up toward their back.  
He did not try to press between their cheeks.  He just 
lightly moved his fingers up until he could feel no more 
indentation beneath his fingers.
      Then he moved his fingers back down.  Lisa kind of 
raised up on her toes as, this time, his fingers pressed 
between the cheeks of her ass.  No one had ever paid so 
much attention to the private parts of her ass.
      Susan whispered, "Okay?"
      "Oh, yes."  Lisa thought again how Charles's fingers 
would be pressing between the cheeks of Susan's ass at the 
same time.
      When his fingers moved across her asshole, she almost 
did a dip trying to press her legs together to heighten the 
erotic tension between her legs.  Lisa felt two of his 
fingers spread her ass and a third rub with more and more 
pressure against her ass.  A pleasurable whimper escaped 
her lips.  
      Lisa looked at Susan.  Susan had her eyes close and 
seemed to be swaying a bit as she enjoyed the sensations of 
Charles's finger pressing against her asshole.  Susan was 
enjoying the fact that because he wanted to move slow with 
Lisa, he was moving slow with both of them.  Susan was 
savoring the over the top heights to which his fingers were 
driving them.  She opened her eyes to see Lisa looking at 
her and she smiled.
      Everyone's senses were heightened.  Lisa could hear 
herself breathing and feel the heat of Charles's breath 
when it crossed her breasts.  Susan noticed a fine sheen of 
perspiration that glistened above Lisa's lip.  Charles was 
lost in the feel of each of the ladies at his fingertips.
      He slid his fingers lower and had to stoop a bit.  
Simultaneously each lady spread their legs a bit as his 
hands slid between their legs, each hand seeking entrance 
to a pussy.  Soon, his hands were moving back and forth, 
spreading wetness up behind and over their assholes.  He 
sunk his middle fingers into each lady, seeking to make his 
fingers as wet as possible.
      Susan smiled and kind of dipped down to open herself 
to Charles's finger.  She's done this same move before 
several times in public, when she and Charles would be 
standing in a dark and crowded bar or club.  While drinking 
and listening to music and his hand would find its way 
through the slit in her split skirt to finger her pussy and 
her ass in public.  It was one of the many thrilling things 
they did together.
      Lisa jumped a little as Charles's finger pressed 
harder against her asshole.  She knew that he intended to 
press his finger into her.  She wanted him to.  She looked 
at Susan and saw her eyes widen at the sensation of 
Charles's other finger pressing into her.
      Charles pulled them close, pressing their left and 
right breasts against each other and their right and left 
breasts against his chest and against each other's.  On 
each of the ladies the tip of his finger was pressing 
harder and harder.  The tip of his finger actually slid 
into Susan first, probably because she had experienced him 
and was more relaxed.
      His finger tip pressed harder against Lisa and he felt 
an indention forming beneath his finger and then the first 
sensation of the tight ring of her ass giving way, opening 
to permit his finger to enter her.
      Now that she knew what to expect, he pulled his 
fingers out for just a moment and rubbed them on the 
wetness still clinging to their skin, seeking more 
lubrication.  His fingers went back to their assholes and 
slid in at the same time.  He stopped at the first knuckle 
and looked at Lisa.  Her head was bowed down and resting 
against his chest.  Susan's cheek rested against Lisa's 
hair.
      "Okay?" he whispered.
      "Oh, yeah, don't stop."
      He pressed his fingers deeper, enjoying the tight heat 
of their ass.  The girls felt his cock pressing against 
their legs.  Lisa leaned away from Susan for a moment and 
his cock rose to a position between their legs.  She 
pressed back and soon she and Susan moved together, 
caressing his cock with their thighs.
      Charles pressed his fingers deep and held them there.  
He said, "Sometime, we'll get some lube so I can really 
finger fuck your ass the way it should be done."
      "You'd like that Lisa," Susan said, "I do."
      "Yes, I think I would like that.  This feels so good.  
And so very nasty."
      They laughed at that.  
      "Charles," Susan said, looking up at him, "Lisa hasn't 
come yet.  I did a little while I was sucking you, but she 
needs to come."  She held Lisa's head and moved her face up 
so that she was looking into her eyes.  "Lisa, I want to 
put Charles's cock in you and let him fuck you till you 
come.  Okay?"
      "Oh yes.  Please."