College Prep Ch. 04

"What? Here, in front of her?" Holly whined.

"Are you saying you don't want my cock? Maybe you just want to go back home?"

"No!" Holly blurted out. After a couple days without it she would do just about anything to win it back. She glanced over at Janet, who was watching her intently. She couldn't read Janet's expression, though. She didn't appear spiteful about the way Holly had treated her or how Holly was now about to get her punishment for it. No, she looked more like she was waiting for something. Holly looked back at Derek and into his cold eyes. She sunk to her knees in front of him and unbuckled his belt.

"That's it, take it out. Look at what you've been missing," he said.

She worked his pants and underwear down to his ankles. Both Holly and Janet gasped as his large shaft was uncovered. Holly wrapped her hands around it lovingly and began to stroke it. Within moments it was fully hard.

"Ok babe, I think we are down to thirty seconds this time. You know what to do," he told her.

Holly paled, but wasted no time. She quickly bathed his shaft with her tongue, getting it as wet as possible. She took it into her mouth and soon had it pushing against her throat. With the shock of seeing Janet here at Derek's house she wasn't quite prepared, however. She had to back off and try again. She tried to relax and take him, but at the same time she saw Janet out of the corner of her eye as she continued to watch Holly.

She pushed that out of her head and focused on his cock. She took it deeper and tried again, but still was two inches short. She backed away and took a quick breath and then tried again. This time she buried herself fully on it and held it there as she looked up at Derek. She heard Janet gasp. He hadn't counted down, so she hoped she made it on time. Out of breath, she pulled back.

Since Derek didn't tell her to get up, Holly stayed on her knees and continued to pleasure his manhood. She really didn't have to be told, however. Her arousal level inched higher as she knelt there, the taste of his pre-cum on her tongue. By now her panties were soaked with her juices in anticipation of feeling his big cock inside of her.

"Enough. Stand up," Derek ordered. "What do you want, babe?"

"Please Derek, I need you to fuck me," she croaked.

"And why should I do that?"

"Please... I'll do anything. I'm sorry the way I acted..." Holly said in barely a whisper, her head bowed.

"Well, it's Janet that you need to make it up to, not me, babe." Holly looked over at Janet, who still had an unreadable expression on her face.

"What can I do?" Holly asked nervously to Derek.

"Kiss her and tell her how sorry you are for hurting her feelings," Derek said.

Holly stared at Derek. She knew she couldn't say no. But kiss another girl? And Janet of all people? She tried to block that out and just focus on the prize at the end of this ordeal. She could do this, she thought. She took a step towards Janet, who was strangely quiet. "Why isn't Janet fighting this? Surely she doesn't want me to kiss her," Holly thought. Holly leaned closer and closed her eyes. "I'm sorry Janet," she mumbled just before their lips met. Holly then quickly backed away, though not before noticing how soft Janet's lips were.

"Now you can do better than that, babe. I'm sure you are VERY sorry, aren't you? Doesn't that deserve a better kiss that that little peck?" Derek said.

Holly grimaced, but took a deep breath and leaned in again. Janet waited, lips slightly parted. Holly pressed her lips to Janet's, her eyes still closed. Holly felt Derek move in close behind her and wrap his arms around her. His hands cupped Holly's breasts through her top and bra. Even with these constraints his hands felt electric. Holly moaned and parted her lips slightly. She felt Janet's tongue slip gently past her lips. It took Holly a few seconds to realize what was happening, but once she finally did she squirmed and pulled back in shock.

She stared at Janet in disbelief, and then turned to Derek to try to put a stop to this. But he put a finger to her lips to silence her.

"Take off your top, Holly," Derek ordered. "Show us those magnificent tits."

Holly paused for a moment, trying to figure a way out of this while still getting Derek to quench her raging desire. She certainly didn't like where this was heading. She had no desire to kiss and apologize to her high school nemesis, especially since she was beginning to suspect there was more to Janet than met the eye. Unfortunately, she once again saw no other option but to give in to Derek's demands. She grabbed the hem of her top and pulled it over her head as both Janet and Derek watched her intently. She stood there awkwardly for a moment.

"Now the bra," Derek said.

Holly grimaced at the instruction, but reached behind her and unhooked it. It slid off her shoulders and then fell from her tits, which barely sagged a millimeter. Holly swore she heard a sharp intake of breath from Janet. She kept her head down and waited.

"Now your turn, Janet," Derek instructed.

Janet quickly complied, seemingly not embarrassed in the least about removing her shirt and bra to expose her tits, and soon was standing in front of Holly in only her tight shorts. Holly couldn't help but take a peek at Janet, evaluating her somewhat smaller frame as well as smaller but still ample breasts.

"Now let's get back to apologizing, shall we?" Derek stated. "Holly, give Janet another kiss and a hug."

'Damn him!" Holly thought. But she stepped forward and put her hands on Janet's hips to steady herself. Janet did the same, and soon their lips were pressed against each other's. Holly was shocked at the warm softness of their tits as they pressed against each other, and at the tingling that she felt between her legs. Derek moved in close and whispered in Holly's ear.

"You see, I had it all wrong with Janet. I have the power to read women and know what they want, but I messed up with Janet. When we saw her in the store that day when we bought that first pair of shoes I thought she was turned on by me. It turns out it wasn't me, it was you. Which leads us to one more college lesson for you. You know those sorority girls can get pretty crazy and pledge week can offer a number of unique challenges for incoming freshmen, if you get my drift. So to help you out, I'm giving you to Janet as a present. It's a win-win, really. You gain some valuable college experience that you can apply to your sorority life, and you mend some bridges after years of bad behavior towards Janet. And Janet gets to have you for a while and explore her own sexuality with the hottest babe around. It's perfect, don't you think?"

All the while Derek was speaking Holly and Janet continued to kiss, if somewhat awkwardly. Holly tried to listen to what he was saying, but at the same time the feeling of Janet's warm and soft 34C tits pressed up against her own larger globes was impossible to ignore. She caught herself shifting her body which resulted in friction against her nipples and more tingling between her legs. She let out a soft groan, and Janet used the opportunity to thrust her tongue past Holly's lips. Holly wanted to pull away, but Derek's presence behind her and her own lack of willpower prevented it.

Holly felt Derek's hands move down to her waist and then to the snap on the front of her shorts. He popped it open and tugged down the zipper. Holly grunted in protest at the further exposure of her body in front of Janet. Still, her shorts were soon down around her ankles. Derek pressed his body up against Holly's, and she felt his massive cock pressed into the small of her back. She needed it so bad. She pushed back against it and wiggled her ass. Derek chuckled as his fingers traced circles around her panty covered clit.

"All in due time, babe. But first, I think Janet wants you to suck on her nipples," Derek said.

Holly backed away a few inches from Janet and was trying to form the words to protest, but all that came out of her mouth was a groan as Derek toyed with her pussy. She felt Derek's other hand on the back of her head, and then felt herself being directed downwards towards Janet's chest. She found herself with her cheek pressed against the top of Janet's soft mound and her lips only an inch away from her left nipple. Janet's sweet perfume wafted over her.

"Do a good job, babe. You don't want to disappoint me," Derek said. Holly understood his implication clearly. She slowly moved downward and pressed her lips to Janet's nipple. It was already hard, and Holly noted the small but dark areola around it. She extended her tongue and flicked it. Knowing she was expected to go further, she drew her nipple into her mouth and pressed it between her tongue and lips. This elicited a moan from Janet.

"Good girl," Derek said. "Don't stop."

For the next several minutes Holly sucked and licked and teased, taking clues from Janet's moans to discover what Janet liked the most. She was eventually directed to switch to Janet's right breast and repeat the task. Derek would periodically rub his manhood against the crack of her ass to remind Holly what was waiting for her if she did a good job. Derek spoke again.

"Now get down on your knees, babe. Pull down her shorts, kiss her panties and tell her you are sorry for all the mean things you've done to her."

Holly paled. "Please, not that," she begged. Derek just looked at her and raised an eyebrow.

"Damn him!" Holly thought. But her body was on fire. Even worse, her arousal was in no small part due to the taboo act of kissing another girl. "Where did these desires come from?" she wondered with frustration. She saw and image herself kneeling naked in front of Janet. Her pussy throbbed. She silently cursed Derek for whatever it was that he did to her to make her desire these things. And then she dropped to her knees.

She unsnapped and unzipped Janet's shorts, and Janet wiggled her hips to help Holly pull them down her legs. She knelt with her face inches away from Janet's bright yellow cotton panties. They were tiny, and she noted a couple of pubic hairs poking out from behind them. She leaned in a little closer. She saw that the dampness of her womanhood had soaked into the material, and Holly could detect the foreign yet familiar scent of arousal coming from Janet.

"I'm sorry for being mean to you Janet," she whispered, and then leaned in and pressed her lips against the yellow material. She was about the back away but felt Janet's hands on the back of her head and fingers grab onto her hair. Janet pulled Holly's face against her pussy and moaned. She slowly ground her pussy against Holly's lips and nose as Holly struggled to free herself. Janet finally spoke.

"That's it, my little pussy whore. You don't know how long I've wanted to see you in this position. But not in my wildest dreams did I expect it to happen. And even more shocking, you love it when I grind my cunt against your face, don't you? You are my little bitch, and you love my pussy. Beg me to allow you the pleasure of licking me. I know you want to taste my sweet hole, don't you?" Janet continued to degrade Holly as she ground herself against her. Holly squirmed but couldn't escape. Up to this point Janet had seemed to be very forgiving of Holly. But all of a sudden the dam burst and Janet began to release years of pent up anger as well as desire.

A muffled whimper came from Holly. Janet ignored it and continued to take some of her anger out on Holly. Janet reveled in the feeling of power, and wasn't in a hurry to let Holly up. Derek, who was watching this erotic spectacle, finally intervened.

"I think that's enough for now, Janet," he said. Janet looked over at him and reluctantly release her grip on Holly's hair and allowed her to stand. Before Holly could recover, however, Janet spun Holly around by the shoulders and pushed her onto the edge of the bed. Derek sat down next to Holly, and quickly laid back and pulled her down with him. He took her left hand and put it on his still hard shaft and Holly groaned. It felt so good in her hand, she wanted to taste it again, or to feel it inside her pussy. Her thoughts were interrupted when she felt Janet lean over on top of her.

She feared the worst, not knowing what Janet was going to do. But she was shocked when Janet grabbed her right breast and sucked her nipple into her mouth. Holly moaned. Janet's soft hands and gentle suckling felt so good. She tried to ignore the fact that this intimate touch was coming from a girl. She grasped Derek's cock tighter as Janet continued to tease her for several minutes.

Holly was almost disappointed when Janet pulled away. But then Janet began her descent down Holly's body, leaving a trail of kisses across her stomach until she reached the top of Holly's sex.

"No..." Holly whispered in a weak protest that was ignored by Janet.

"Spread your legs," Derek ordered Holly. Holly looked over at Derek with a pleading look in her eyes. It was no use, however. Janet put her hands onto Holly's knees and gently pushed them apart as Holly did little to resist. Holly closed her eyes tightly, fearing she didn't know what. She felt soft fingers trailing from her knees up the inside of her thighs. A shiver went through her. The fingers reached her sex, and long fingernails lightly scratched at her labia. Janet then opened her up, exposing Holly's large clit. She blew warm air over it.

"Oh god..." Holly groaned. She felt wetness seep out of her and down the crack of her ass. She waited, longing for more, but fearful that she would desire it too much. Janet paused. She knew the torment that Holly felt. She savored the moment, the power, the moment of submission from her rival.

She gently touched her tongue to Holly's clit. Barely a touch, but it was enough.

"Fuuuck..." Holly hissed. Her body shook. She opened her eyes and stared blankly at Derek. Her desire skyrocketed, higher than she had ever felt. Higher than the desperate longing after being separated from Derek. Her whole world centered around her pussy, her clit. Janet slowly traced circles around Holly's clit with her tongue. Holly cried out again.

"Please!" she moaned. Janet continued the slow teasing. Holly bucked underneath her as she tried to get more contact. Janet slapped her thigh. "Be still!" she ordered.

It was impossible, though. As Janet tickled Holly's clit Holly continued to squirm. She was on the edge of the biggest orgasm of her life. Just a little more, just a little firmer, just a little faster and she'd go over the cliff. But instead, Janet backed away.

"So I understand you love big cocks, Holly. I think I have something better," Janet said. She extended her finger and slid it easily inside Holly's soaked and gaping hole. She quickly followed with a second finger.

"Oh fuck!" Holly cried out and thrust her hips upward. Janet slowly worked her fingers in and out, and then added a third finger. Holly moaned as she felt the fingers stretch her opening. Janet's fingers were quickly covered in Holly's cream. Janet added a fourth finger and pressed further into Holly's sex. Holly grunted as she felt the fullness of being stretched further open. But when Janet used her other hand to rub Holly's clit, Holly cried out as her pleasure quickly shot back up.

To Holly's utter disbelief, she felt Janet stretch her open even further. The feeling bordered on pain, but at the same time her whole body shook from her imminent orgasm.

"Fuck, fuck, fuck," Holly groaned. It was too much. She was being stretched to the limit as Janet added her thumb to the fingers that stretched Holly open, and continued to press her whole hand inside of Holly's overheated pussy. Holly screamed out as she felt Janet's hand slip all the way inside her and her pussy close in around Janet's wrist. Holly looked down wildly at Janet as she panted in both discomfort and desire. But then she felt a pleasure beyond anything she'd ever experienced. Janet's fingers began to manipulate her g-spot. Holly felt like she was going to explode. Janet's other hand rubbed her clit faster.

"Oh..." Holly gasped. It was the only sound that made it past her lips. Her body tensed and her eyes rolled back in her head. She hung at the edge of the precipice for what could have been an eternity until she finally screamed as a massive orgasm took over. She thrashed on the bed, impaled by Janet's hand and wrist. Her orgasm went on and on as Janet continued her manipulations. Holly screamed again when Janet replaced the fingers she was using to rub her clit with her lips and sucked Holly's overly sensitive nub into her mouth and then bit it gently between her teeth. She tried to pull away, but there was no escaping the sensations, and a new wave of orgasms overwhelmed her body.

After countless orgasms Holly slumped back onto the bed. Janet stopped her stimulations and slowly extracted her hand from Holly's pussy. A gush of juices trailed out of her hole as Holly's body continued to periodically spasm with aftershocks. Janet stood and climbed on top of Holly. She kissed her on the lips, and Holly weakly kissed her back.

"So was that better than his cock?" Janet asked. Holly shook her head, more in defiance than in denial that she just had the most intense orgasm of her life. She didn't want to admit that it came at the hands of Janet.

"No? Hmm, well, I guess we'll just have to do a side by side comparison," Janet mused. She slid further up the bed until her butt was resting on Holly's chest. Holly noted that somewhere along the line Janet had removed her panties, and she was now staring at Janet's furry muff. Holly squirmed, knowing what was likely to come next. She felt Derek move between her legs and push her knees apart once again.

"It's not really fair, don't you think, that you get all the pleasure?" Janet asked Holly. "Time for you to give back, honey." With that Janet slid further forward and trapped Holly's wrists underneath her knees. Holly was once again only inches away from Janet's pussy, but this time it was exposed. "This can't be happening," she thought. But there was little likelihood of escape at this point. Janet's scent was overpowering as Holly looked at the raw display in front of her. A heavy muff of pubic hair surrounded Janet's sex. Holly could detect a small drip of wetness that was about to seep out of Janet. Janet's labia were large and flushed with Janet's obvious arousal. Holly didn't expect this from such a petite girl, she somehow would have expected a more innocent display.

Janet reached down between her legs and spread her pussy further. "Like what you see?"

Holly could only stare, and as she stared she felt Derek's cock press against the entrance to her sex. Even after the abuse her pussy just received from Janet she involuntarily thrust her hips towards his invading monster. Her arousal quickly rose in anticipation of feeling him inside her. Janet slid further forward.

"Lick," Janet demanded. Holly squirmed in a feeble attempt to get away. Janet's sex was a hairsbreadth away, and her heady scent filled her nostrils. All she had to do was slip her tongue past her lips and she would taste it. She felt Derek waiting, and she knew he wasn't going to fuck her until she licked Janet. Swallowing hard, she slowly pushed her tongue up towards the awaiting pussy. Her tongue touched Janet's outer lips and she pulled it back. Janet stared down at her patiently and their eyes met briefly. Janet gave a knowing smile. Holly pushed her tongue out again.

This time she slowly licked between Janet's folds and got a strong taste of her. To Holly's dismay it was intoxicating. She licked again, more firmly. "That's it, honey. Treat it right. You know you love it," Janet cooed. Holly's tongue found the drop of wetness, lapped at it, and then pulled her tongue back and swallowed. "Damn her!" Holly thought. The taste of Janet's cream sent her body into overdrive. She had to have more.