This is part 1 of 2. It’s my recreation of a Penthouse Forum story from the early 1990s that has been on my mind ever since. Part 2 is the same situation from the other main character’s perspective as I’ve contrived it.

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I thought it was my lucky night. I’d gone out to a dance club downtown with the guys, and spent most of the night with a stunning girl who engaged with me on the crowded dance floor during a popular song. We made a little small talk, drank some and danced a lot – to fast and then a few slow songs, and she seemed really into me without being slutty, crazy or desperate for male attention. After a while, we kissed a little and she made clear I should keep my arm around her when we were off the dance floor, even though she was a good bit shorter and I thought it might seem controlling or suffocating to her. She was in tight jeans with a v-neck top that didn’t always cover her sexy bra and displayed her little bit of cleavage well. Her rear was tight and nicely shaped. She had a pretty, girl-next-door look and was about my age – a couple years out of college. Just past midnight, some of my friends had hooked up with a small group of girls, and told me they were heading to another bar. When I looked at my new friend, intending to ask if she’d like to go along, she said “Want to come back to my place?” with a sexy, slightly drunk smile.

We walked a few blocks to her building talking about music and nightlife, and kissed the whole ride up on the elevator, with some Ass grabbing and a couple attempts to squeeze her breasts that she deftly rejected. I was thrilled that she seemed so interested in hooking up, but her behavior and they way she talked made me think she was the innocent type, not interested in sexual release until we got to know each other better, despite how physical we had been so far. She said something about “My roommate is probably on the couch, we’ll go into my bedroom…” putting aside any question of whether we’d have any drinks, more intimate conversation or watch TV before continuing the action from the bar and elevator. To my surprise, the roommate was a guy. He was on the shorter side, but very athletic looking in his gym attire. He barely looked up as we walked through the living room to her bedroom, where my friend quickly closed the door behind us.

She embraced and squeezed me against her while kissing my mouth more deeply that what we’d done in public spaces, gently grinding her hips and tummy against me, and exploring my chest and arms with her hands. It was very Hot. After just a minute of that, she made a bit of room between us and put her hand down the front of my jeans. I should mention that while I’m a pretty big guy, over six feet and no stranger to the weight room, my cock is about average, maybe a little smaller. She pulled her hand back and got a very disappointed look on her face. After a couple second’s pause, she put her hands on her hips, looked me in the eye and directed “Take off your clothes”. I was relieved that she was going to continue after that initial reaction, and did as she said, kicking off my shoes and stripping quickly. She was still standing with hands on her hips watching me, and as I dropped my underwear, she told me to get on my knees. While staying within arm’s reach, she turned to face away from me.

She unbuttoned her jeans and wiggled them, along with her panties, to just below her amazing cheeks, saying only “Kiss my Ass“. I was a little shocked, but was willing to listen as I was still worried she’d send me home with blue balls if I didn’t. I kissed and then licked her cheeks for a bit, and then she leaned forward and slid the pants and panties a bit further down. I focused my lips and tongue on her crack, assuming that was what she wanted, and in response she reached back, approvingly directing my head up and down the cleft. She let me continue a bit longer in this position, then slid the jeans and panties all the way down and off her feet, spreading her legs some and bending all the way forward. I took her cue and started licking her asshole, fragrant from the sweat of dancing, but very feminine and erotic. I worked at trying to penetrate her with my tongue, which elicited some moans of approval.

When she had enough of that, she spun around and buried my mouth in her Pussy and its lightly trimmed full triangle bush. It was soaking wet, and the musky scent and taste made my cock ache even more for attention. She seemed focused on Cumming, directing my mouth to her clit and licking her labia by holding my head with both hands, a couple times putting my hands on her back, just above her amazing Ass. Without warning, she shoved me back and I fell from my knees onto my Ass while she walked to the door. She pointed down at me sayings, “Stay right there, and don’t touch that dick” before going out to the living room and closing the door behind her.

Several minutes later, the door opened and she came into the bedroom striding straight to the bed, pulling the guy from the living room by the hand behind her. He was now naked, and his bigger cock was wet and hard. She pulled him down on top of her, laying on her back spread wide, and he fucked her fast and hard, Cumming with his cock deep inside her with a deep grunt. Neither of them even looked toward me. After a few beats, he stood up, gave us a little smirk and went back into the living room, closing the door behind him. She rose, drawing her legs up while sitting up at the edge of the bed, wrapping her arms around her folded calves, and finally looking at me, said “Come over here and lick me”.

I knelt in front of her legs, and she parted her knees to allow me to start licking her Pussy. She slowly lowered and spread her legs as I licked, letting his cum leak out slowly. Luckily, the taste of her Pussy mostly outweighed the taste of his jizz. After her feet were on the floor and it seemed like there was no cum left, she said softly “Ok, now you to get yours”.

She joined me on the floor and gently positioned me on my back, grabbing my dick with one hand, putting the other arm around my neck, and then started to jerk my neglected cock. Her hand felt amazing stroking me, as I’d obeyed her admonition not to touch myself before. I was quickly building toward an Orgasm, moaning in pleasure and she sat up, moving her stroking hand to my balls and switching my shaft to the hand that had been around me. She nudged my legs and hips upward, gently at first, then saying, impatiently, “Put your legs over your head”. When I was fully in the plow pose, hips above my head, she put her foot on the floor at my lower back so her leg kept me from returning to lying flat. She resumed stroking me and ticking my sack, as I settled in to having my feet on the floor above my head, looking at the ceiling. As I got close to the point of no return in this odd position, she stopped stroking and grabbed both of my balls quite firmly in her hand, and commanded, “Open wide now” – squeezing my balls harder until I complied. She resumed jacking me off, pointing my dick straight down toward my open mouth. I ejaculated within a few strokes, catching most of the squirts in my waiting mouth as she adjusted her aim.

As I came down from the climax, cock going soft, she allowed me to unfurl my legs and lie flat. She stood and started dressing without saying anything, so I did the same. I awkwardly tried to engage her about exchanging numbers and to say something complimentary about her, but my mind was a confusing swirl of lingering excitement about all the new sexual experiences I’d just had, and a deep hope against hope that I’d earned her approval with my ministrations and obedience. She showed me to the door with her giving only vague responses to my suggestion of seeing her again, but no contacts or agreement on any of the suggestions I offered were forthcoming. When I bent to kiss her goodbye, she took my jaw in her hands, and turned her head so my kiss landed on her cheek. I’m still trying to figure out how I feel about the whole experience.