Chapter 7
Carol walked down the corridor, heading for the schoolyard to sneak a cigarette during lunch. She rarely ate lunch, always keeping an eye on her weight as she tended to put it on easily. She didn't smoke often, but she felt like it today. She had missed Phil yesterday afternoon, not entirely unhappily, and hadn't seen him before school this morning. She hoped to find him in the yard.
"Hey, Carol!"
She turned around to find Phil running up the hall toward her. Her eyes brightened to see him, she hoped not too obviously. He caught up to her and stopped.
"Hi, Carol," he said. "What happened to you yesterday?"
"Hi, Phil," she greeted him, and kissed him lightly on the cheek. "I'm sorry. I had to stay after school for one of my classes."
"You weren't in trouble, were you?"
"Oh, no," she answered, blushing at the memory of her escapade with Miss Browning. "It was just to discuss a test I'd taken," she lied. "Did you miss me?"
"You know I did."
"Don't you look cute?" Carol remarked, surveying his long legs sticking out of his gym shorts. He was dressed in the shorts, a t-shirt and sneakers.
"Do you think so?" he joked. "I just got done with gym. What are you doing?"
"I was going out to the yard for a cigarette."
"That doesn't sound very exciting."
"It isn't," she laughed. "Do you have any better ideas?"
He smiled wickedly, puzzling Carol. "It's lunchtime," Phil said. "So?"
"Everyone is out for lunch or in the cafeteria," he continued.
As if to prove his point, he looked around. The hall was just about empty, only a couple kids walking here and there. Carol wondered what he was getting at. She didn't wait long to find out. "Phil?"
"The locker room is empty," he whispered in her ear.
She was taken aback. "Phil, I couldn't go in there."
She thought she detected a slight movement in his crotch, a twitch in his cock. She had to admit to herself that he did look rather sexy, dressed as he was.
"Why not, baby? No one will see us."
"But, Phil, what if someone caught us? I just couldn't."
"Come on, Carol. It'd be great." His wide smile was hard to resist.
"Can't you wait until after school?" she questioned, becoming a bit aroused at the idea of having sex in the locker room. She had never even been inside the boys' locker room before.
Phil rubbed his crotch obscenely.
"Why should we? Come on, Carol."
He took her hand and pulled her to the door to the locker room. Carol offered only token resistance as they moved, but she stopped as they reached the entrance. She gazed up and down the halls. No one was in sight.
"Oh, Phil," she protested weakly, and let herself be pulled inside.
The door closed behind them and the silence of the giant chamber was eerie. It was like they had entered another world all their own. The room had a distinctive odor of sweat and masculinity that Carol noticed immediately. It excited her. That, and the fact that she had entered a private male bastion for the first time. Row after row of lockers, each divided by a narrow wooden bench, filled the room, not unlike the girls' gym room. The difference was the paraphernalia on the floor and in the lockers.
Whereas the girls' room was littered with bobby-pins, stockings, bras and make-up bottles, Carol couldn't help but notice that this room was cluttered with sweat socks, bandages and jockstraps. Jockstraps. She thought they were terribly exciting articles of clothing, so enticing, so revealing. She hoped Phil was wearing one under his shorts.
Phil led Carol about halfway into the deserted room, then turned into a row of lockers. He stood with his back to one and drew her to him.
"We're alone, honey," he said.
Carol had to agree. All around them was a wall of gray. Her calves pressed against the bench as she put her arms around him and hugged. She was no longer apprehensive. He nibbled at her neck and she could feel his cock start to rise in his pants. He was certainly horny and, as usual, it didn't take long to stimulate her own desires.
They kissed passionately, sucking each other's wet mouths. Carol raked her hands up and down Phil's strong back, while he caressed her head, running his fingers through her long, soft, blond hair, toying gently with her neck. They kissed like this for a few minutes, warming their bodies, fanning their rapidly heating desires.
Phil kissed Carol's cheeks wetly, and grabbed hold of her shoulders. He applied downward pressure and was happy to feel her yield to it.
Carol slid down his body, planting soft kisses on his chest and stomach. Finally, she sat on the hard bench, Phil's crotch level with her face. She wrapped her arms around his hips and pressed her face against his genitals, rocking from side to side. She could feel his naked ass under his shorts and the pouch of his jockstrap on her cheek, stretched, straining under the pressure of his rising cock. The discovery of his jockstrap fascinated Carol, enthralled her. She pulled Phil's shorts down and let them drop to the floor. The sight before her was new and arousing. The small, elastic pouch, barely covering his cock and balls, a strap around the waist and two running up the sides of his thighs. She giggled.
"What's so funny?" Phil asked.
Carol gazed up at him, her eyes brimming with happiness.
"Nothing's really funny. I've just never seen one before. It's sort of cute," she replied, smiling, "and very sexy."
She turned her attention back to his loins. She ran her fingers through the short hair on his ass and rubbed her face into his groin. The sweaty smell of his body was turning her on immensely. There was something she wanted terribly to do for him, but she didn't want him to think she was really perverted. Carol wasn't sure how he would respond to the treat she had in mind. She thoroughly enjoyed having sex with Phil, but she also liked him a great deal, and hoped he liked her as well. She didn't want to scare him off. Oh, what to do? What would he think? She was sure he would enjoy it. She sure did. Carol decided that her feelings for Phil were as good a reason as any for pleasing him. Just thinking about doing it started her pussy twitching.
"Would you turn around, Phil?" Carol asked quietly. "What?"
She stared up at him, her eyes half-closed, imploring.
"Please, Phil, just turn around."
Phil shrugged his shoulders. "O.K."
He turned around, bumping his hip slightly against the locker as he moved in the confined area. He was mystified. What was she planning on doing? He was even a bit nervous. What the hell was on her mind? He soon got the answer.
Phil had his hands resting against the lockers, his back to the young girl, his ass in her face. He turned to relax but stiffened involuntarily when she grabbed his ass-cheeks and pulled them apart, exposing his sensitive asshole to the air. He felt Carol place her mouth on the hole, warming it with her hot breath. Her tongue out, she began moving her head up and down, wetly crisscrossing the crack of his ass. Phil almost pulled away from the moist intruder, but controlled himself. It was a strange feeling, not unpleasant, just strange. God, he thought, this chick was something else. Only sixteen and she was teaching him new tricks. He couldn't help but wonder what possessed her to lick his ass. And how did it taste? Could it taste good?
Almost in answer to his silent question, Carol began to stuff her tongue hungrily into his asshole. She held his cheeks tightly in her fingers, pulling his buttocks apart.
Phil was warming to the idea of having his ass rimmed, enjoying the oral antics of the girl almost in spite of himself. He had to admit it felt pretty good, and he found himself breathing heavily.
Carol was moaning softly as she moved her tongue inside Phil's puckered hole. The heavy, musky odor of his asshole filled the air, swirling around her head, intoxicating her. She swallowed the fluids coming from within, bringing the liquid to her mouth with her tongue. Carol's pussy was throbbing as she sucked, small trickles of juice wetting her underpants. She couldn't believe how aroused she was becoming just from sucking Phil's asshole, but she couldn't deny the fire in her loins. God, she was going crazy, ramming her tongue as far as she could inside his ass.
Phil's cock was bouncing up against a locker and he wanted desperately to feel her warm mouth around it. He twisted his body, freeing his ass from Carol's hands and mouth, and moved to face her. She reluctantly gave up the object of her attention and let him call the shots. He looked down at her wet face, bits of brown at the corners of her wanton mouth. Her lips were ovaled and her tongue hung out. She looked very much like a dog in heat, her eyes glazed.
Phil yanked his jockstrap to the floor in one easy motion. He grabbed the base of his shaft and shoved his cock deep into her waiting mouth, banging the tip against her throat. Carol closed her lips tightly around his pole, nipping the stretched skin with her teeth. She started sucking madly on his cock, begging for the hot cum she knew was building in his balls.
"Mmmmm..." she moaned as she slurped noisily.
Phil smiled at the pretty face at his crotch, loving the way she lapped and sucked his cock. She seemed to love sex so much. He had a little surprise for her and he felt now was the time to spring it. He coughed loudly but Carol barely heard him.
Two naked boys appeared at the end of the row of lockers and looked at Phil. He smiled broadly and motioned them forward. They moved noiselessly, their eyes open wide, fixed on Carol's beautiful cock-filled mouth. Wow, they thought, what a young chick, and if things worked out the way Phil had said they would, they were going to get their chance to fill that mouth with their own cocks. They were impressed with Carol's looks and sexual demeanor. They moved on either side of her.
Carol's eyes were closed in ecstasy and she didn't hear the newcomers through her sexual haze. Suddenly, she felt hands on her chest, slipping under her blouse to play roughly with her tits, tweaking her nipples. She opened her eyes, shocked, and pulled her mouth off Phil's throbbing cock, saliva and pre-cum dripping down her chin. She was breathing heavily.
"Wh-what the hell! PHIL!!"
"Hey, don't get excited," he hurried to reassure her. "This is Tom and Joey, a couple of friends of mine."
The two boys leered at her and continued fondling her full breasts. In her heavy state of arousal, it never occurred to Carol to take the searching hands from her tits.
"Hey . . . Phil!" she cried.
"Come on, Carol. Don't be so uptight. Just enjoy it, huh?"
Phil's cock stood straight up, almost touching Carol's trembling lips. She was really confused. She wanted to be alone with Phil. She didn't even know these other guys. But damn, she was so hot, so horny. Her pussy was sopping wet. Oh, shit!
"Relax, Carol," Phil directed, putting his hands on the back of her head.
Carol opened her mouth to protest. She didn't get much of a chance.
Phil pulled her head forward, sliding his cock into her open mouth. Damn, she couldn't argue any more. His hot, stiff cock felt so great, tasted so delicious. She loved it. She loved sex. Why was she fighting it? Fuck it, she thought, and began sucking on Phil's cock with renewed vigor, the shaft moving easily through her soaked lips. It filled her mouth, stretching her cheeks out like she had the mumps.
Tom and Joey had lifted Carol's blouse up to her armpits, exposing her full, luscious breasts. Smiling happily, admiration in their eyes, each took a nipple in his mouth. They sucked the pert cherries fervently, exciting the young girl with their oral attention. Carol finally relaxed and enjoyed the feelings they aroused in her. Forgetting her recent apprehension, she reveled in the stimulation offered by the cock in her mouth and the two heads pressed to her tits. God, did it ever feel good!
She reached out to her sides and felt the naked, hairy flesh of the boys' thighs. The hands moved upward until she found the object of her search-two hard, hot cocks. She grabbed the cocks, slowly jerking the shafts. She started masturbating the two boys happily, loving the feel of the taut skin in her sensitive fingers, all the while accepting Phil's violent fucking of her face.
Phil was getting really turned on watching Carol jerk his friends off as she blew him. He felt his orgasm building deep in his loins and he moved her head rapidly back and forth over his cock, staring at her pretty faced as it contorted from the size of the shaft filling her mouth.
"Oh .. . suck it. . . I'm . . . coming,. . . soon! Blow me, Carol!" he cried down at her, his voice breaking in his excitement.
Faster and faster she moved her mouth on his cock. Phil rested his hands on Carol's head as the trembling girl hurried to bring him to orgasm, her lips clinging lewdly to his prick, her hands vigorously massaging the cocks at her sides.
Tom reached into Carol's pants, forcing the zipper to pull open as it moved past her abdomen. Sliding under her panties, his fingers parted her blond pubic bush and continued to her cunt. She felt the intrusion and spread her legs slightly to facilitate his actions. Tom located her pussy, sloppy and slimy from juice, and shoved a finger deep inside the red hole. Her cuntlips seemed to clutch his hand, pulling him to her.
"Ummmmmm..." Carol purred, vibrating Phil's cock with the throaty sound.
"I'm coming!" Phil yelled. "Ohhh ..."
Phil buried his rod into Carol's mouth as he ejaculated. Giant gobs of cum exploded from his cock, banging against the roof of the girl's oral cavity. She sucked mightily as the jism spewed forth, his cock constricting with great force. She held the throbbing pole tightly, letting it fill her with sperm, loving the hot, tangy flavor, rolling her hips around the finger still tickling her cunt, feeling the teeth still nibbling her tits. Inflamed beyond belief, she gleefully ate the hot cum pouring into her ready mouth.
Phil's cock stopped its frantic twitching, the cum flowing out in little droplets now. It didn't seem to matter to Carol. She flicked her tongue over the piss-hole, retrieving the jism as soon as it appeared, swallowing it eagerly. Phil's cock was super-sensitive and he felt like the hungry girl was sucking his insides out of his body. He had no more cum to offer, but Carol strained for what might be left. She drained him completely, thrilled to have her mouth and stomach full of the sticky fluid. A trickle of cum ran out of the corner of her mouth and down her chin. She flicked her tongue out and brought it back to her mouth.
Phil felt weak in the legs and he pulled his softening cock from Carol's slick mouth, the action making a soft, plopping sound. Carol was breathing heavily, as if she had just run five miles. She turned to Joey on her right, still grasping his and Tom's cock in her hands. Her eyes were hazy, lust-filled, almost tearing from pleasure and wanton desire. She was ready to fuck and suck anything that moved.
"I want to suck you off," she gasped at Joey. "I want to blow you so bad."
She pulled the young man to his feet, leading him by his hard cock. He stood uncertainly between her legs, a bit taken aback at Carol's boldness and shamelessness. He really didn't have too much time to worry about it.
Carol wasted little time going to work on the new cock. She stuffed his cock into her wet, slimy mouth as soon as he positioned himself in front of her. She moaned as the pole slipped past her lips, bloating her cheeks. Joey's cock was slim but fairly long. It tasted a little stronger than Phil's, and it gave her a thrill, as every new cock she discovered I did. An added fascination was his red pubic hair, a fact that caused Carol to keep her eyes open as she blew him, watching the short, curly, flaming-red hair as it moved near her. It tickled her nose when she took his cock in, and she sucked him with relish. He had a prominent vein running the length of his cock, and Carol licked it as she moved back and forth.
"Ummm ..." she murmured blissfully.
Phil sat on the bench, tired, satisfied for the moment. He watched Carol giving terrific head to Joey, knowing how much he was enjoying it, having just finished filling her mouth with his cum. She was moving her hips sensually from side to side on Tom's plunging finger, jerking his straining cock in return. Through half-closed eyes, Phil surveyed the spectacle taking place only a few feet from him.
Joey was responding rapidly to Carol's sucking, dying to fill the girl's mouth with the hot cum forming within his balls.
"Suck it, baby," he said. "Your mouth is so soft and wet. Suck it. I'm gonna fill your mouth with my cum."
The obscene words only inspired Carol to suck faster, harder. She was trying desperately to draw out his jism, the cum she was dying to taste. The sour flavor of his pre-cum mixed with the taste of Phil's jism still in her mouth inflamed her. The whole room seemed to smell of sweat and semen and Carol's head was spinning in delight.
Tom sat comfortably on the bench, bent slightly forward. His face was only inches from Carol's, and he watched intently while she gobbled his friends cock, saliva dripping across her cheeks and down her chin. Her hand worked on his own pole and his , hand was buried in her crotch. Tom's thumb moved up and, finding her clitoris, he began to fondle the hot button gently.
Carol felt the touch of Tom's finger on her clit and almost screamed. God, she was going crazy. Her hand slid easily up and down Tom's pre-cum lubricated cock. Joe's balls bounced against her chin and she reached her free hand around to caress his ass, sliding her fingers along the hairy crack. She tickled his puckered asshole gently, then forced her middle finger inside an inch or two. Joey jumped at her probing, banging his cock into her throat. His cock was ready to burst. He grabbed the girl's head roughly and pulled it to his groin.
"Uhhh . . . shit. . . I'm . . . coming .. . coming!"
Carol braced herself as his long cock jerked and started spouting semen into her. She swallowed the cum as it flowed, letting it trail down her throat. The overflow spilled out of her mouth and drops fell from her chin. The jism filled her mouth, yet still it spurted. She devoured what she could but it was too much and it poured out of her in giant streams, flowing from her lips. She gulped noisily, then let the hard rod slip from her mouth, afraid of choking.
She held the base and rubbed the throbbing cock against her cheek, reveling in its hot feel, cum still dripping onto her soft skin. Little curly red and black pubic hairs dotted her face and stuck to her lips. She was covered in cum, and she slid Joey's cock through it from cheek to cheek and across her lips as it gradually diminished in size. She gnawed hungrily on the knob. She felt like she was enveloped in cum. And she loved it.
Tom took his hand from Carol's pussy and stood up, forcing his cock from her grip. He figured it was time he got his share of the action. Smiling broadly, almost sadistically, he moved next to Joey. He nudged the redhead out of the way and stood between Carol's spread legs. She no longer looked pretty to him, her face a mass of cum and pubic hair. Instead, she became a willing, and exciting, receptacle for his overdue orgasm.
"Here's another one, baby," he announced. "Wanna suck it?"
Carol didn't even attempt to refuse--she was beyond control. He moved his rock-hard dork against her lips, rubbing it harshly. She grabbed him and slid his cock into her mouth, her cheeks expanding, her mouth stretched wide. Tom's cock was short and she had no trouble taking it all in, but it was very thick. Her slippery lips strained to handle the width. She swallowed him completely, her lips pressed against his pubic mound, her mouth open as wide as possible. She let the stiff meat soak in her hot, sticky mouth, gently, almost unconsciously, lapping the tip with her tongue. Through her lust-filled haze, Carol felt her pants being tugged down.
Phil was well rested and his cock lifted its head into the air. He moved behind Carol and pulled at her pants. She felt the pressure and was only too happy to lift her hips off the bench, allowing her panties to fall to her knees. She pulled her panties to the floor, never letting Tom's cock fall from her lips. Phil pushed Carol upward and she yielded gratefully. He sat down on the bench, directly underneath her, his huge cock, fully erect and throbbing, bobbing in the air, waiting to be enveloped by Carol's succulent pussy.
"Ummm ..." Carol moaned as she felt Phil's legs under her own, his twitching cock banging into her thigh. She spread her legs wide and maneuvered herself until his cock was at the entrance to her cunt. Phil grabbed Carol's tits firmly, squeezing the milky flesh, rubbing the nipples with his thumbs. He let the girl take her time in sitting on his cock. He had come once already, so was in no great rush.
Carol sat down slowly, very slowly, savoring every inch of Phil's cock as it moved into her.
"Ohhhh ..." she cried and rested with half the cock in her, Joey's cock in her mouth, muffling the sound. She took a deep breath, closed her eyes and plunged downward.
"Uhhhh .. . ohhh ..." she mumbled, and her full ass rested on Phil's abdomen, his cock buried in her to the hilt.
Carol was in heaven, her cunt and mouth filled to the brim. She began to suck slowly on Tom's cock, moving it in and out of her in unison to her deliberate gyrations on Phil's cock. She was so excited, she felt like she could come in seconds. Her slow, teasing actions weren't going to last long.
Tom stood before Carol, his hands on his hips, letting her do the work. He was damn close to coming, and he couldn't wait to shoot it off into her.
"Faster, baby, faster!" he yelled impatiently.
She took the command well, humping up and down violently on Phil's cock, sucking Tom off just as rapidly.
"I'M COMINGGGG!!" Tom screamed.
Carol felt the cum shoot up his sperm-duct and it triggered her own orgasm as it splattered in her mouth. Her whole body shook furiously as her juice streamed out of her pussy, pouring down Phil's cock and balls. She swallowed Tom's first blast, then pulled the trembling cock from her mouth. She just couldn't take any more, she was full, and his cock, now free from her clinging lips, spewed hot jism all over the place. The searing fluid spurted on her face, her blouse, her legs. Carol let the semen fall where it may, loving and burning sensation it produced on her skin. She leaned back against Phil and let the waves of her orgasm wash over her as Tom covered her body with his cum.
Tom jerked his cock as he came, aiming it at Carol's face. He loved the sight of his cum on the girl's face. He started to pull back, totally spent, and a long string of jism stuck to his cock and Carol's chin. It stretched like taffy, finally springing from the girl's face, an obscene testament to her sexual prowess. Carol was exhausted, limp. Her eyes were closed and she purred softly, like a cat, content, fulfilled. Her cunt still clutched Phil's hard cock, pulsating around it more in quiet pleasure than sexual desire. She didn't think she could stand any more excitement at the moment, afraid her heart couldn't take it. She was happy just to let his rod soak in her wet, sloppy, steaming box. Goddamn, that had been something else. Her mouth tasted like she had drunk a quart of cum. Maybe she had, she thought amusedly. Her hair was stuck to her face with the sticky jism. She was a mess but she didn't care. She was totally satisfied.
Tom and Joey finally roused themselves and, smiling widely, left the locker room.
Phil held Carol to him. His cock shriveled and slipped from her pussy, the excitement of the last few moments gone, but he really didn't mind. It had been great.
Carol turned sideways and hugged Phil, shivering slightly. She felt cold.
Phil had to laugh at her appearance. Most of her face was soaked with cum, her long, blond hair matted to it, curly pubic hair of three shades on her cheeks, chin, lips, even a couple stuck in her teeth. She didn't look too beautiful now. Sexy, lusty, exiting maybe, but not beautiful.
She looked at him sadly.
"What did you laugh at, Phil?" she asked, blushing.
"I'm sorry, I didn't mean to laugh," he answered sincerely. "You're just a little messed up, that's all."
She couldn't argue with that. She couldn't see herself, but she sure felt like she looked like hell. The semen on her face was beginning to harden.
"Phil?" she asked seriously. "Why did you have those friends of yours here?" Her eyes were downcast.
"Did you mind?"
"Well, yeah, sort of... "
You didn't seem to mind when you were sucking their cocks, he thought cruelly.
"I thought you'd enjoy it. You sure seemed to. Besides, they're like brothers to me."
"You know I enjoyed it. I wanted to be alone with you, though."
"There'll be plenty of times for us to be alone. Right now, we'd better get ourselves together and out of here. Lunchtime is almost over."
