Fat Tuesday Flirt Ch. 03

"God, Zack!" I wailed. He pushed a second finger into me, but I was so clamped down it took effort. My pussy was trying to pull those fingers all the way in. His thumb rubbed my clit and I held onto his cock, but I was too distracted to do anything with it. I babbled his name and thrust onto his fingers and everything in my world was compressing down between my thighs.

"You're so fucking hot, Katy," Zack murmured. "So fucking hot. Cum for me, show me how hot you are. Show me how fucking hot you really are. You're a little sexpot."

"Yeahyeahyeahyeahyeah," I moaned. God, how did he know what to say? I screamed so loud when I came. I'd never cum like that before. I didn't know I could. I held right onto his big cock and I don't know how it didn't hurt because my whole body tensed. After my universe compressed down into my clit it exploded outward, demolishing any sense I had. That orgasm was the only thing I felt and it was all because of Zack. He had me completely then.

Zack pulled me on top of him and I felt his cock pressed between us, scorching my stomach. He kissed me and then pulled both breasts to his mouth. My nails were raking through his hair and I held him against me while I ground into his cock.

"Grab it," he ordered and I reached back and did it. "Put it in." I hesitated. I wasn't a virgin, hadn't been for a while, but the guy was always on top or behind me. I liked it a lot when he was behind me. I wasn't ready to be on top, but Zack said it again, "Put it in, Katy. Fuck me."

I lifted him up and pushed back. That big head open my lips and touched my clit and I whimpered, thinking I might cum again just from that. He lifted his hips, slipped deeper and I gasped. He felt even bigger than he looked. For a second I thought maybe he wastoo big. But then I found that by being on top I could control it and I could ease my way into it. It helped that he made me cum because I was soaked. In that second I felt him filling me I forgot about every other guy I'd been with until then. I felt him throbbing inside of me and I just lay on top of him like that for a while, adjusting to his size and letting it stoke my fires. Also, no guy had ever made me cum more than once before then, but I knew I was going to have another orgasm fucking Zack.

Slowly at first, I started moving on him, still not sure how to do it. Zack thoughtfully put his hands on my hips and guided me, helping me find a rhythm and once I found it he reached for my breasts, massaging them and pulling on my nipples, which made my pussy clench around him. I flattened my hands on his chest and pushed up, which let me take him deeper. I moved faster and felt the Bronco bucking beneath us, the springs squeaking. I thrust harder and harder onto him and when I tried to push all the way up I banged my head on the ceiling, giving Zack a chuckle, but I didn't break stride. I was sliding up and down on his thick pole and that was all I cared about. I'd completely forgotten the back of the truck was open and I was so loud I'm sure I could be heard for blocks. Zack was grunting and saying the sexiest things, like how hot I looked fucking him and how good I felt.

Zack hammered up into me and I felt him release and shoot deep inside me, but he didn't go soft. I rode him for another minute or so and came right after him. My hips were still moving as I slowly sank down and rested on his chest.

+++

"Okay," Mo interrupted, after ordering another drink. "It sounds like it was amazing sex and I vaguely remember meeting Zack at the pool once, but I don't see how a night of fucking in the back of his Bronco was life changing. And why didn't you ever mention that you were dating him at the time?"

"It isn't really about the sex in the truck and I never mentioned I was dating Zack because I honestly wouldn't call it dating. Are you dating Tai and Andy?"

"Point taken, you were just fuck buddies. Obviously I understand that, so tell me the rest. What happened that summer?"

"It started with the way Zack made me feel. I was like the hottest woman on earth when I was with him. And because he made me feel that way I was willing to do anything for him. I'd do anything to make him want me like that and I did start doing things, things I wasn't too proud of."

+++

It was simple stuff at first and I didn't realize how much Zack was controlling me. He told me out great my legs were and mentioned that he liked skirts, so I started wearing skirts all the time. You'll remember that's the summer I started dressing a lot girlier. That was the summer of a thousand sundresses. Those things were all the rage back then. He told me how nice my legs looked when I wore heels too and I've never gone back. I don't think I own a pair of shoes to this day that has less than a three-inch heel. When I dressed up the way he liked Zack gave me the attention I craved, guaranteeing I'd keep doing it. I didn't know it at the time, but he was creating a monster.

The sex was crazy. Zack and I were fucking at the drop of a hat, no matter where we were. A lot of the time it was at work, in the supply shed or the pump room. The pump room was my favorite because the equipment was so loud I could scream as much as I wanted. God, I remember the feel of his hands on me, peeling down my bathing suit, just like it was yesterday. Even when we hung out with his friend Barry we could barely keep our hands off each other. Actually, Zack seemed to be even more touchy feely when Barry was around, which was so frustrating. I just wanted to rip Zack's clothes off, but I had to wait until we got rid of the third wheel. Barry was a nice guy, but I wanted to be alone with Zack. And the way I caught Barry looking at me I think he wanted to be alone with me.

Barry had plenty of opportunity to see me dressed up sexy for his friend since he was around so much. Whenever I would climb in or out of the Bronco Barry always seemed to be in position to catch my skirt ride up or to see me lean forward when I stepped to the ground. I'll admit, with the newfound confidence Zack gave me I liked the way Barry looked at me. It was just like the way Zack did, pure hunger, and it made me tingle, just not quite in the way Zack did, but only because I wasn't as attracted to Barry.

Things started to get strange one night we were hanging around at Barry's house watching a movie. Barry was lying on the couch and I was sitting in Zack's lap on the recliner. The only light was coming from the TV and my back was to Barry, so Zack was taking more liberties than I usually let him when Barry was around. Zack had several buttons on my top open as well as the zipper up the front of my denim skirt. You remember that cute one I had that zipped up the front? I wore that thing all the time in high school. Anyway, Zack's hand was busy up my skirt while he was kissing my neck and I was so aroused I was out of my mind. I remember feeling Zack's cock pressing into me and wanting to release it. It was getting harder and harder to keep quiet too.

"Let's go, baby," I whispered to Zack while nibbling on his ear. "We don't even have to go far. Let's just park around the corner or something." I wiggled my ass into his lap for extra incentive.

"Mmm, I want you too, Katy. I know you feel how much I want you, but we don't have to go anywhere." As he said it, he flicked my clit with his thumb and I gasped, biting his neck to keep quiet. I didn't understand what he meant. Was he going to kick Barry out of his own house? Barry's parents were out, so it was just the three of us in the house.

"Dude, we're going to go down to your room, 'kay?" Zack said, spilling me from his lap as he stood. I scrambled to hold my skirt and shirt closed so Barry didn't get too much of a show.

"Yeah, whatever, just don't stain my sheets, man." Barry said, eyes briefly flicking away from the TV to catch a glimpse of my breasts when my shirt gapped open.

Zack led me down the hallway to Barry's room and kicked the door closed behind us. He pulled me into his arms and kissed me while pulling at my shirt. It felt so good and I didn't want him to stop, but at the same time I felt weird fucking in Barry's bedroom while he was right down the hall. Like I said, we'd been doing it everywhere all summer, but when we snuck off no one knew what we were doing. I wasn't sure I was going to want to face Barry when we came out of the room.

"Come, on, can't we go someplace else?" I whined, though I didn't stop Zack from throwing my shirt on the floor. My skirt was very easy to remove too and in my bra and panties I was hardly going to run from the room.

"We don't need to go anywhere else. There's a perfectly good bed right here." As if to prove his point, Zack pushed me backward on it and stood over me while he pulled off his own clothes. That wonderful cock was standing straight out and I couldn't help reaching for it. He stared down at me with lust-clouded eyes and I took him in my mouth. God, I couldn't resist him. I sank down, relaxing my throat and my eyes never left his.

Over the time we'd been together I'd gotten really good at sucking Zack, even though he was so large and I beamed with pride every time he told me how no other girl had been able to suck him like I could. My hair was so long back then, it hung halfway down my back, and he wrapped it around both hands and thrust into my mouth as I greedily sucked him in. Zack was the first guy I really wanted to cum in my mouth.

Zack pulled his dripping cock from my mouth and I gave it a last kiss before he pushed me onto my back again and laid on top of me. He pulled my bra straps from my shoulders and then folded it down so he could attack my breasts with his mouth. He caught my nipples in his teeth and drew on them until I wanted to scream. It hurt a bit, but then his tongue was there, all soothing and slick. I was biting my lip hard and hoping that Barry had the TV too loud to hear anything. But then Zack kissed his way down between my legs and pulled off my panties and I knew I wouldn't be able to stay quiet.

Lifting my legs over his shoulders, Zack spread me open and flicked his tongue inside me. I arched my back and pushed at him while pressing my hand over my mouth. Even so, my cries sounded so loud to me. He kept busy in my pussy, lapping with wide strokes and then focusing all his attention on my clit until it pulsed, ready to explode. That boy's silver tongue was even better in my pussy than it was with words. My whole body was convulsing as my orgasm was just about there. Zack stared up at me, between my legs, his eyes willing me to cum for him.

"Come on, Katy, let loose. I want to hear you scream," he said, his fingers now assisting in driving me crazy. He lapped at my clit between words.

"I…I…I…can't. Barry…" I gasped.

"Yes, you can. Let him hear you. Let him hear you scream. I know you like the attention. I know you love to be sexy, so let him hear how fucking sexy you are. Let him hear it, Katy!"

"I…I…" Who was I kidding? The train was too far down the track and I needed to cum so badly and there was no way I was going to do it quietly. Especially after what Zack said. I thought about Barry out in the living room and the way he looked at me when he thought I wasn't aware. I could just imagine him with a hard on in his pants thinking about his friend fucking me right down the hallway. Yes, I wanted him hard when he thought of me. I wanted him to hear me scream and cum in his pants.

"Oh fuck yes!" I screamed, grabbing Zack's head and forcing his face between my legs. His mouth was locked over me and I didn't care if he passed out. "GOD! Yeahyeahyeahyeah…oh Zack! Oh fuck! Right there! Right there, baby!" Not only am I sure Barry heard me, but everyone on his block must have too.

After I came, Zack got me on my hands and knees and fucked me hard. I screamed just as loud as before, maybe louder, knowing I was doing it for Barry's benefit. When we left his bedroom I held my head high and Barry had a pillow over his lap. The way that boy looked at me made me feel dirty and sexy all at the same time and I wanted to jump him for it. I wasn't suddenly attracted to him, it was just that look he gave me.

Over the next few weeks, things got weirder and I can't believe I didn't realize Zack had a plan. I was probably just too caught up in things to care. There's a night in particular that seemed to be another big turning point.

Zack, Barry and I went out to a bar downtown, one of those wild, Coyote Ugly-type places and things did get crazy. I had no problem getting served and the beers kept coming. You know how I get when I've had a few too many and that night was no exception. I danced on the bar with the bartenders without a thought to how short my sundress really was. The guys were clapping and shouting things and I knew how sexy they all thought I was and I was in the zone. When they asked for my bra to hang up behind the bar I didn't even hesitate, despite the fact that my sundress was so thin it was almost sheer. Do you remember the blue one I had with the spaghetti straps and little white polka dots? Zack loved the way it clinged to me so I wore it for him all the time. I was wearing a fancy strapless bra underneath, which was good since everyone in the bar saw it. I got a standing ovation when I whipped it out from under my dress and hopped down from the bar. God, I remember how tight everything was back then. My nipples poked right through that thin dress, but my breasts bounced so perkily. Zack was smiling with great satisfaction and Barry looked like he wanted to just bend me over the bar. I was so damn horny.

We stumbled out of the bar sometime around last call and Zack tossed his keys to Barry, telling him to drive. I don't know that Barry was anymore sober than either one of us, but that wasn't what was on Zack's mind anyway. I was surprised, but pleased when Zack joined me in the backseat. We were barely out of the parking when I jumped all over Zack. My one hand was under his shirt, I loved feeling his hard chest, while my other gripped his neck to bring his lips to mine. I shoved my tongue in his mouth and Zack moved his hand from my ass up to my breast. By that point I was used to light fooling around in front of Barry so I didn't pay him any mind.

"Damn, that got you all fired up, didn't it?" Zack whispered while kissing my neck. I just nodded, too busy moaning to answer verbally. I also wasn't paying attention to the fact that Barry wasn't driving anywhere in particular. "You were the hottest fucking girl in there. Every guy in that bar wanted to fuck you, Katy."

"Mmm, Zack," I groaned, my pussy throbbing. I took his hand and moved it down below, pushing my dress back down to cover it. My panties were stuck to my pussy and Zack pushed them between my swollen lips, scrapping my clit. I moved my hips at him, but Zack took his hand away, returning to tease my breasts. He left my dress hiked up and I had to pull it down.

Zack flicked open a couple buttons on my dress and slipped the strap from my shoulder. I protested, now concerned that Barry was up front, but Zack kissed me and persisted. His hand nudged against mine and as my resolve melted away my dress inched lower. "He's driving, he's not even paying attention. And even if he was, you've got a sexy body, why do you care if he sees it? You love to show off." God help me, but he was right. Zack pulled down the other side of my sundress too and it fell around my waist. I felt so exposed. My eyes flicked to the front and I saw Barry was barely paying attention to the road. He'd tilted the rearview mirror so he could watch the action in the backseat. A thrill ran through me knowing he was watching.

I threw my head back and moaned when Zack lowered his mouth to my breasts, licking and sucking both puffy nipples. It felt like he was trying to kiss every one of the freckles dusting my breasts. I only made a token effort to keep silent and my eyes kept flicking to Barry, who was watching our every move.

In no time I was on my back on the seat with my sundress around my waist and my panties tossed into the front seat. The last part I thought was excessive on Zack's part. My high-heeled sandals dug into the headliner and Zack pounded his cock into me while I screamed in ecstasy. In the mirror I could see Barry only had one hand on the steering wheel while his other was quite busy elsewhere. It was awkward in the backseat, but that didn't stop us from going at it like animals. When I was just about to cum, Zack changed positions and I couldn't help my groan of frustration. He pulled me on top, allowing me to straddle his lap and ride him as hard as I liked, which pleased me greatly. I don't know how Barry didn't drive off the road that night, but then I was cumming so hard I don't know that I would've noticed. When we finished I took my time getting dressed.

The weird thing was, Barry never made any mention of the things he witnessed. Not hearing me screaming from his bedroom or watching me fuck Zack. From that day in his house, Barry looked at me like all he could think about was doing me, but he never came on to me or said a word. It was a relief, in a way, because I didn't know what I would have done if he cornered me when we were alone.

Something did happen with Barry that summer, but it wasn't when Zack wasn't around. Actually there were several people around. Every summer at the end of the season the lifeguards held a party at the pool after hours. Since we all had keys, it was sort of unofficial. The owners let it go as long as we stayed out of any real trouble. People got wasted and passions that had been simmering all summer boiled over and that party was no exception. There were seven of us there and although we started the evening all drinking together, when it got later we broke into smaller groups.

I've got to admit I was looking forward to getting around that pool and not be in my red one-piece. It was a normal lifeguard bathing suit. I knew my bikini would be a lot more flattering. I started the evening in my bikini top and cut-offs, but when I went for my first swim I dumped the shorts and never put them back on. I was wearing this awesome flame bikini I had. It was so 80's, but I looked hot in it! As I stretched out on a lounge with a beer in my hand I noticed my stiff nipples had the full attention of the three guys around me. Hanging out with Barry, Zack and I was this other seventeen-year-old kid named Seth. He was tall and skinny, with a thick mop of curly hair and I new he'd been nursing a crush on me all summer, but it just wasn't going to happen. He couldn't have been less my type. At the other end of the pool were Suzie and Ron, who'd been crushing on each other all summer long, and Nicole a sweet girl who was the third wheel in that group. After a while Nicole took the hint and told Seth she was ready to go. Since she was his ride and no one else was offering Seth was forced to go too, so he took one last wistful look at me and said his goodbyes.

Once Suzie and Ron were alone at the other end of the pool they were all over each other. It was like the three of us weren't there and as we watched them Zack came closer, sitting on the side of my lounge. Suzie was a cute little thing, barely over five feet with a tiny figure and long blonde hair she looked like a china doll. I have no idea how she stayed so pale working at the pool all summer. I had a deep tan by the end of August myself. Suzie was on her back on a lounge and Ron was gradually moving on top of her while pulling her pink bikini top down so he could grope her. It was different to watch than to be watched, but I still found it a turn on and reached over and started caressing Zack's chest. Ron moved down from kissing Suzie and I could hear him slurping her small breasts over the quiet sounds of the pool. Barry was watching them closely, which I guess meant that he was an equal opportunity voyeur. As he watched Ron work his hand into Suzie's bikini panties I felt a little jealous that someone else had Barry's attention. I had a way better body that Suzie!