Is it okay for us to...?" "Only if you want it. Anything between two people is okay if they both want it. But if you get uncomfortable or scared, just say 'Stop' and I will. I love you and would do nothing to hurt you, do you understand?" "I know," she whispered, "What do I do?" "I don't know about you, but I'm going to pull up my nightie and rub myself." "Sounds good," and with a slight rustle of covers, both nightgowns were up over the women's hips. Sandy still had one arm around behind Cheryl's neck, and watched her young friend's face as each woman slipped her fingers along her own pussy. It nearly made her cum on the spot to see that look of joy, wonder and lust slip across Cheryl's face. For a few minutes, neither woman spoke, only their heavy breathing broke the silence. Cheryl began to breathe faster and heavier as her orgasm approached first. Sandy took her hand from her own pussy and put it around Cheryl as well, hugging her close. Cheryl closed her eyes and panted heavily. Unable to control her impulses, Sandy leaned down and slipped her lips around her friends exposed nipple. "Oh, YES" Cheryl groaned, then thrashed silently through her orgasm. As she quieted, and opened her eyes, she saw her friend Sandy eying her lovingly. Cheryl leaned over and kissed her on the lips. Sandy kissed her back, gently, mindful of her rough treatment earlier that evening. But that episode seemed to be forgotten as Cheryl got deeper into the kiss. Her hands circled around Sandy's back, and the two women hugged closer and closer still. Sandy felt those magnificent breasts of her young friend crushing and merging with her own, and got even more turned on. Breaking the kiss, she gasped "Oh Cheryl, I've got to cum." "Oh, go ahead. I want to see. Sandy, can I see your breasts?" "Of course, darling." Sandy sat up and stripped off her gown. Cheryl did the same, but got a little caught in the tight flannel nightie. Sandy reached over to help her, and as she pulled the material over Cheryl's body, brushed against the sides of those beautiful breasts. Both women gasped at the electricity of that touch, and when the clothes were disposed of, Sandy returned her hands to Cheryl's chest to massage those young full globes. With very little hesitation, Cheryl followed suit, and Sandy gasped deeply as those young, inexperienced hands fired her libido. Entranced and intrigued, Cheryl bent over and slipped her tongue over first one, then the other, of Sandy's nipples. With Cheryl gripping her shoulders, Sandy's head rolled back, her tawny gold hair brushing her back, as the young teen orally worshipped her breasts. She let her hands both slip down into her own crotch, and began gently but purposefully frigging herself. Cheryl noticed her lover was getting more and more turned on, and it made her glad. She truly loved this woman, old enough to be her mother, young enough to be her sister, just right for being her friend. She wanted to bring wonderful feelings to her, and she was excited at the prospect of sharing sex with someone beside herself. Purposefully, she let her right hand trial down Sandy's body to the golden tangle of hair at her crotch. Gently moving between Sandy's own hands, Cheryl's touch was delicate but sure. Knowing what felt good to her, she slipped one finger between the soft slick folds of her lover's pussy, while brushing her thumb over her clit. Sandy shivered deliciously at the first touch, then realized that she was not going to be able to hold back at all. With a strangled cry, she whipped her head forward, burying her face in Cheryl's neck and moaning through her orgasm, clutching the teen close in her embrace. Gently, Cheryl massaged her through the long, strong but low-intensity orgasm, stopping and pulling back at just the right moment. The two women held each other by the shoulders, locking gazes. Then they kissed. "I love you, Sandy," Cheryl breathed. "And I love you, baby," then she took Cheryl's hand, still slick with her own cum, and slowly, deliberately licked her fingers. Cheryl shivered deliciously as the older woman licked her digits clean. It seemed that even her fingers were an erogenous zone tonight, and the idea of Sandy tasting her own cum was doubly exciting. She took Sandy's other hand and, with eyes still locked, sucked on her fingers. The taste was exquisite, sharp and tangy, addictive. "Teach me more," Cheryl breathed. "I want to learn it all, I want to love you all over." "Are you sure, darling?" "Oh, yes." "Alright, then. But still, if you get at all uncomfortable, tell me to stop and I will, instantly." "Sandy, darling, if I was going to get uncomfortable, it would have been 10 minutes ago." They both laughed softly. "Alright darling, lie back. Here, away from the couch. No, don't use the pillow." Sandy lowered her gently down, then took the pillow and tossed it away. She began by kissing her face, her forehead, each eye, her cheeks, her nose, before lowering into a deep soul kiss. Cheryl responded hungrily, sucking on the tongue which was more sensual, less intrusive, than HIS tongue had been. Sandy could have got lost in that kiss alone, but she broke it gently, and nibbled on her ears and neck. As she leaned across the girl to get at her left ear, she felt her own pendulous breasts rubbing across Cheryl's. As two nipples came in contact, each woman shivered. Sandy wanted to linger there and keep rubbing tits, but her own pleasure was secondary. She wanted to give Cheryl all the pleasure possible. She continued to kiss and lick her way down Cheryl's body: her shoulder, the hollow of her throat, then her breasts. Sandy took one in each hand, and kissed and licked them avidly all over. She tongued down into the cleft between them, painting the spray of freckles there with her saliva. She paid particular attention to Cheryl's turgid nipples. Shifting her weight slightly, she sat down and draped her upper body across Cheryl's tummy, with her knees curled up against her body and a breast in each hand. She continued making love to the girl's tits, sucking avidly on the left one while flicking her thumb over the right nipple. Then her tongue began its odessy again, trailing saliva down Cheryl's ribs and across her belly. She licked right to left across the top of her pelvis, just above where the pubic hair started. Then she diverted from a straight course to cross the left hip and tickle the top of the left thigh. The she dipped her chin and dragged her tongue back up the inside of that thigh. When she felt those curls against her cheek, she pivoted her head slowly, and her tongue dragged up the thigh and across Cheryl's pussy lips. She felt the teen stiffen against her. Sandy then went back across those lips with her tongue, bump-bump, like a car crossing railroad tracks. Again Cheryl stiffened. Sandy went back and forth several times, whipping her tongue across the lips, before finally stopping, curling her tongue into a little probe, and plunging it between those lips. Cheryl bucked and moaned. Sandy now began an up and down lashing with her tongue. She was stretched out alongside Cheryl, draped partially over her tummy, with her knees near her head: nearly the classic 69 position. If Cheryl caught on, that was great, but if not, that was fine too. As she dipped her tongue deeper and deeper between those sweet pussy lips, she also got closer to that little nub of her clit. Cheryl responded with each swipe. Soon she was lifting her hips to get closer to that tongue, humping up towards Sandy's eager mouth. Cheryl turned partway to face Sandy, giving some much-needed relief to the older woman's neck. Then, to Sandy's immeasurable thrill, she felt the teen tug gently at her legs, urging her to kneel on either side of her head. She did so, careful not to rest her weight on the girl at all. She didn't want her to feel trapped or panicked. Still concentrating on her ministrations, she felt the tentative touch of Cheryl's fingers. The girl was using both hands to play with her pussy lips. Sandy felt her pull them gently apart, and resisted the urge to plunge he pussy onto the teen's chin. "Oh Sandy, you're gorgeous," the youth sighed. Sandy lifted her head, swallowed some of Cheryl's juice and replied, "You are, too, baby." Then she lowered her head back into her pussy, and felt the teen sigh deeply. Cheryl slipped one, then two fingers into the older woman's pussy, scooping out the juice. Then she sucked it off her fingers. Delicious! With no hesitation whatsoever, she lifted her head and plunged her tongue between the folds of her lover's pussy. Her technique was nowhere near as delicate, subtle or experienced as Sandy's, but she made up for in enthusiasm what she lacked in style. But her neck quickly got tired, so she pulled down on Sandy's ass. Sandy gladly ground her pussy down on the teen's face. The vicious tongue lashing she was receiving brought on an urgent need to cum, and her own technique faltered. She shifted her weight back and ground herself against that tongue. Cheryl loved the fact that she was so successful at eating pussy, and redoubled her efforts. She was soon rewarded as Sandy's groans signified an impending orgasm. "Ohh, Ohhhh, OOOHHHH!" came the moans, and with a final groan, Sandy's juices gushed into Cheryl's mouth, where there were avidly savored and swallowed. As soon as her orgasm subsided, Sandy dove back into the pussy before her. She rolled her hips, and the pair switched positions, with young Cheryl now on top. Using her hands, Sandy urged the teen upright, until Cheryl was resting on her knees, grinding her pussy against her lovers tongue. Technique went out the window and Sandy licked and sucked voraciously, finally, her tongue concentrated on Cheryl's clit, and the younger woman squealed through her orgasm.