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											| THE USUAL WARNINGS: 
 This is a work of fiction by a twisted mind.  If you
 are offended by graphic descriptions of natural and/or
 unnatural sexual acts, if you are underage, or if this
 type of material is illegal where you are, don't read
 any further.
 
 This is a fantasy.  You will have to loosen your clench
 on reality a little when you read it. This is a  in
 which physical acts and human responses are not limited
 to, nor necessarily based in, reality.  Some acts and
 responses in this  may be physically impossible
 and/or physiologically improbable.
 
 Also, as is the case with most of the  in this
 newsgroup, all the women in this  are beautiful -
 gorgeous, even.  Gravity has not caused  to
 droop nor have wrinkles creased unblemished faces.  The
 men (the leading men, at least) are hung like bulls.
 They can get it up and keep it up often and at will.
 In this special little fantasyland, there are no STDs,
 morals, or unwanted pregnancies.  Guilt is a four-
 letter word.  Most important of all, neither strength
 of character, courage of convictions, nor moral belief
 stand a chance against any erotic stimulus.  This can
 be as benign as an accidental glimpse of a bared ankle
 or as stimulating as a whipping on the genitals.
 
 For those of you who didn't understand the preceding
 statements, GO AWAY!
 
 This  is intended for the salacious entertainment
 of consenting adults.  Do not try to do any of the
 things described in this story.  You could injure
 yourself or your partner, be arrested, or shot by her
 father....
 
 If you are under 18 years of age, GO AWAY!  This  will burn your eyeballs and fry your brain.
 
 If material of a strong sexual nature is prohibited
 where you are, GO AWAY!
 
 By continuing, the reader accepts all responsibility
 for any disgust, revulsion, jail sentences, or pleasure
 that results from reading this story.  If you don't, GO
 AWAY!
 
 You have been warned!
 
 If you enjoy this  and feel the urge to post it on
 a <free> site, at least give me (NightShade) credit for
 it.
 
 So, stick your tongue firmly in your cheek and enjoy
 the story!....:)
 
 NightShade
 
 
 
 
 
 
 Mr. Walter's Helper
 
 by NightShade
 (FF, MF, oral, vaginal, anal, light bd, light sm, rom)
 12/96, revised 6/99
 Chapter 1
 
 Elmer had watched the endless parade of job applicants
 drag on for three days.  For the miserly wages he was
 allowed to offer by the cheap bitch owner who ran
 Silver's Department Store, where he worked, it was no
 wonder the people who applied for the job had no idea
 what being a photographer's assistant was about.  Most
 of the applicants just sat in the chair across from his
 desk and dumbly nodded or shrugged at his questions.
 Then they usually asked him to sign a form for the
 Unemployment Office to show they had been looking for a
 job.  What a fucking waste of time!
 
 So it was with not a small amount of rancor that he
 waited for his next appointment.  Ol' lady Silver's
 secretary had set this one up herself.  Orders from the
 top.  No way to say `No' on this one.  During the one-
 sided conversation he had had less than an hour ago,
 with the fucking secretary doing all the talking, he
 had as much as been told that he would hire this next
 applicant, no questions asked.  This one, a  girl,
 was a relative of the big bitch herself and Ol' lady
 Silver was taking a personal interest in finding her
 something to do.
 
 How Mrs. Silver got saddled babysitting her niece made
 for interesting speculation, but you had to give her
 credit.  She really had been trying to find a spot for
 her to fit in and learn the department store business.
 Apparently, Mrs. Silver's niece had screwed up her last
 four positions in Finance, Counter Sales, Customer
 Service and Shipping.  Elmer guessed that put him at
 the bottom of the corporate totem pole as the in-house
 photographer for Advertising.  Elmer was the last place
 for the owner to dump her niece.  She had already been
 assigned to him.  The interview process was simply a
 formality.
 
 He had been told to use her however he could and to
 keep her out of Mrs. Silver's way.  No one else in the
 company wanted her after the  of her
 catastrophic performances in the other departments had
 gone around the rumor mill.  Elmer hadn't heard all of
 them, but he could almost hear the secretary's eyes
 rolling in her head over the phone as she had filled
 him in on what Mrs. Silver didn't want to hear about.
 
 Fuming and muttering to himself, he didn't hear the
 timid knock on the door.  When he didn't answer, the
 knock came again, this time only slightly louder.
 
 "Come in," he barked.
 
 The door crept open just enough to admit an obviously
 shy  girl.  He guessed her age at 16 or 17, though
 she had to be at least 18 years  to work here.  Or
 were relatives of the owner exempt?  He couldn't
 remember.  The waif-like  was dressed in a
 shapeless  frock and run-down, but sensible shoes.
 Her dirty  was oily and stringy, hanging in
 clumps.  There was no make-up on her face.  This
 frumpy, lumpy shapeless blob was not at all what he had
 expected of the owner's niece.  He had expected a
 spoiled brat, not Cinderella.
 
 "Please, sit down," he said.  Her wide-eyed innocent
 look amused him, and he cocked his head as he looked at
 her more closely.  His photographer's eye automatically
 analyzed her and he was surprised when he found that
 she had possibilities in front of the camera.  Very
 strong possibilities.  The bone structure of her face
 would accept make-up nicely.  She had classic lines in
 her cheekbones and nose.  He couldn't make out her
 figure through the multiple layers of her dress, but
 her face didn't show either excess fat or anorexia.
 
 "Not a beauty right now, but she definitely could be a
 looker," he thought to himself.  Out loud he started,
 "I'm Elmer Walters.  So, you're going to be working for
 me, Miss .?"
 
 He paused, waiting for her to supply her last name for
 him.
 
 "Suzy," she answered.  "Suzy Smith.  But please call me
 Suzy."
 
 "OK, Suzy.  What do you know about photography or
 advertising?" he continued, not knowing what to expect
 with this one.
 
 "Oh, is that what you do down here?" she asked
 innocently, not realizing she had touched a nerve as to
 the location of his office.  "Nothing, I guess."
 
 Inwardly, Elmer flinched.  "Damn that woman and all her
 fucking relatives."
 
 With a sigh, Elmer began to outline the
 responsibilities of the job to the  girl.  He
 talked about working all night to meet the newspaper
 deadlines, doing make-up for the models, building the
 sets, getting the props down the freight elevators from
 the various departments upstairs and then back before
 the store opened in the morning, loading the still
 cameras, working with the film, running the back-up
 video cameras, setting up the lights for the shoots and
 developing the film.
 
 The  sat quietly and listened.  Elmer was not sure
 if she had understood anything until he noticed a tear
 trickle down her cheek.
 
 "Oh, SHIT!" he swore under his breath.  "A fuckin'
 crier."
 
 Biting his tongue, he softly asked, "Is there something
 wrong?"  It came out a whole lot more gentle than he
 felt, but this was the boss's niece after all, and who
 knew how direct the pipeline back to the boss was.
 
 This show of sympathy, however false, seemed to break
 the dam holding back a flood of tears.  Finally, she
 stopped the flow of tears, wiped the snot running from
 her nose on a soiled handkerchief she pulled from the
 sleeve of her blouse.  She started mumbling with her
 head bent down in shame.
 
 "Suzy!  Sit up straight and speak up!" he told her
 sharply.
 
 Startled, she sat up.
 
 "Yes Sir!  But I can't do make-up.  I - I - I don't
 know how," she managed to get out between sobs.  "And I
 wouldn't know which end of a  to point at the
 models.  And, well, I - I -I.," she stuttered on.
 
 "Easy to fix that," he answered.  "I know a couple of
 the  up in Cosmetics.  You can take lessons from
 them.  And we'll get you some clothes from the  Miss Department and make an appointment with the Beauty
 Salon."  He paused.  "Can you start tomorrow?  OK?
 We'll teach you everything else you need to know as we
 go along."
 
 The look of gratitude in her eyes amazed him.
 
 "Had no one ever shown this kid even basic kindness?"
 he wondered as he watched her leave his office.  He
 reached for the phone on his desk.  He had several
 calls to make.
 
 Chapter 2
 
 Over the next two weeks working in the basement with
 Elmer, Suzy began to blossom.  His assessment of her
 potential had been conservative.  The scared waif
 turned into a beautiful  girl.  The  he had
 contacted from Cosmetics taught her how to apply basic
 make-up and she began to practice on herself.  The
 change in her appearance was simply amazing.  Her hair,
 now clean and cut in a simple over-the-shoulder
 straight cut, was a deep chestnut brown and bounced
 lightly as she made her way around the basement studio.
 Her clothes still tended to be on the conservative
 side, but he had a better idea of her figure, and it
 made his prick itch and harden to think about the tight
 young body  under those clothes.
 
 He intentionally began assigning her tasks which made
 her climb ladders and  out full-length, putting
 boxes on the top shelves, or bending over tables and
 saw horses facing away from him.  Her pert  ass
 tantalized him with the promise of fantastic curves.
 Her firm   completely filled in the tops of
 the dresses she wore.
 
 He had asked the clerks in  Miss if they could
 tell him anything, but she had been very modest in the
 dressing room and they had not seen anything.  They did
 tell him that her bra size, 38 C, was rather tight on
 her, and that she didn't need one.
 
 Elmer had even convinced the company nurse to examine
 Suzy for her `employment physical.'  The nurse had
 never actually given one before, but knew the basics,
 and, for Elmer, she faked it.  She had raised her
 eyebrows at his other request, but seeing the direction
 he was headed with the na‹ve  girl, gladly decided
 to help him.
 
 The nurse had given Suzy a flat packet of tiny
 "vitamin" pills to take each day.  The pills, actually
 for birth control, could be picked up from the nurse on
 the first of every month - at which time the nurse
 intended to get the gullible  to reveal a complete
 account of what Elmer had been up to with her.  During
 the faked physical exam, the girl's firm body had
 caused a particularly familiar tingle in her own crotch
 that she hadn't felt since nursing school.  This  was one to watch, and, with time, the nurse was sure
 she could get her hands back on those lovely tits.
 Elmer had helped her out in the past with one or two of
 the shy  things in the store.  This one would be
 no different.
 
 Suzy had been acutely embarrassed at the thoroughness
 of the exam, but had remained docile throughout, even
 with the long, drawn out examination of her intimate
 parts.  She, too, had been aroused by the session, but
 didn't know what it was she was feeling.  She eagerly
 agreed to take the `vitamins,' and vowed to do so
 religiously.
 
 Suzy was quickly learning about the advertising
 business, but Elmer still checked her work.  He had
 finally been able to check out the  about the
 catastrophes surrounding her previous assignments in
 the store and, if what he had heard was true, he
 concluded that the real problems had been her fucking
 supervisors.  They seemed to have been too busy to
 train her or supervise her.  With her  connections, it was assumed she knew more than she did,
 and she had been given too much responsibility too
 soon.  A recipe for disaster.
 
 Elmer was determined that that would not happen with
 this job.  He was beginning to form a deviously wicked
 plan in the back of his mind, influenced mainly by his
 rock hard cock, and he didn't want to lose this  or
 the opportunity to fuck her tight ass.  But he knew if
 anyone saw the real potential she had, they would
 snatch her away from him.   would only keep
 those horny bastards away for so long.  He just wanted
 them to stay away long enough to get into her pants.
 
 That was why he instructed her to come to work in an
 old frock similar to the one she first wore to his
 office.  She could change into the more fashionable
 work clothing in the changing rooms at work.  He
 further instructed her to arrive at a time when most of
 the other employees had gone home, and she was to come
 in a back door no one ever used.  She was to wear no
 make-up, either, until she got to work, ostensibly so
 he could check on her progress.  He also got her a
 frumpy  cap to cover up her beautiful hair.
 The reasons he gave to her for all this had been weak,
 but Suzy accepted with her wide-eyed innocence even the
 most bizarre instructions as being part of the job.  In
 public, she looked like a  homeless girl,
 unattractive to the casual or serious observer, which
 suited Elmer perfectly.
 
 And tonight, he thought, as he waited for Suzy to get
 to work for the evening, he would start on the next
 step of the campaign to seduce the  girl.  Tonight
 he would begin to urge her down the dirty little road
 that lead to his cock and eventually to his other
 studio.  The studio where he took the "arty" photos.
 
 "'Art' my ass!," he chuckled.  "It's porn, pure and
 simple.  But it is amazing how many   still
 bought that `art' shit."  Most of the prettier  girls that worked throughout the store had succumbed to
 his  at one time or another.  So had most of the
 older women, for that matter.  Elmer's prick was
 definitely not particular when it came to pussy.  Even
 the nurse had done some extremely racy poses for him,
 ending up wearing just her nurse's cap and a large
 thermometer with only the tip showing.  It wasn't
 buried in her mouth, either.  With the photos he had of
 those girls, he could get all kinds of cooperation for
 his schemes.
 
 Not that he needed to blackmail any of them.  Most of
 those  were  and bored with their stale
 lives.  Elmer offered them a bit of excitement,
 something different, and they jumped at it like
 drowning victims clung to driftwood.  Those  lucky
 enough to be fucked by him once would do anything for
 him, on the off chance he would fuck them again.  And
 again.
 
 You wouldn't know it to look at him, but Elmer had been
 blessed with a whopper of a prick.  Eleven inches when
 fully aroused and, better yet, he knew how to use it.
 He wasn't particularly handsome.  He had been described
 as a kind of a cross between wimpy and rugged, but
 after a  got a glimpse of his cock, they never ever
 complained about his looks.  After the first time, he
 never had a problem getting them back into bed whenever
 he wanted.
 
 Like the two  tonight.  Both of them had agreed to
 this `special' session, even though they didn't know
 each other.  Both of them had posed for Elmer within
 the past six months, and both had continued to fuck him
 whenever he had sent for them ever since, even though
 one of the  was engaged and the other newly
 married.  The sexy nude photo shoots before each fuck
 session merely got everybody turned on.
 
 Jane, the blonde, worked in Finance, but had been on
 vacation when Suzy worked in that department.  She was
 tall and willowy, and had secretly always wanted to be
 a model.  Elmer had given her the opportunity, and she
 had been very grateful.  She had shown him just how
 grateful she was several times and in many ways, in
 fact.  Jane had flawless tight skin that showed a
 perfect tan all year round, as she kept regular
 appointments at the tanning salon and health club.
 
 The three tiny triangles of ivory white skin over her
 firm  and  outlined the shape of her minuscule
 bathing suit.  Somehow the contrast of those tan lines
 made her seem sexier, more vulnerable, than if she had
 had an all-over tan.  Her husband always got turned on
 when she flashed those soft ivory areas at him.
 
 Jane's husband worked as a trainer at the club she went
 to.  Elmer had met him once at a company party and was
 sure the guy fucked around on Jane.  Nothing he could
 put his finger on or prove, but a guy senses these
 things.  Perhaps it was just a way to soothe his guilt
 at banging the guy's wife.  Either way, Jane was
 willing to continue to pose for Elmer occasionally,
 like tonight.  After she had heard about it, she was
 intrigued by his plan and willingly agreed to play her
 part in the seduction of Suzy.
 
 Not that she had anything against the   herself.  Jane had never even seen or met Suzy.  But if
 she could screw that  bitch, Mrs. Silver, in any
 way, she was for it.
 
 Beth, the other  for tonight, felt the same way
 about the owner.  No hard feelings for Suzy, she just
 had the misfortune to have the wrong aunt.
 
 Beth was a  girl, 5'0", with bright  hair.
 She had been one of the  to teach Suzy about make-
 up in Cosmetics during the last two weeks.  She had
 been astounded at her ignorance of even basic hygiene
 and fashion, and had giggled with the others behind
 Suzy's back at some of the things she said and did
 during the lessons.  In her heart, she kind of liked
 the  girl, but around her co-workers, it was just
 too easy to gossip and make fun of Suzy.  They mimicked
 her voice and tried to tease her, but Suzy didn't even
 understand that they were being mean to her.
 
 Beth had been engaged to her current boyfriend for
 about a year, but had no plans to set an actual date.
 They were living together in a small apartment
 downtown, and had sex as often as possible.  But it was
 never enough for Beth.  He was a  and worked all
 kinds of crazy hours.  That left Beth with a lot of
 free time, and pent up sexual energy.  She loved to do
 the modeling, especially the sexy stuff, and `other
 work' for Elmer whenever he asked.  His hints at a
 `special' treat for tonight had started her  dripping.  He hadn't been real clear, but Elmer always
 had something fun going on.  She had damp  all
 day.
 
 Both  were looking forward to the evening.  Both
 had made it known that they would be home very late.
 Their  both knew enough not to question it.  Their
 women had taken to staying out late once in a while,
 but they sure came home horny.  Neither wanted to know
 too much about what was going on.
 
 The stage was set.  The innocent lamb was about to walk
 into the slaughterhouse.
 
 Chapter 3
 
 Elmer got up from his desk as he heard Suzy coming down
 the back stairs to work.  He went to the door and
 opened it up.
 
 "Suzy," he called out.  "Come in here for a moment."
 
 Suzy walked into his cramped office and sat down on the
 edge of the uncomfortable chair in his office.  She
 looked nervous and scared.  She had never held a
 position this long without being fired, and she just
 knew that Mr. Walters was going to fire her now.  It
 had been over two weeks!  She didn't know what she had
 done wrong, but she must have done something.  She
 always did.
 
 She just couldn't lose this one, she shouted to
 herself.  She liked this job.  She didn't have to work
 with a lot of people, she didn't have to see her mean
 old aunt, and she had discovered she liked working with
 pictures.  She especially liked Elmer, er, Mr. Walters.
 He was so kind and patient with her.  He made her kind
 of tingle inside when he looked at her like he did
 sometimes when he thought she wasn't looking, and
 although she didn't understand it, she enjoyed those
 feelings and the attention he paid her.  She would do
 anything to keep her job.  Anything!
 
 "Suzy, one of the models scheduled for tonight called
 in and canceled.  I'm really in a bind as the other two
 girls are on their way already.  Would you be a trouper
 and help me out?"  Elmer started.
 
 Surprised and relieved, Suzy said, "Sure, anything.
 Would you like me to call another model?  Do you want
 me to get the props set up?  Do you."
 
 Elmer raised his hands and stopped the barrage of
 questions coming from the eager  girl.  He wasn't
 sure of the reason for her sudden eagerness, and he
 didn't really care right now.  He was going to take
 advantage of it if he could, however.
 
 "No, no.  I thought you might want to try out the other
 side of the  for a change.  You know, as a model.
 I could really use you as one of the models tonight.
 You have the right coloring to work out real well."
 
 He kind of left the offer hanging, wondering what she
 would do.
 
 A look of surprise and bewilderment came over her face.
 
 "He wants to take pictures of me!  But I'm not pretty
 enough.  I'll ruin the shots with those other beautiful
 girls in them."  Her agonizing thoughts were racing
 through her mind and were portrayed across her face for
 him to read.
 
 "Uh-h-h, I don't know., I mean, I never have., I mean,
 do you really mean it?  Do you really want to put me in
 the pictures?" she asked finally.
 
 Elmer nodded, smiling to himself at how easy this was
 going to be.  His prick hardened at the thought of that
 sweet  pussy.  "Yes, and I wanted you to try on a
 few things first to see if everything fits OK.  I had
 to guess at your size."  He handed her a hanger with
 several filmy pieces of lingerie on it.
 
 She accepted the hanger without really seeing the
 clothes.
 
 "You can change in the models' dressing room tonight,
 Suzy.  Why don't you go and change now.  Then come on
 out and we'll start your make-up before the others get
 there.  Then you can do them."
 
 Suzy's head was spinning and her heart was pounding.
 She was thrilled.  She had never even hoped to dream of
 something like this.  She walked to the dressing room
 in a daze.  It wasn't until she was in there that she
 saw the skimpy clothes and gave a small gasp.
 
 "Oh no!," she wailed to herself.  "I can't go out there
 in that.  You can see everything."
 
 Angrily she stilled her own objections.  She had to do
 this.  She had agreed, and besides, she wanted to keep
 her job.  Inside of her, there was this nasty little
 voice that urged her on.  It made her tingle inside as
 she listened to that tiny whisper.
 
 She slipped out of her clothes and hung them in the
 locker.  She also took off her plain white bra and let
 it fall from her arms.  Her  bounced saucily in
 their freedom, the rosy caps ending in pert little
 nipples.  She had never acted or felt so naughty.  Why,
 if the other models came in now, they would be able to
 see her bare boobies!
 
 She picked up the filmy bra on the hanger Elmer had
 given her and settled it over her shoulders.  It looked
 a little small, but the fabric was stretchy.  She
 leaned forward and settled her  into the half
 cups of the bra and fastened the front clasp.  It was
 more than just a little small for her and her  bulged out over the top of the cups, with her nipples
 clearly visible just below the edge of the fabric.
 Elmer had guessed her size just right.
 
 She adjusted the straps so that they were as
 comfortable as possible and looked at her image in the
 mirror.  The bra pushed her big firm  up and
 together so that it looked like she had miles of
 cleavage.  She waggled her shoulders and watched the
 tit flesh jiggle inside their confinement.  It did look
 sexy.
 
 The next thing she put on were the thigh-high
 stockings.  She had never worn nylons or pantyhose
 much, and she struggled to get them on.  The tiny hairs
 of her legs squiggled around under the translucent
 fabric.
 
 "Oh dear, I should have shaved my legs," she muttered.
 
 The matching  to the bra were next.  She had
 never seen anything so small.  As she slid them up her
 thighs, her hands were shaking.  She didn't want to rip
 the thin fabric.  The tiny thin thong back slid into
 the crack of her perky little ass.  The small patch of
 fabric in the front showed the hair of her dark bush on
 both sides and over the top.
 
 Tears began to trickle down her cheeks.  She was a
 failure, a fraud.  She was sure she wasn't good enough.
 Elmer and the other models would laugh at her.  Her
 fear of failure completely overshadowed any
 embarrassment she may have had.
 
 Elmer heard the soft wailing coming from the dressing
 room and misunderstood the reason for it.  He was
 certain that he had pushed her too far with the skimpy
 outfit, but he knew she had seen other models in
 similar costumes.  Thus, he was unprepared for her
 appearance in the dressing room doorway with just a
 short robe around her.
 
 Her cheeks were still streaked with tears.  She looked
 at him fearfully.
 
 "I don't fit.  I'm not good enough to be a model.
 Please, please, don't be mad at me-e-e-e," she burst
 out, and started to wail.
 
 Elmer walked over to her and took her into his arms.
 He patted her back comfortingly.  "There, there, there.
 It's OK.  It will be all right," he comforted her.
 "Let's take a look and see what the problem is, OK?"
 
 He took her by the hand and led her over to the make-up
 station.  He gently loosened the belt of the robe and
 let it fall open.  He caught his breath.
 
 "God, what a body!,"  he exclaimed to himself as he
 examined her closely.
 
 The bulging  were quivering with the tiny sobs
 of the  girl.  Through the thin fabric of the
 garment he could clearly make out the pink aureoles and
 the unaroused  nipples.  His prick started to rise,
 but he controlled his lustful urges.  With difficulty.
 Letting his gaze drift down her body from her tits, he
 sighted across her smooth belly accented with a tiny
 navel.  A little lower, he saw the cause of her
 distress.  The soft curls of her dark pubic hair
 escaped all around the tiny triangle of the panties.
 
 Reaching down, he fingered the curls lightly.
 
 "Is this what's bothering you?", he asked.
 
 She nodded.  Tiny bumps popped up all over her skin.
 The familiar gesture he had made had sent an
 unfamiliar, but very welcome thrill up her spine.  She
 didn't trust her voice to answer him, so she had just
 nodded.  The wonderful tingling in her cunny made her
 want to rub her thighs together to itch it and her
 nipples started to harden.  They began to poke clearly
 through the light fabric of the bra.
 
 "We can fix that.  Sit down in the chair.," he told
 her.
 
 She obeyed him without a word.
 
 He turned to face the make-up table, both to hide the
 growing bulge in his pants and the wide grin on his
 face.  He needed to be clinical in his actions the next
 couple of minutes and the sight of this near naked  didn't help.  And she would be a lot more naked in a
 moment.
 
 He collected the things he needed and turned and
 adjusted some levers on the chair she was sitting in.
 Reaching towards her with both hands, he grasped the
 waistband of the panties.
 
 "Up," he said.
 
 Automatically, she raised her hips to allow him to
 strip off her panties.  Immediately, she covered her
 mound with both hands. He pretended not to notice as he
 busied himself with her feet.
 
 Lifting first one and then the other, he placed her
 feet in a stirrups arrangement that spread them just a
 little.  Soon he would adjust them further apart.
 Really far apart.  This would allow him to have open
 access to her vaginal area.  He placed a low stool and
 sat down right in front of her.  A gentle nudge on her
 knees and she automatically spread them apart for him.
 He grinned to himself.
 
 Grabbing her hips lightly, he urged her forward until
 her ass cheeks rested on the edge of the chair.
 
 "There we go.  That should do.," he said as matter-of-
 factly as he could.
 
 "Mr. Walters," she quavered, "What are you doing?  I'm
 a nice girl.  Nobody has ever seen me down there.  I
 don't want you to do this.  Pleeeese."
 
 "Sssshhhhush.  Now Suzy, be quiet!," he interrupted her
 pleading.  "This is something all models have to do.
 It's just part of the job.  I want you to watch what I
 do very carefully, because I want you to be able to do
 this to the other two models coming in tonight if they
 need any help.  That's all part of your job, too.
 Watch close."
 
 He took her hands in his, and gently, but firmly placed
 them on the arms of the chair.  Her exposed  was
 slightly opened by the wide-spread position of her legs
 and he could just make out the first beads of moisture
 on some of the  hairs.  Taking a deep breath, he
 spread the stirrups as far apart as he could.  Her
 pussy lips gaped open shyly.  Her face was beet red.
 
 "Now keep your hands out of the way."
 
 His hands trembled as he thought of the number of
 models he had fucked in this chair in this same
 position.  And next was Suzy.  Soon.  Not tonight, but
 soon.  He had never raped one yet, but God, was she
 going to be tight.
 
 "Soon," he thought, "Soon."
 
 He picked up a comb and a pair of scissors.  Carefully,
 he combed through the hair covering her mound.  Then,
 he began to clip the longer hairs until the whole patch
 consisted of hairs about one quarter to one half inch
 long.  He meticulously brushed the cut hairs off her
 skin.
 
 Suzy was going crazy.  "This is wrong," her mind
 screamed, and just as loudly, her body screamed back,
 "Shut up, silly.  It feels toooooo good to stop!"  Her
 breathing quickened and she was having trouble keeping
 her hips still.  Her cunny was tingling and itching
 something fierce and she wanted nothing more than to
 scratch it with something, anything.  Something big and
 long and hard.
 
 Elmer reached back and picked up a small electric
 razor.  This wasn't really necessary to the process of
 trimming her, but he could almost always manipulate the
 vibrating tool up against the model's clit and push her
 over the top.  Suzy was so innocent, he had no idea
 what effect this humming little gadget would have on
 her when he was done.
 
 He trimmed the top of the patch down well below the
 waistline of the  she had worn.  Next, he
 trimmed the hair in on one side and then the other,
 occasionally bumping the top of her cuntal slit with
 the razor.  Each bump brought a gasp from the now
 squirming girl, and an occasional squeak, but not a
 word or motion of resistance from her.  When he first
 pressed the razor down lightly and then more firmly
 against her pubic bone, in an alleged attempt to get a
 straight cut across the top of the patch, she began to
 push back up against his hand.  Then she began
 thrashing in the chair.
 
 "OH, OH, OH, OH, OH, OH," she gasped.  "Something's
 happening to me, OH, OH, don't stop, don' stop.
 AAAAAAAAAHHHHHH"
 
 Elmer's hand was suddenly very wet with the outflow of
 juices from the virginal cunt.  If he wasn't mistaken,
 this had been her first orgasm.  The fact that she
 didn't know what was happening to her tended to confirm
 this.
 
 Picking up the shaving brush, he lathered up the now
 reduced patch and the surrounding area.  He paid
 particular attention to the trembling girl's slit,
 brushing the stiff quills of the brush up and down
 several times.  Each stroke caused the  to shudder
 and moan softly to herself.
 
 "OK, now.  Hold still.  This is a sharp razor.," he
 said in a dull voice that did not betray his true
 feelings.  He glanced up and caught her eyes.  He gave
 her a reassuring grin which she returned his look with
 a weak nod.
 
 Elmer placed the thumb of his left hand just to one
 side of her slit and spread out his hand so that his
 middle finger prodded gently against Suzy's anus.  She
 jerked at the unfamiliar touch at first, then groaned
 and pushed back on the finger tip.  She was totally
 listening to the evil little voice in her head now.
 
 "Careful!," he snapped.  "I don't want to cut you!"
 
 Pulling the skin of her mound tight with his left
 thumb, he brought the razor to the tender skin.  This
 motion also let him slip his thumb directly into her
 slit and up against her still aroused clitoris in an
 `accidental' manner.  She did not think this was
 intentional and did not complain.
 
 As he shaved her beaver, he increased the pressure on
 her clit with his thumb, moving it around and around to
 keep the skin taut under the razor.
 
 Suzy's head was spinning.  Right or wrong, this felt
 wonderful.  She had long since given up any thought of
 resistance or fight.  His thumb was driving her wild.
 Even the probing finger at her back door thrilled her,
 although she knew that was nasty and dirty.  But she
 thrilled at the touch of it back there.  And pressed
 back until the tip just poked in to her.  Really nasty.
 
 But it was that very nastiness that heightened the
 tension of the situation and made her want more.  She
 was not aware of the feelings in her body or of the
 feelings she was arousing in his.  All she knew was
 that it felt good and that she didn't want it to stop.
 
 Suddenly, she began to jerk again.  The constant
 manipulation of her genitals had brought her to a
 climax a second time.  As she collapsed into the chair,
 her legs splayed obscenely, Elmer picked up a clean
 towel and gently wiped away the excess lather and the
 cum juice.
 
 He had noticed the hairs on her legs during the shave
 and decided to take care of that, too.  Gently he
 removed the  from each leg.  Lathering and
 shaving each leg in turn allowed Suzy to gradually come
 down from her climactic peak.  Rubbing her legs with a
 soothing lotion was almost more than Elmer could stand.
 
 Suzy did not resist anything he did to her now, but he
 did not want to scare her away.  He was now more
 determined than ever to fuck her brains out.  But the
 other two  were due in less than 30 minutes and he
 still needed to do her make-up.
 
 Elmer helped her put her  back on, taking much
 more care to get them smooth than necessary, and then
 slipped her  back up the now silky smooth legs.
 
 "Stand up and let's take a look," he told her.
 
 On shaky legs, she stood up.  Elmer pulled up the
 bottom of her robe to above her waist and had her spin
 around.  He made a pretext of examining her pubic area
 with  care and clipped a couple of non-existent
 hairs that he claimed had escaped his earlier efforts.
 Her bushy thatch had been trimmed down to a narrow
 strip of short hairs, looking much like an arrow
 pointing straight at her cunt.
 
 Observing her image in the mirror, Suzy was astonished
 at the change.  She looked sexier now than she ever had
 before!  She coyly dropped the robe from one shoulder
 and struck a cheesecake pose.
 
 "That's the way, Suzy," Elmer injected on her self
 review.  "See?  You'll do fine!"
 
 Suzy colored in embarrassment, not for the first time.
 Or the last.
 
 "Sit down and we'll finish your make-up."
 
 Chapter 4
 
 The next half-hour passed quickly and, under his expert
 touch, Suzy was transformed into a real beauty.  It
 wasn't all that difficult to do, given the natural
 beauty she possessed.  All he had to do was bring it
 out, not create it.  With a little self-confidence
 showing in her eyes, she would be absolutely drop-dead
 gorgeous.
 
 The noisy arrival of Jane and Beth came just as he was
 finishing brushing her auburn color hair.  He marveled
 as he felt the silky softness of her tresses pass
 through his lecherous fingers.  Shivers passed up his
 back as he thought of what he was planning for this
 innocent beauty.  Her soft trusting innocence began to
 chip away at his intentions for her.  Not enough to
 make a difference tonight, but her magical aura began
 weaving its spell on him.
 
 After introductions all around, Elmer had Suzy start on
 the two model's make up and he told her to be sure to
 do the  trims as well.  When it looked like she
 would protest, he explained that some of the bottoms
 they would be wearing in the shoot would be quite small
 - it was the new line of lingerie the store was
 considering.  The two new models made no comment, but
 were dying with curiosity to see what Elmer had
 planned.  Satisfied Suzy and the models would comply,
 he went over to another part of the studio and
 pretended to keep busy while he watched the ongoing
 make-up session with increasing interest.
 
 Beth had obviously been impressed when she had seen
 Suzy.  This  beauty was nothing like the dirty
 ignorant waif she had first seen two weeks ago.  She
 looked over at Elmer and gave him a covert thumbs up
 and an approving smile accompanied by a lecherously
 knowing wink.  She promptly sat in the chair and waited
 for Suzy to do her make up.
 
 "You'll need to change first, OK?", directed Suzy,
 taking command.  She pointed at the various clothes
 racks with the selected garments.  The racks were
 labeled for each of the three models.
 
 Giving Suzy a warm smile, Beth and Jane wandered over
 to the racks and briefly scanned the wardrobe for the
 evening.  Heat began to rise in both of them as they
 automatically followed the progression of increasing
 scanty clothing Elmer had established for the three of
 them to wear, or not wear.  Taking the first setup into
 the dressing room, Beth emerged minutes later in an
 outfit identical to Suzy's, except for the color.  The
 emerald fabric of her outfit highlighted the milky
 whiteness of her skin and her  hair.
 
 She pirouetted around the room, striking several racy
 poses for the others.  Jane and Elmer began to whistle
 and cheer her more randy poses, and, when Suzy joined
 in, the atmosphere began to loosen.  When Beth sat down
 in the chair, Suzy immediately started to strip off her
 panties.  Surprised, Beth started to protest and looked
 over at Elmer.
 
 His amused grin and broad wink told her it was OK.
 
 Beth soon found herself naked from the waist down and
 her legs spread wide open and in the stirrups.  Her
 hips were pulled clear to the edge of the chair and
 Suzy was sitting looking right at her open wet pussy.
 Beth slowly forced her knees even further apart and her
 cunt lips opened, exposing the tender pink lips
 underneath.
 
 Suzy carefully followed the procedure Elmer had used
 with her and meticulously clipped the curly  hairs
 of Beth's mound short.  She gasped softly as Beth
 moaned openly and often during the use of the vibrating
 razor.  When Beth began openly humping against her hand
 and shouting for her not to stop, Suzy turned a deep
 shade of red, but she didn't stop what she was doing.
 
 When Suzy put her thumb next to Beth's slit and her
 middle finger on her asshole as Elmer had done to her,
 Beth jerked suddenly down on her hand.  Suzy then found
 her thumb buried two knuckles deep in Beth's slit and
 her finger up to the second knuckle in her tight anus.
 The wordless sounds coming from Beth indicated that she
 liked this position, too.  The way she was shaking and
 humping on her hand made it difficult for Suzy to shave
 her and keep the edges straight.
 
 Finally finishing, Beth with her orgasm and Suzy with
 the  trim, Suzy wiped off the remaining lather
 and rubbed in the soothing lotion.
 
 "Thanks, Suzy," Beth said.  She then leaned over and
 kissed the astonished  lightly on the lips.
 "Thanks a lot!"
 
 Elmer came over and said he would touch up Beth's make-
 up while Suzy trimmed Jane.
 
 Jane had been watching the actions of the other two
 models and was aroused.  Very aroused.  She had always
 been secretly attracted to women, even though she was
 married, but this hot  was something else.
 Since they worked in different departments, Jane had
 never seen Beth before, either at work or at the club,
 and it was obvious she worked out somewhere.  If she
 had seen her before, she was certain she would have
 remembered her.  Beth was hot!
 
 Jane had already slipped her black  off when she
 sat down.  She automatically placed her feet in the
 stirrups and scooted her hips forward, pushing her
 sopping, throbbing  up at Suzy's face.
 
 "Shave it all off," she told Suzy.  "I've always wanted
 to be shaved.  Now's my chance.  Besides, it'll give my
 hubby a thrill when he finds it."  To herself she
 added, "If he finds it!"
 
 Suzy, blushing again, looked up at Elmer.  He gave a
 shrug and nodded his head to go ahead and do it.
 
 Suzy again methodically followed each step of the trim
 Elmer had given her as she shaved Jane.  Jane enjoyed
 the procedure as much, if not more, than Beth had
 before her and managed to come three times before Suzy
 was finished.  Suzy, although confused, was obviously
 turned on by the wanton actions of the other two
 beautiful models.
 
 As Suzy stood up and stepped back, she exposed the
 newly hairless  to the view of the other two in the
 room.  Both Beth and Elmer were fascinated with the
 smooth skin surrounding the puffy lips of the blonde,
 and both spent several minutes slowly stroking the
 smooth area.  Jane didn't object and Suzy watched in
 dazed wonder.
 
 Catching Jane's eye, a secret understanding passed
 between Beth and Jane.  Beth was as hot for Jane as
 Jane was for Beth.  Beth's fingers were dancing over
 the damp slit of the seated blonde, then slowly slipped
 up inside her hot wet cunt.  Something passed between
 them that was electric.
 
 Elmer saw the looks pass between them, and grinned.  He
 had thought those two were perfect for each other.  It
 was going to be an interesting night.  Very
 interesting.
 
 Chapter 5
 
 "OK, girls, places please," commanded Elmer.  He was
 anxious to get started.  It was going so well he didn't
 want to let anything stop the flow of the session now.
 
 The  stood in the center of the set and moved
 where Elmer told them.  Suzy needed extra help and
 instructions as this was her first session.  Both Jane
 and Beth helped her by moving her arms, legs, and head
 into position accompanied by much touching and bumping.
 Both  managed to rub their thighs into Suzy's  in the various positions Elmer had them move into.  It
 became a contest between them to see who could excite
 her the most.  Elmer quickly caught on and played
 along, putting Suzy in positions where she was at the
 mercy of the two wildcats.  He made her hold those
 poses much longer than necessary, even after he had put
 the cameras down.  Suzy was in such a dazed state, she
 never noticed.  Or if she did, she didn't mind.
 
 The touching didn't stop when they went into the
 dressing room.  The other two models often made Suzy
 help them into their costumes, making sure that she
 caressed breasts, thighs and ass to make sure every
 thing was settled perfectly in place.  Suzy's flushed
 face and pointed, erect nipples indicated her own
 arousal.
 
 The outfits became increasingly revealing as the
 session wore on, as the experienced models had
 understood from looking at the rack.  Finally, a couple
 of hours later, all three models were firecracker hot
 from all the touching and petting.  They were in sheer
 baby-doll night gowns with a single tie at the crest of
 the bust.  On an apparent whim, Jane had suggested they
 leave the bottoms off and give Elmer a thrill.  She
 made the suggestion at Elmer's prior instructions.
 
 Suzy was so caught up in the session, she went along.
 She was having fun and her head was reeling with the
 excitement.  Her  had never felt this wet before
 in her memory.  She didn't give a second thought to
 going bottomless in front of a  or a camera.  It
 would be fun, right?  Besides, Beth and Jane were there
 and everything would be fine.
 
 When they came out for the last set, Elmer had changed
 the props.  He had added a big double bed to the center
 of the set.  Suzy stopped short, suddenly uneasy.  Both
 Jane and Beth squealed and ran and jumped on the bed.
 Their  bounced up and down with each bounce and
 they flashed their newly trimmed and shaved pussies at
 Elmer and each other.  With a chorus of giggles, both
 girls collapsed into each other's arms.
 
 Elmer saw what was going on and where the two were
 headed.
 
 "Suzy, I need you to help me here now," he said.
 
 He handed Suzy a white reflecting card used for filling
 and evening out the light.  He instructed her to move
 up close to the  on the bed but to stay out of the
 frame.  He then turned back to the now quiet models.
 Jane was sitting with her back up against the headboard
 and her legs spread.  Beth was sitting in between
 Jane's legs with her back against Jane's stomach.  Both
 girls were quietly waiting for Elmer to tell them what
 to do or to let them go at each other.  Their hands,
 however, were not quiet.  Jane was cupping both of
 Beth's  with her long thin hands, tweaking her
 nipples with her sharp nails.
 
 Beth's hands were  behind her back, presumably
 fingering Jane's cunt.
 
 Elmer caught the pose on film, walking around the bed.
 He directed Jane to finger Beth's cunt.  Suzy was
 directed to focus the white fill on the exposed pink
 flesh as Jane's hands loving spread the puffy lips and
 began stroking the sensitive flesh she had uncovered.
 
 Suzy was mesmerized by the action.  She had never
 dreamed things like this were possible.  She leaned
 closer to observe the actions of Jane's long thin
 fingers.  The fingers from one hand straddled the puffy
 outer lips and spread them wide open.  Suzy could see
 all of the areas of Beth's pussy.  The deep  area of
 the vaginal  was lower down and dripping with
 fluid.  The inflamed  inner lips framed the inner
 edge of her pussy.  In the middle was the tiny little
 opening of her   and at the top was a little
 nubbin of flesh.  Soon not to be so little, however.
 
 It was this nub that caught her attention.  It was kind
 of buried behind several folds of skin.  But as Jane's
 skillful fingers circled it round and round, teasing
 it, playing with it, stroking and pinching it, it began
 to swell up and poke its head out of its hiding place.
 Jane flicked the clit lightly back and forth with her
 long finger nail.  Beth's reaction was to arch her back
 into Jane's soft  and pant and groan her
 pleasure.  Beth turned her head back and to the side to
 bring her mouth to Jane's.  The two models were kissing
 passionately like long lost lovers as their writhing
 emotions began to sweep them along.  Elmer stopped
 directing them.  There was no need.
 
 Jane slid one of her slender fingers down along Beth's
 sopping slit.  Finding the opening to her vagina, the
 finger disappeared into it.  It was soon joined by
 another finger and then another.  These three fingers
 began fucking in and out of her twat in a slow,
 sensuous motion.
 
 Beth's hips began rocking with the motion, urging Jane
 to fuck her faster and faster.  Jane stayed in control,
 drawing out the  session, even tormenting Beth
 by slowing down when she begged her to go faster.  Jane
 was definitely establishing her dominance over Beth.
 Beth was going wild, going higher and higher, but never
 going over the edge.  Jane skillfully kept her right at
 the brink of her orgasm.  Beth had both hands caressing
 and pinching her own  now, trying to stimulate
 herself enough to climax.  The slow steady pistoning
 hand in Beth's  controlled the action, however, and
 Beth cried out in frustration.
 
 "FUCK ME, DAMN IT, FUCK ME, YOU BITCH."
 
 Jane chuckled wickedly.  Her hand methodically plowed
 in and out of Beth's cunt.  This was fantastic.  She
 was discovering she was a natural bitch and that she
 loved being in control.  She had already come twice in
 tight intense orgasms while diddling Beth.  With no
 other stimulus.  It was fantastic, this feeling of
 dominating someone.
 
 A quick flick of her wrist and her tempo increased,
 pushing Beth close to and finally over the edge.
 
 "AAAAAAAGAHGGGGGGHHH   OOOOHHHH SSSSHHHIIITTT!"
 
 Beth's body tensed into her lover's arms, totally lost
 in her  orgasm.  This was all new to her, too.
 She was always in control.  Always.  But she was fast
 becoming lost in this new relationship.  She just hoped
 Jane knew where she was going.  Because Beth had no
 idea, just that she would do whatever Jane wanted.
 These new feelings of submission terrified and
 fascinated her.
 
 Chapter 6
 
 During the hot action on the bed between the two new
 lesbian lovers, Elmer had quietly switched from a still
 camera to his   and had captured the entire
 scene on film.  He would be able to edit it out later,
 but right now he didn't think the  were through.
 He was right
 
 He had quietly trained another   in the
 direction of Suzy.  She stood transfixed by the actions
 of the two sweating  on the bed.  Unconsciously,
 she had straddled the bedpost at the foot of the bed
 and was masturbating herself on it.  The bedpost had a
 three-inch round base extending into a short shaft
 about the size and shape of a banana.  This tapered and
 then flared into a large ball.  Very phallic.  Suzy had
 managed to jam as much of the ball up against her  as possible by sitting directly on the bedpost.  Her
 wild gyrations trying to get herself off while keeping
 the fill reflector aimed at the two on the bed were a
 delight to watch.  He was sure this  of Suzy would
 go into his `Favorites' collection.
 
 Jane had maneuvered herself out from behind Beth and
 laid the exhausted  back into the pillows.  She
 daintily untied the bow knot that still held the baby
 doll nightie on Beth's shoulders.  Pushing back the
 edges, she had her first unobstructed view of Beth's
 firm tits.  They were small mounds of soft flesh, but
 looked almost large on Beth's  frame.  They were
 covered with tiny faint  freckles.  It was obvious
 that Beth spent no time in the sun, and with her fair
 skin and  hair, Jane could understand why.  She must
 burn easily.
 
 The hard aroused nipples cresting each orb caught her
 attention.  She had not noticed before, but they stuck
 out a good inch or so.  The longer they got, the
 angrier  they became.
 
 Jane bent down and gently kissed one of those angry
 soldiers.  That brought it even more to attention, the
 eraser-shaped nub stiff and upright.  Jane toyed with
 it using her tongue and got a moaning response from
 Beth.  She switched to the other  and toyed with
 that nipple, too.  Beth began to revive from her
 relaxed state.
 
 Kneeling upright, Jane undid the bow on her own night
 gown and tossed it aside.  A glance and grin at Elmer
 was the only sign that she was aware of where she was
 and what was going on.  Beth was already far past
 remembering that Suzy or Elmer were in the room.
 
 Jane moved to the head of the bed and placed her knees
 on each side of Beth's head.  Slowly she lowered her
 neglected  to Beth's lips.  Beth tentatively stuck
 her tongue into the waiting slit and tasted another
 woman for the first time.  She licked her lips and
 savored the salty taste.  Circling Jane's thighs with
 her arms, Beth drew Jane's  down closer to her face
 and dove into the juicy twat hanging there above her.
 Jane groaned in passion as her new friend experimented
 with new and thrilling techniques.
 
 Jane's hands found Beth's  and began to work them
 over.  Where she had been gentle before, she was rough
 now.  The sharp fingernails were like pincers of a
 clamp that terrorized the sensitive flesh.  Beth's legs
 began to thrash with the pain, but she did not stop her
 endeavors or try to move away from the painful hands.
 In fact, she seemed to recognize the roles that she and
 Jane were playing and accepted her passive role.  This
 was a new position for Beth, as she pretty much
 controlled her boyfriend.  Not pretty much, she did
 control him.
 
 In an effort to appease the aggressive Jane, Beth
 brought her finger to the asshole in front of her nose
 and teasingly scratched it with her fingernail.  The
 wiggling of Jane's hips encouraged her and, licking her
 finger quickly, she inserted the digit into the
 puckered opening.
 
 "YYYYYYYYYEEEEEESSSSSSSsssssss," hissed Jane.
 
 Since it was hard for Beth to fuck her finger in and
 out with it being right in front of her face, she
 wagged the finger back and forth inside the dark
 tunnel.  Jane arched her back and jammed her  down
 on Beth's foraging tongue.
 
 "I'M CCCOOOOOOOMMMIINNNGGG!!!!,"  she shouted.
 
 Falling forward into the classic 69 position, Jane
 began to voraciously eat out the triumphant Beth.
 Using both hands to spread Beth's ass cheeks, she put
 her tongue to the exposed bung hole.  Rolling and
 stiffening her tongue, Jane jammed the small penis
 substitute into Beth's ass hole.
 
 "OH, OH, OH, OH, OH," came from Beth, who had never
 been rimmed before.  "Don't stop!  Please, don't stop!"
 
 Both  continued to stimulate each other with
 tongues, mouths and fingers until both reached a climax
 at the same time.  They collapsed into an exhausted
 heap on the bed.
 
 Chapter 7
 
 Elmer set down the   and sat on the edge of
 the bed with the two panting women.
 
 "Was that `special' enough, girls?" he asked.
 
 Both weakly nodded.
 
 A small shriek brought their attentions over to Suzy.
 She had continued humping the bedpost throughout their
 lesbian actions on the bed and was just a little behind
 the pair in reaching her climax.  The three on the bed
 watched Suzy as she rubbed and dry-fucked herself on
 the short bedpost.  Her glazed eyes were unfocused and
 she was not aware of her surroundings at all.  She
 finally gasped and collapsed forward, dropping the
 white screen she had held the whole time.
 
 The two nude  moved to lay down on each side of
 the deep breathing Suzy.  As if by prior arrangement,
 both leaned down to kiss one of her lightly covered
 nipples.  Jane fussed with the tangled knot of Suzy's
 baby doll for a moment and then just yanked on it.  The
 delicate fabric tore with a small ripping sound and the
 gown fell open.
 
 Elmer grabbed his still  and began to snap
 pictures.  The stationary  he had set up before
 was still rolling, but he wanted the higher quality
 shots of the conventional camera, too.
 
 Tapping both Jane and Beth on the shoulder, he motioned
 them to move back slightly and to be a little out of
 the frame.  Suzy was spread-eagled on the bed, arms
 akimbo and legs wide.  Her firm, heaving  stood
 upright, swollen with new-found passion.
 
 Nodding to Jane, Elmer indicated that she should
 continue her touching.
 
 Jane drew her fingernails lightly over the crest of
 Suzy's tits,  feathery circles on the skin.
 Suzy cooed quietly in response to the delightful
 caresses. She brought her hands up and cupped her own
 breasts, then began copying the feathery touches which
 Jane had just made.  It was like she was discovering
 her body for the first time, which, in fact, she was.
 
 A tap by Elmer drew Jane back out of the  frame
 again.  The photographer was able to capture several
 shots of Suzy touching her own  in a very
 provocative and sexy manner.  Suzy's excitement at this
 new sensation was evident to the observers.  She was a
 little timid in her motions, but grew bolder as her
 experience and excitement increased.  The shots Elmer
 got of the  teenager were as sensuous as any he
 had taken.  Even though clearly pornographic, the
 innocence of the teenager came through on the shots he
 was taking.  Suzy continued to weave her magic on the
 jaded photographer, chipping away just a little more at
 the hardness of his life even in her nudity.
 
 Jane, now understanding the intentions of Elmer, moved
 to the lower regions of Suzy's body.  Soft, tender,
 insistent teasing touches eventually brought Suzy's
 fingers to her own cunt.  The  girl's exploration
 of her intimate region was fascinating to watch.  Each
 new area touched and tickled brought new sensations to
 her body.  She remembered the way the two  had
 touched at first, and tentatively probed her slick
 tunnel with a slender finger.  As she pulled it in and
 out, her hips caught the erotic rhythm and began to
 move back and forth.
 
 Soon a second finger joined the first and she reveled
 in the intensity of the feelings this created inside of
 her.  There was a feeling building inside her she
 didn't understand as yet, but it felt wonderful.  The
 harder she rubbed that little button down there, the
 better it felt.  She began a frenzied motion with her
 fingers, her hand a blur.
 
 As she battered her fingers into her cunt, her sharp
 nails bumped into her hymen, tearing it slightly.  Each
 thrust weakened this useless piece of skin a bit more.
 Each little tear caused her to catch her breath from
 the irritated nerves in the tissues it was attached to.
 Suzy found that this slight pain heightened her
 masturbation experience.  It also prepared her for an
 easier deflowering later on, but she didn't know that.
 
 During this entire time she had kept her eyes tightly
 closed.  She was in her own little world, and, although
 she had felt the touches by both Jane and Beth, she had
 not recognized that someone else was with her in the
 room.  She was on an adventure, a sexual odessy into
 new and exciting territories and she did not want
 reality to interfere with the journey.
 
 Elmer followed her on her trip as Suzy explored the
 basic limits of her new found sexuality.  He recorded
 on film her hands squeezing her breasts, pinching and
 flicking her nipples.  She cupped both  and
 pushed them together, rubbing them against each other.
 Forcing them up towards her chin, she attempted to kiss
 her tits, and failing that, to stick out her tongue to
 lick them.
 
 The  followed her fingers as they explored, first
 singly, then in a group, the slick tunnel of love
 between her thighs.  Suzy even probed her ass  with
 pleasing results.  She was totally immersed in her own
 world.
 
 Finally, Suzy focused on the building orgasm inside her
 loins.  She had tantalized herself enough, knowing
 naturally that by postponing her climax, it would be
 better when it did happen.  The speed of her plunging
 fingers increased and she dropped her other hand behind
 her to slip a slender finger into her ass hole.  Both
 hands began to work in unison, burying the digits deep
 within her  and shit hole.  She finger-fucked her
 way to climax in a short time and promptly fell into a
 sound sleep, exhausted from the unusual exertions of
 the evening.
 
 Beth and Jane quietly got off the bed.
 
 Chapter 8
 
 "OK, ladies.  My turn now," Elmer said quietly.  He had
 efficiently turned off all the photo lights and walked
 silently over to the two nude models.  He did not want
 Suzy to wake up and see the next part.  While she had
 been very cooperative so far, for some reason he was
 beginning to think that he shouldn't move too fast with
 her and scare her off.  But with all the steamy action
 on the set tonight, he felt he had been very patient
 for a long time and as if his balls were about to
 explode.
 
 Elmer had his eleven inch prick out and waiting.  It
 got to the  before he did.  Jane took Beth by the
 hand and led her over to the rampant organ.  Kissing
 her on her lips, Jane took her head and, forcing it
 down, lowered it to the stiff prick.  Beth offered only
 token resistance to this forced fellatio.   cock
 was not her favorite thing to do, but with Jane taking
 the lead in the relationship, Beth was along for the
 ride.
 
 Opening her mouth, she took in the head of Elmer's cock
 and began to suck.  She rolled her tongue around the
 tip, stimulating the sensitive rim of the cockhead.
 Then she licked up and down along the entire shaft.
 Elmer groaned his approval.  Opening her mouth wide,
 she  one testicle into her oral cavity and bathed
 it with hot saliva.  Gently rolling and munching on the
 tender morsel, she had Elmer in fits of fear of injury
 and ecstasy.  She let the sperm producer out of her
 mouth and promptly swallowed the other one whole.
 Elmer's knees got weak.  Beth gave a small titter at
 the power she had over him and looked up at him and
 smiled sweetly.  Ovaling her soft lips around the large
 purple head of his prick, she grasped both fists around
 the remaining shaft and bobbed her head up and down in
 a slow easy stoke that kept Elmer just at the break
 point, but wouldn't let him go over.  Beth was
 beginning to enjoy this activity.  She decided she
 would have to do it more often with her boyfriend.
 
 Jane, in the meantime, had not been idle.  Beth's ass
 had presented a tempting target to her, and she could
 never resist temptation for very long, especially one
 this delicious.  Jane stuck her thumb into the sopping
 tunnel and coated it with her slippery juices.  Then,
 she slowly inserted the lubricated thumb into the
 poised ass hole.  At first, Beth froze as she felt the
 anal intrusion, and Jane thought she would fight her.
 Jane placed her other hand on the back of Beth's head
 and forced it down on the hard cock meat until it
 slipped past her gullet and went part way down into her
 throat.  Beth jerked in panic, but Jane held her there
 firmly, all the while twisting her thumb in her tight
 ass.  Jane relaxed her hand and let Beth come up a bit
 to catch her breath.  This time, before she pushed her
 head back down, Jane gave a little squeeze.  Beth
 understood what was coming and took a deep breath and
 then relaxed her throat to allow the passage of the
 huge cock.  Jane pushed again and Elmer slipped all the
 way inside, his balls bouncing off of Beth's chin.  He
 hadn't been totally swallowed since he was a teenager,
 before he had reached his present length.  He was in
 heaven.
 
 Beth groaned behind her mouthful of cock meat.  Jane
 removed her hand from the back of her head, having re-
 established her dominance.  Beth stayed in place with
 the long shaft all the way down her throat until she
 had to come up for air.  After two deep breaths, she
 deep throated Elmer on her own.  She was getting into
 this in a big way now.  Shortly after that, Beth began
 to push herself back onto the thumb which was probing
 her ass hole.  Jane grinned and forcefully shoved the
 thumb in all the way, twisting and wiggling it as she
 did.  Her other fingers wrapped around her pudendum and
 found the erect clit of the kneeling girl.  She caught
 it between the tips of two of her long fingernails and
 squeezed lightly.  This brought a muffled squeal from
 her new lover and she increased the speed of her
 sucking and bobbing on the photographer's prick.
 
 Jane stuck the remaining two of her fingers of her hand
 with the impaled thumb into the gaping twat of Beth and
 fucked in and out as best she could, still retaining
 her teasing grip on the clit.  Her other hand was now
 busy in her own lap.  She copied the actions of the one
 hand with the other and found she, too, was turned on
 by her thumb up her ass.  Her hands began to increase
 the speed of their strokes.  The action of the two
 girls built into a frenzy until the three of them came
 together at the same time.
 
 Elmer felt like a vacuum cleaner had  the  out
 of his cock.  He had never been able to get Beth to
 suck him before, and now he couldn't understand why
 not.  She was great.  He was going to make it a point
 to get back to her again.
 
 Beth's ass was on fire.  One of her former boyfriends
 had tried to plug her back there in her back door and
 that was the last time she had talked to him, much less
 fucked him.  It was an unusual feeling being poked up
 the ass and she wasn't sure she liked it.  But she
 wasn't sure she didn't like it, either.  This would
 take more looking into.
 
 Jane was elated.  She had fallen naturally into a
 leading, aggressive role and she had discovered she
 liked it.  Her husband was a macho muscular type.  She
 loved him and everything about their relationship
 except that she didn't get fucked enough, but sometimes
 she wanted to do what she liked.  With Beth she was in
 control.  The feeling charged her up, almost as
 exciting as being fucked.  Almost.
 
 The two  got dressed and left arm in arm.  Elmer
 had secured a promise from both of them to do some
 really hot  shots later at his other studio.  He
 didn't bring up anything kinkier than that, but their
 relationship was headed in a definitely kinky
 direction, whether they knew it or not.  Perhaps he
 could nudge it in that direction.  It would make for
 some great photos, maybe even a  or two he could
 sell.  But he kept his counsel.  This was a small town
 and things like that weren't talked about out in the
 open.  A lot of folks did them, but nobody said
 anything.  The two  models had eagerly agreed to
 more sessions, especially together or with Suzy.  They
 gave him a quick kiss on the mouth and a squeeze of his
 now soft dick, and left him alone with the sleeping
 nude girl.
 
 Chapter 9
 
 Suzy woke from a sound sleep in a strange bed.  She had
 had strange dreams last night and her mind still reeled
 from the vivid images of them.  As she stretched lazily
 in the bed, she began to remember more about the photo
 shoot.  The sudden realization that they had not all
 been dreams flooded her with dread.
 
 "Had he taken advantage of me?" she wondered as she
 explored her tender cunny.  It had been bruised
 slightly by the pressure of the bed knob  Her finger
 worked its way carefully up her dry tunnel to find her
 maidenhead intact.  She gave a sigh of relief, but she
 was almost disappointed, too.  She knew she had been
 out of control and totally naked and he could have done
 anything to her and she could not have stopped him.
 She also knew she would not have even tried to stop
 him, had he attempted anything.
 
 The moment she realized that Elmer had not taken
 advantage of her, Elmer won the greatest prize to that
 moment in his life:  He won the heart of a maiden -a
 virgin, no less!.  He was this maiden's first love.  He
 had won her heart, and thus her body and soul.
 
 Suzy sighed deeply as the new feelings of hot  love dominated her consciousness.  She was getting hot
 just thinking about what could have happened last
 night.  She thought back on the actual scenes of the
 night before, to what really did happen.  As she
 recalled the two beautiful models going at it with each
 other, she began to get even hotter between her thighs.
 Thinking about them  each other cunts with their
 mouths, fingering their pussies and asses and twisting
 and pinching  and nipples sent an electric thrill
 through her  body, centering on her cunt.  She
 wondered what it would feel like, to have a mouth on
 her cunny.
 
 As she day-dreamed, her hands had been busy at her
 tits.  She looked down to see the hard buds of flesh
 poking up through the sheet.  She softly stoked them,
 arousing them even more.  She had never spent much time
 playing with her own body, mostly because she had never
 had any privacy when she was younger, and then later,
 at her aunt's house, she had come to think of herself
 as ugly.  Everyone she met treated her as if she was.
 Elmer (her heart beat a little faster as she thought of
 him) was the first  to think she was pretty.  Pretty
 enough to be a model, at least.  She continued to
 caress her  for some time, dreaming of other,
 harder hands doing what she was doing, dreaming of a
 hot wet mouth on her cunt.  She was getting hotter and
 hotter.
 
 Looking around the room she saw that Elmer had gone
 home after the shoot.  He had covered her up with a
 light sheet before leaving her asleep in the photo
 studio.  The morning shift had started several hours
 ago, but no one ever came down to Elmer's shop during
 the day.  He kept his studio locked tight, supposedly
 because of all the equipment, but really because a lot
 of the pictures in the files shouldn't have been there.
 There was no way they could have been used for the
 department store, unless they started to sell
 pornographic items.  So he had felt safe locking Suzy
 in and leaving.  And as she looked around the darkened
 studio, she realized she was alone.
 
 Feeling daring, and since she was all alone, she kicked
 her feet out to the side and the sheet went flying off
 her naked body.  Looking up, she noticed for the first
 time the large mirror over the bed.  It sent a shiver
 of delicious feelings through her body to see herself
 lying there so lewdly displayed.  She dreamily watched
 herself in the mirror as she massaged her firm breasts.
 The firm orbs began to swell and take on a rosy hue
 from the touching.  She was getting better at doing
 what felt good to her.  Then she imagined herself being
 a helpless victim about to be ravished by the marauding
 pirate captain.  She closed her eyes and watched her
 fantasy unfold in her mind.
 
 What Suzy didn't notice was the winking little  light of the motion-sensitive   that came on
 as the sheet flew into the air and off the bed,
 displaying her luscious  body to the auto-focusing
 lens of the camera.  Elmer had left it up, intending to
 take it down the next day.  He was about to get a bonus
 for his private collection.
 
 One tiny hand slipped down between her lewdly spread
 thighs.  She opened her eyes again and watched the  in the mirror play with herself.  The wetness in her
 cunt was growing as her slender fingers became more
 insistent in their probing.  Her long slim middle
 finger ventured between the lips of her vulva and
 probed the secret well.  When it was well coated with
 her feminine juices, she brought the finger to her lips
 and tasted her own nectar.  A thrill went through her
 slender frame as she  the finger clean of the
 sweet salty fluid.
 
 Again, she wondered what it felt like to have a mouth
 on your cunny.  Then, seeing the closely spaced
 horizontal bars of the headboard, she had a novel idea.
 She pulled her knees up to her chest and propped her
 hands behind her back.  She was resting on her shoulder
 and neck.  She thought she must look like a female Jake
 LaLaine doing bicycle exercises, but Jack never had an
 ass like hers to wave around in the air.  Stretching
 further back over her head with her feet, she hooked
 first one heel and then the other under one of the
 horizontal bars on the head board.  By flexing her
 thighs, she could bring her  almost into reach of
 her tongue.  The tip of her tongue could just barely
 graze in the short brown hair of her trimmed thatch.
 
 Frustrated at being so close, yet so far from her goal,
 she untangled herself and rearranged the pillows on the
 bed to prop up her head several inches.  Spinning
 around into position again, she re-hooked her heels on
 an even lower bar of the headboard and flexed her
 thighs again.
 
 The rearrangement of pillows and the lower bar did the
 trick!  She could reach her  with ease.  Her
 determination, as well as the suppleness of her lithe,
 young body brought her face to face with her own self,
 so to speak.  Or, at least, mouth to mouth.  The
 tantalizing scent of her  filled her nostrils as
 she stared into the pink flesh of her fresh  twat.
 
 A tentative touch with her tongue confirmed to the
 contorted  that she indeed loved the taste of her
 own  juice.  She idly wondered what Beth and Jane's
 tasted like, but the thought passed quickly as she was
 preoccupied with other important matters at the moment.
 Suzy lazily began to explore the limits and reach of
 her tongue and found she could almost fuck it into her
 tunnel.  Almost, but not quite.
 
 She found that a finger inserted in there did a good
 job of substituting for it.  For now, at least.  She
 slowly fucked the finger into the dripping hole.
 Bringing her other hand to bear on her bottom hole, she
 slowly pushed one finger into that  after slicking
 it up with  juice.  Still eager to experiment, she
 added another finger into the  in back and then a
 third.
 
 The valiant sphincter was painfully stretched at this
 invasion, but the feeling of being dirty and nasty was
 just too thrilling to stop.  Besides, the more she
 licked and  her  and clit, the more the pain
 faded away as she continued to finger fuck herself in
 both the front and rear holes.  Soon her skill
 increased and the synchronization of her hands
 improved, allowing her to get the entire length of her
 fingers jammed in.
 
 Her mouth closed over the tender bud of flesh that was
 just emerging from its protective folds of flesh.
 Sucking hard on the button, it began to swell in size
 and become more and more sensitive.  She experimented
 with the various sensations as she rolled it with her
 tongue, pressed it between her lips, and finally held
 it lightly between her teeth.  Pulling back her head,
 she stretched the tiny nodule to its limits and then
 let it snap back.  A searing sensation raced throughout
 her system as she continued this pleasurable pastime
 until she managed to go over the top of her climax.
 Her twisted, contorted body tensed into a tight ball as
 she screamed her passion into her pussy.  She jerked
 and tensed in her confined position for quite some time
 as the tremendous orgasm shattered her control of her
 body and mind for a short time.
 
 With difficulty, Suzy untangled herself and laid back
 down on the bed, her curiosity somewhat satisfied.  Her
 own mouth was good, but what would someone else's feel
 like?  She also wondered about what  and women did
 together.  She knew the basics of sex - barely - and
 had a lot of questions and the misconceptions usual to
 young, innocent girls.  She had never seen a penis, as
 she knew they were called, but she had seen a big bulge
 in Elmer's pants when he had been looking her in that
 funny way that excited her.  The bulge made her tingle,
 too, as she instinctively knew she was responsible for
 making it grow, but not knowing why or what was
 supposed to happen next.  She literally knew nothing.
 
 She wondered what Elmer would be like down there, if he
 would like her, if he would lick her and fuck her.  She
 wondered what it would feel like with something hard
 stuffed up her cunt, buried deep inside of her.  She
 wickedly shivered as she wondered what it would feel
 like up her ass.
 
 Again, she wonder why Elmer had not taken advantage of
 her last night.  He could have had her so easily.  Suzy
 was mistakenly impressed by his restraint and
 gentlemanliness.  And she made a conscious decision.
 One that would affect both their lives, making Elmer's
 a living hell for a short time.
 
 It was at that moment that Suzy decided that since he
 had not taken advantage of her, that she would make
 sure that he did take advantage of her.  And as soon as
 possible, too.  She grinned at the twisted logic of a
 horny   in love for the first time
 
 With that objective in mind, she got dressed in her
 frumpy clothes and went upstairs to the  women's
 department.  She used her  credit line a lot that
 afternoon as she went on a determined shopping spree
 for a new, sexier wardrobe.
 
 Elmer had no idea that hunting season had just opened.
 Or that he was the quarry.
 
 Chapter 10
 
 During the next week Elmer and Suzy worked closely
 together editing the shots from the steamy lingerie
 photo session.  Elmer had assumed most of the shots
 would be unusable, as they would have been way too sexy
 for the conservative image of the department store ads.
 The company suits upstairs wouldn't approve of ads
 where too much flesh was showing or anything that
 showed any creativity at all, for that matter.  Elmer
 had chaffed for years under those constraints but had
 learned to survive.  He did hope to sell some of the
 better shots to the men's magazines where he had some
 contacts.
 
 But Suzy surprised him.  She had a natural eye for
 cropping and cutting and overlaying the shots with the
 new computer photo-imaging program.  Figuring there was
 nothing to lose, Elmer let her put her talents to work,
 and soon there was a respectable stack of useable shots
 to send up the Advertising offices.  There were so many
 good ones, in fact, that she asked him why he didn't
 put together a complete lingerie catalogue, instead of
 just the spot ads for the papers.  With a special
 catalogue, she argued, they could use more of the
 sexier poses, as people would expect to see them there.
 She had been busy researching, and gave him the names
 of several big chains that did it that way, including,
 of course, "Victoria's Secret" and the one in the hot
 pink wrapper from Hollywood.  The basic shots were all
 there from the first session, and she said she would be
 happy to pose for any additional items they would need.
 She was sure that Beth and Jane would be glad to help.
 
 The idea appealed to him.  Surprisingly, most of the
 best shots of the session were of Suzy.  Perhaps not
 surprisingly, given her photogenic look.  She had a
 presence in front of the  that made you love her.
 You wanted to protect and fuck her at the same time.
 She had a Marilyn Monroe quality that oozed sex and
 purity simultaneously.
 
 He gave the idea of a lingerie catalogue a lot of
 thought.  If he used a wig and some shading, and some
 creative lighting, he should be able to shoot the rest
 of the catalogue using only Suzy as a model.  Beth and
 Jane would be available, too, but only if they needed
 to do a group shot.  But he wanted to stick with just
 his newest model, Suzy.  Besides, it would give him
 additional chances to get her to loosen up, maybe even
 a chance to get into her pants.  Although he doubted he
 would need many more.
 
 Elmer wasn't sure what had happened, but during the
 last week she had taken to flirting with him.  Really
 blatant, hard edged flirting.  Little did he know that
 that was the innocent teenager's way of trying to
 seduce him.  Subtlety is not the strength of the young,
 but it is rather learned with age and many mistakes.
 Suzy was nothing if she was not  and un-subtle.
 She had not worn a bra to work since that night of the
 photo session.  She had noticed he always looked at her
 chest when her  bounced up and down, so she made
 sure they bounced a lot.  Her step had a lot more
 spring in it and, as she walked, she landed hard on her
 heels.  In the  girl's department upstairs, she
 had selected a collection of tank top shirts to wear
 that were at least a couple of sizes too small.  These
 she had modified by cutting them off just about an inch
 below her nipples, as was the current style.  Any
 bounce or jiggle would expose the better part of her
 tits.  Which they did a lot.
 
 The pants she chose to wear for her seduction scheme
 were little more than the bottoms from a Brazilian
 thong bikini.  She had modified a couple of pair of  hot pants she had found in the costume room Elmer had
 in his studio.  She cut out most of the material in the
 back, leaving just the center seam of the material.
 Her ass cheeks were clearly visible to Elmer whenever
 she was walking away from him.  So he was faced with
 two luscious mounds of  jiggling flesh whether she
 was coming or going.
 
 Elmer thought he might get used to it and that it
 wouldn't affect him, but he was wrong.
 
 Looking at the sexy photos and the  - which she
 insisted on helping to edit while standing as close to
 him in the darkroom as possible - and having to be
 right next to a more than half naked body was almost
 too much for him.  He remembered when he had first
 viewed the solo scene of her in the bed  herself
 that he had had to excuse himself and go jerk off in
 the men's room.  He was behaving like a fuckin' high
 school kid.  It wasn't getting any easier.  It was
 getting harder, Hell, he was getting harder, staying
 that way almost constantly.  But he never saw a chance
 to fuck Suzy, or at least, none he wanted to take.
 
 By the second day, he had called Beth in for a quick
 session.  What he wanted was a repeat of that great
 blowjob she had given him that night.  To his surprise,
 she wouldn't suck him off, no matter how much he begged
 or threatened her.  But she did give him a wild ride as
 she fucked him to two tremendous cums for him and too
 many to count for her.
 
 The next day, he had called in both Jane and Beth and,
 again to his surprise, Jane took control of the session
 and `forced' Beth to suck him off while she  on
 Beth.  Beth resisted but acquiesced to Jane's demands
 and then  him with uninhibited lust, even when
 Jane wasn't  on her.  He began to understand
 their relationship a lot better.  And as he thought
 about it, he devised a plan to take even more advantage
 of Beth's apparent passive role with Jane.  He had
 always lusted after Beth's cherry ass and now it was
 his for the picking, so to speak.
 
 Meanwhile, Suzy continued to flirt with him and drive
 him crazy.  She began touching him constantly, brushing
 him `accidentally' with her loosely covered tits,
 touching his arm lightly with her soft finger tips,
 tousling his hair, straightening his collar, picking
 imaginary lint, and any other excuse she could find.
 Every five minutes at least she would come into contact
 with him, driving him crazy with desire for her.
 
 On her part, Suzy's feelings were mixed.  She was also
 crazy with desire for him, although she probably
 wouldn't have admitted it or even known what to admit
 to.  But there was an itch, a burn, a hunger, a
 something inside her.  It grew with each touch, each
 word, each sensuous  they analyzed together.
 She was giddy with giggles at her flirting, not knowing
 how else to express herself.  She was also scared
 shitless, because she could no longer control her
 actions or her feelings around Elmer.  She had to touch
 him, tease him, goad him into doing something.  She
 just wasn't sure what it was she wanted him to do to
 her - or with her.
 
 Even she knew she was being blatant, but she didn't
 care anymore.  Down here in the cool dim basement, she
 could wear anything and do anything, and only he would
 see.  It was for his eyes only.  She was also getting
 frustrated that Elmer still refrained from taking any
 action.  Her admiration for his restraint increased
 right along with her frustration level.
 
 When she began to pose for him in the additional
 garments and poses needed to complete the catalogue,
 she became more obvious and aggressive as she posed for
 him.  The garments were already extremely revealing and
 she exaggerated the extremeness of the styles.  She
 intentionally wore things that were a bit too small
 that made her  bulge out over the sides and tops
 of the sheer bras and filmy tops.  The tight  were pulled up far into her crack and cunt.
 
 The two of them worked together for long hours
 designing the additional `models'.  By changing her
 dark hair color with various wigs, by using colored
 contacts and different make-up styles, Elmer made Suzy
 look like four or five different models.  But it was
 her fabulous body on each model.
 
 There were always some poses he could not use for the
 catalogue because Suzy was constantly exposing her
 breasts or  or ass  or all three.  She would
 fondle herself openly in front of him and the camera.
 As the sessions progressed, she found it turned her on
 to be so nasty on film.  The more she posed, the more
 comfortable she became in front of the  and the
 easier it was to get hot.  Then very hot.   Looking at
 those erotic shots later made her hotter still.
 
 Several times during the day while working on the
 catalogue, she found herself fingering herself to
 orgasm.  At first, she had secretly gone into the women
 employee's locker room or the model's dressing room.
 Then later, she would sit at her desk and finger
 herself under the table out of his vision.  But the
 small gasps and squeaks she made when she came gave
 away her actions to him and he began to sneak blatant
 peeks at her actions, then began to stare out right, a
 small smile touching the corners of his lips.
 
 When she finally caught him staring at her and saw the
 sweat break out on his forehead, she dropped all
 pretense of hiding what she was doing and just did it
 right in front of him.  The thrill of doing this very
 private act in front of him, her first love, was the
 best yet.
 
 Sitting in her chair, she would hook one leg over each
 arm of the chair and slide her ass forward until she
 was on the edge of the seat.  She thought the irony of
 the position added just the right touch of justice to
 the situation, too.  It was the same position he had
 put her in when she first modeled for him and he had
 shaved her pussy.
 
 As she sat there, she rubbed her fingers over the thin
 cloth covering her hot wet snatch.  By sitting in that
 position, the cloth would be so tight and wet that it
 would become almost totally transparent and would show
 every curve and valley of her horny  cunt.  After
 teasing herself and him for what seemed like an
 unreasonable amount of time, she would slowly pull the
 narrow strap of cloth covering her  to one side.
 With her slender fingers on each side of her bared
 cunt, she would  herself open and expose her
 succulent pink flesh to his now riveted eyes.
 
 Having spent many of her hours at home practicing this
 salacious activity, she was beginning to get quite good
 at it.  At first she had been shy and tentative, but
 she had soon learned what felt good to her.  She
 especially liked to put one hand under her ass cheeks
 and impale her long middle finger or two in her anus
 and then diddle herself to orgasm with her other hand,
 using her thumbnail to torment her clit unmercifully.
 
 Each time she did this now out in the open, she would
 watch him stare at her and shift uncomfortably in his
 chair.  She noticed the bulge in his pants, his
 clenching fists, sweaty brow and upper lip, and his
 rapid breathing.  Once, she thought she saw a wet stain
 on his pants after he had made a quiet strangled moan,
 but she wasn't sure what it meant.  But Elmer had
 blushed - yes, really blushed - and rushed out of the
 office and into the bathroom.  Suzy thought he was
 really cute when he blushed and had giggled helplessly
 as he left.  Elmer didn't think it was that funny and
 was going to have to take stronger measures to keep
 from raping this little minx niece of Ol' Lady
 Silver's.  Although Elmer was fairly certain he could
 have fucked her with impunity, there was still that
 chance that a negative report would get back to the
 boss lady.  At least, that's what he told himself.
 
 Over and over and over again.
 
 Chapter 11
 
 It was after one particularly grueling session working
 on the lingerie catalogue with Suzy, Jane and Beth that
 Elmer talked with Jane about his plan to get his aching
 prick into Beth's virgin ass.  Jane was reluctant to go
 along at first, and said she would think it over and
 call him back the next day.  Elmer figured it was a
 bust and thus was very pleased when she called back and
 agreed to his plan.  She even had a few twists of her
 own she wanted to use.  Elmer readily agreed.  Shit, he
 would have agreed to almost anything that would have
 let him get into that perfectly fuckable ass of Beth's.
 Jane said she would get Beth there that evening right
 after work.
 
 Both of the  showed up together just a little
 late.  Well, more than a little late.  Very late.  It
 seems they had stopped in for a drink or three or six
 and neither was feeling any pain.  Jane was nervous
 about what she was getting Beth into and wanted both of
 them out of it for the evening's events.  But she had
 still made sure Beth had at least three more drinks
 than she herself had consumed.
 
 They staggered into the studio singing a song to which
 only they knew the words, and they were apparently
 extremely amused at them.  The words also seemed
 arousing to them, as well, as Jane's hands were all
 over Beth's tight body.  Her nipples were clearly
 visible through the sheer fabric of her blouse, her bra
 having been removed at some prior point during the
 evening's activities.  But in her present state, she
 didn't appear to notice or care that she was brazenly
 showing her goodies to everyone.
 
 Elmer was waiting for them impatiently.  When they
 finally did come in he directed them to the dressing
 room.  He wanted to get on with the fake shoot.  He was
 going to get it all on film first though, and on
 several  positioned strategically around the
 room.  The two tipsy models gave him a mock salute and
 headed for the dressing room.  As soon as they were out
 of sight of everyone, Jane took Beth into her arms and
 began to kiss her passionately.  She wanted her to be
 totally turned on for the next part.  The kiss was
 returned as passionately as it was given.
 
 Jane slowly stripped Beth out of her work clothes
 without stopping the kiss.  Beth made no sign of
 resistance, falling into her passive role.  She broke
 the kiss reluctantly and ran her hands over the ripe
 swollen  of her submissive lover, then let them
 drift lower to her now shaved pussy.  She played with
 the trembling, unresisting  for several long
 delicious minutes, bringing her to the very edge of an
 orgasm several times, but never letting her go over and
 obtain relief.  Beth whimpered with desire and
 frustration as Jane's magic fingers chased her around
 and around an orgasmic corral.
 
 "Keep still and keep your eyes closed!" commanded Jane.
 She quickly slipped on the skimpy black leather harness
 Elmer had set out for her.  She rolled her eyes at the
 obviousness of the outfit.  Two straps, one above and
 one below her breasts, squeezed and pushed them out
 sexily from her chest.  A  strap around her waist
 cinched it in a couple inches more than normal.  A
 black studded collar went snug around her long slender
 neck.  A pair of long above the elbow kid gloves and
 very high heels completed the scanty outfit.  She was
 bare below the waist, except for the fuck-me heels.
 
 Going over to Beth she kissed her again, pleased she
 had obeyed her command.  She was beginning to like this
 role of being on top.  She took her by the elbow and
 led her out into the studio.
 
 She stepped back from the nude  and circled around
 her.  She trailed her hands over the  head's body as
 she walked around her, tantalizing them both with light
 caresses and teasing touches that promised more to
 come.  Coming to a stop behind her, she gently and
 slowly pulled Beth's wrists behind her back.  With a
 soft nylon cord that Elmer handed her, she tied them
 securely together before Beth knew what was happening.
 
 "We're going to get a little kinky tonight.  Some
 special shots Elmer wants to take.  OK, lover?" she
 whispered in Beth's ear.  She didn't expect any
 problems.  Yet.
 
 Beth was trembling with fear and excitement.  She was
 naked and helpless, tied with her hands behind her
 back, without even a pretense of the lingerie modeling
 they had done before in this studio.  This was way more
 than she had expected, but she was so hot and confused
 and kind of drunk and she didn't want to stop.
 Besides, in a way, she wanted Jane to push her to her
 limits and then beyond to where she hadn't ever gone
 before or thought of going.  Beth nodded her agreement
 with a hesitant nod of her head.  The rope wasn't that
 tight anyway and she was mistakenly confident she could
 get loose.  Besides, it was a fantasy of hers to be
 tied up and ravished.
 
 Elmer started some music playing and Jane began to
 dance in front of her, swaying her trim hips from side
 to side.  Beth almost screamed when she opened her eyes
 and saw what Jane was wearing.  She had assumed they
 were both to be naked.  A chill went through her nude
 body as she began to realize a bit more of the part she
 was to play in the shoot tonight.  Beth focused on the
 erotic movements of Jane, watching as her clean-shaven
 cunt began to swell and puff as Jane herself got turned
 on by dancing in front of her helpless lover.
 
 Elmer stayed behind Beth as Jane danced in front of
 her.  Occasionally she heard the shutter of his camera.
 Beth lost herself in watching her  lover do a
 series of seductive and provocative moves, just for
 her.  She was helpless to respond other than to rub her
 thighs together, and she wiggled as best she could to
 stimulate herself.
 
 Jane had moved her hand down to her dripping  and
 began to play with herself, cupping her  with her
 other hand and offering it up to Beth, fingering her
 shaved pussy, finally laying down on the floor on her
 back.  She beckoned Beth with her splayed thighs.
 
 "Come on lover.  Eat me.  Make me come.  Hard." Jane
 said to her.
 
 Beth carefully knelt down on the studio floor between
 Jane's long trim legs.  With her hands tied behind her,
 she had to brace herself by spreading her knees wide.
 Slowly lowering her face to Jane's cunt, her ass waved
 high in the air, offering Elmer a tempting target.
 
 Jane helped Beth at first by spreading her cuntlips
 with her own hands.  Then she began playing with Beth's
 hair, twisting and twirling it in her fingers, the
 effect of which was to hold Beth firmly pressed against
 her cunt.  Beth didn't seem to object to this at all.
 She was in another world as she subserviently
 worshipped at her lover's delectable pussy.  She forgot
 where she was and what was going on around her.
 
 Suddenly, Beth felt Elmer behind her.  She moaned in
 pleasure as she felt his huge prick sink into her slick
 pussy and she moaned at the pleasant feelings that
 flooded her cunt.  She giggled to herself that ol'
 Elmer couldn't resist dipping his huge hard cock into
 her when she was in this position.  She felt empty and
 whimpered into the  in her mouth when he pulled
 out of her twat.  She started to protest the empty
 feeling by turning around, but found that Jane had a
 very good grip on her hair and that her face was being
 jammed back into Jane's cunt.  Jane urged her to get
 back to her task.
 
 When the Vaseline-coated fat cock head first bumped her
 anus, Beth realized for the first time what the two of
 them had planned for her.  She began screaming, but
 they were muffled in Jane's cunt.  She tried
 frantically to get loose and found that the rope was
 deceptively tight and well tied.  She was helpless to
 stop the anal rape that was about to happen to her.
 Her mind went totally blank.  Not the black blankness
 when you can't remember someone's name.  The searing
 white blankness of sheer panic.  No one had ever been
 up there before.  And Elmer was so huge.  She herself
 had measured him.  Eleven fucking inches of hard, steel
 hard cock meat was about to be forced up her tiny
 virgin asshole.  Oh, God, NOOOOOOO!
 
 Elmer pushed hard and insistently against the stubborn
 sphincter and finally succeeded in getting just the
 head of his prick in past the tiny hole.  He waited for
 several minutes before doing anything, letting Beth's
 struggles die down and for her straining sphincter to
 acclimate to the huge prick cramming into her rectum.
 Finally she quieted down.  A little, anyway.  Another
 lunge and two more inches were embedded in the tight
 orifice.
 
 The pain in Beth's ass was excruciating.  This was not
 fun anymore.  He was not trying to stuff anymore in
 right at the moment, but it was already more than
 enough for her.  She had tried it now, and she
 definitely didn't like it.  But with her mouth
 effectively gagged by Jane's cunt, she couldn't let her
 two tormentors know she was through playing.  So she
 tried to take her mind off of the pain.  She had only
 one way to go and that was forward into Jane's cunt.
 She caught Jane's clit between her teeth and began to
 chew on it.  She was not so gentle now.  Not with that
 shaft going into her ass again.  OOOOWWWWW!
 
 Jane arched into her mouth, shoving as much of her  into it as she could.  The feeling was indescribable.
 She had not anticipated that she would get off on the
 pain like she was.  She didn't like it.  It hurt,
 really.  But her body betrayed her and sought out the
 source of the pain and begged for more instead of
 begging for mercy.  Jane started to  in a continuous
 stream of spasms that rippled from her toes up to the
 top of her head and back down again.  She tightened her
 grip on Beth's hair and glued Beth's face to her cunt.
 
 Beth was so focused on terrorizing Jane's clit that she
 didn't notice exactly when Elmer had bottomed out in
 her ass or when the pain in her ass finally began to
 lessen.  But it did.  Her body stopped trying to expel
 the intruding rod and began to relax and accept the
 stiff prong.  This allowed Elmer to slip a few inches
 out of her clasping tunnel and then push them back into
 the now unresisting orifice.  He rested against her
 slippery ass cheeks before continuing with any further
 motion.
 
 The feelings coming from his cock were incredible.  It
 was tight.  As tight as he had hoped it would be, as he
 had dreamed of and he loved it.  Every fucking minute
 of it.  He wanted this forced fuck to last a long
 while, but the way that Beth was beginning to milk his
 prick with her deep rectal muscles, he wasn't sure he
 could hold out that long.
 
 Beth wasn't trying to do anything special to the huge
 prick jammed up her ass.  She just had the natural
 ability to flex those muscles on command.  She was also
 trying to expel his cock and that caused her muscles to
 relax and then tighten on the hard muscle in a most
 exhilarating manner.
 
 Suddenly, she began to feel a building explosion in her
 gut, similar to an orgasm but different.  This was
 definitely going to be bigger, much bigger.  The
 feeling was as unexpected as it was sudden.  Ominous.
 Building.  It was like the difference between a dust
 devil and a tornado - they're basically the same, but
 one is a whole lot more powerful.
 
 Beth felt the tornado building inside her, swirling her
 along towards something completely unfamiliar.  She
 redoubled her efforts on Jane's pussy, eating and
 sucking like a wild woman.  She also began to
 frantically push back against Elmer's prick, trying to
 get more and more of him inside of her butt, trying
 desperately to feed the storm building inside her.
 
 Elmer sensed the radical change in the kneeling bound
 woman.  Reaching down, he untied Beth's hands and
 released them from their bonds.  Then he grabbed both
 of her hips and pulled his prick almost all the way
 out, leaving just the head inside.  He watched the skin
 of her anus cling to the retreating cock.  Pausing at
 heaven's gate for just a moment, he shoved it back in
 up to the hilt and heard a whoosh of air as Beth
 exhaled.
 
 Elmer tried to gather control of his urge to  using
 all his will power.  He tried to establish a regular
 rhythm of fucking Beth's ass that normally would have
 let him last for a good long fuck-fest.
 
 But as the raging climax built up in Beth, her body
 began to respond in a series of incredible ways to
 accentuate it.  She bucked back against Elmer with
 increasing force and speed, gaining experience quickly.
 Her hips twisted and rotated like a veteran butt
 fuckee, bending the plunging prick so that all the
 sensitive areas of her colon were stimulated.  Her
 mouth went into over drive, gnawing at Jane's  voraciously.  With her freed hands, she twisted and
 turned her own nipples, ignored up until now.  Pulling
 them down hard, she brought them in contact with the
 floor and rubbed them hard on the rough surface,
 exciting her even more because she was doing it to
 herself.
 
 Elmer tightened his grip on her hips and held on for
 the ride.  All he could do was grit his teeth and try
 to hold out as long as possible in the face of this
 whirlwind.
 
 Beth jammed three fingers into Jane's steamy cunt.
 Once saturated with  juice, these three fingers
 were rammed unceremoniously up Jane's ass  without
 preamble or warning.  This unexpected action pushed
 Jane over the top.  She began screaming at the top of
 her lungs, throwing her head back.  She finally
 released Beth's hair, allowing Beth to raise her head
 and arch her back to better push back on the prick in
 her bunghole.
 
 Beth's climax, when it hit, was quite deceptive.  There
 was no crashing flash of light, or magical spasms of
 her abdominal muscles.  She didn't scream or cry out.
 It was just that she was suddenly floating in a
 wonderful new place she had never before imagined.  All
 of her normal senses seemed expanded way beyond the
 ordinary, in that the usual stimuli in the normal world
 didn't penetrate her consciousness.
 
 But other stimuli were beyond description.  If she had
 tried to describe it she might have said she tasted
 colors or that she felt odors.  She could see by
 touching.  She could tell you the temperature, weight,
 taste, and texture of the load of  being squirted
 into her rectum as she continued to plunge wildly back
 against the stiff rod jerking uncontrollably inside
 her.  She felt totally alive, totally relaxed, totally
 a woman.  She floated serenely in complete orgasmic
 bliss.
 
 Beth had just experienced something only a few women in
 a million can experience, and the experience would
 change her life and her outlook on sex.  Beth had just
 experienced a rectal orgasm.  There are clitoral
 orgasms most   first experience as they begin
 to explore their bodies and masturbate.  These were the
 orgasms that Suzy chased with such abandon.  Vaginal
 orgasms are common when the fucking is done properly.
 
 But rectal orgasms are rare.  It takes a particularly
 special wiring of the nerves between the sexual centers
 in the brain and the rectal area for this to occur and
 very few women are wired that way and even fewer ever
 discover if they are.  On top of that, it takes a good
 ass-fucking like Beth had just received for the lucky
 ones to find out.
 
 Elmer realized the three of them had just experienced
 something extremely special as he collapsed over Beth's
 sweaty, heaving back.  The tight clenching of her ass
 hole would not release his cock, even as it deflated.
 Rolling himself and the relaxed woman to their sides,
 he remained buried in the warm, tight tube as Jane
 spooned up in front of Beth, who was still in
 dreamland, and would be for quite a while longer.  The
 three of them drifted into a well-deserved nap, friends
 again.
 
 Chapter 12
 
 Thursday night Elmer asked Suzy if she could help him
 for his `other' studio business, making several
 references to the type of pictures he would be taking.
 They would be shooting on location at the beach a
 couple hours away.  He told her he needed her to help
 with the packing at his other studio, and the set, the
 props, etc., but he said he also needed her to use a
 second  for some of the cut-away shots.
 
 They would be leaving the city that evening and would
 be away three nights, coming back late Sunday night.
 He had a trailer for the models, but he warned her she
 would have to stay with him in the crew trailer.
 
 It took her about two milliseconds to throw her arms
 around his neck and accept.
 
 "Oh, yes!" she squealed.  "Go away with you for the
 weekend?  Of course, silly!"  She paused in her excited
 ramble.  "Do you really mean that I get to use the
 other camera?  What are we going to shoot?  An ad?  A
 film?  A lay out?  What should I wear?  Do I need to
 take anything special with me?"
 
 She finally quit talking and asking questions and he
 wasn't sure if it was because she ran out of breath or
 because he suddenly found himself kissing her.
 Seriously kissing her.  By wrapping her arms around his
 neck, she was right there in front of him and it just
 sort of happened.  The initially tender kisses became
 more passionate in a hurry.
 
 Finally extricating himself from her embrace, he calmed
 himself down, with difficulty.  He was confused by his
 feelings.  He wanted to fuck this luscious girl, but no
 longer in the worst way.  He wanted to do it in the
 best way - so that it meant something.  He couldn't
 resist asking her to come along for the weekend, but he
 had no idea what he was hoping for.  All he knew was
 that she had totally screwed up his head.  He didn't
 know what he thought when he was around her.
 
 Seeing her crushed face, he gently took her in his arms
 and softly answered as many of her questions as he
 could, leaving out the part that she would be shooting
 video for a porno movie.  He wanted that to be a
 surprise, as well as her part in the film.  Plus, he
 wasn't sure if she would like it or not, or how she
 would react when she found out.  If she was several
 hours away from home with no other ride back, he was
 hoping she would be amenable to the idea.  As much as
 he liked her,  habits and ways of thinking were hard
 to break.  He was a stinker at heart.
 
 She cheered up as he held her, feeling safe and secure
 in his arms.  Somehow, it just felt right.  Even on the
 ride over to her tiny apartment over her aunt's garage
 to grab a few extra clothes and then to the studio to
 pack, she stayed as close to him as she could, but the
 teasing and flirting were replaced by an almost shy
 quietness.
 
 Somehow the kiss had changed their relationship.  She
 was no longer outrageously flirting with him, but was
 more like a small puppy that suddenly tires out or
 settles down and wants to cuddle quietly in your lap.
 But she still had her mind made up that she was going
 to get him to make a woman of her.  This weekend seemed
 like a good possibility.
 
 Elmer's head was swimming.  The kiss between them had
 been unexpected in its innocence and honesty.  This kid
 really liked him, and it threw him for a loop.  Not
 that he was going to change his plans for fucking her
 brains out for the next four days if he could.  The
 weather forecast was for rain and he didn't think they
 would get many outdoor shots.  They would be spending a
 lot of time indoors.
 
 The models coming on this shoot were Jane and Beth and
 two other  from the company.  Beth and Jane
 couldn't wait to get together away from their mates for
 a while, even though neither of them had been involved
 with a photo shoot quite this pornographic.
 Apparently, both of the  in their lives were crazy
 about the changes in the women's attitudes toward sex
 and couldn't get enough fucking from them, even keeping
 them up all night and well into the next day in wild
 orgies just by themselves.
 
 Jane's husband thought her new aggressive behavior in
 the bedroom and before sex was an invitation to wrestle
 and assert his manliness and machismo.  Their
 lovemaking became more rough and tumble and, to her
 surprise, public.  While she loved the adventure of it
 and the struggling, and losing, with her husband, she
 still needed to be in control at times to satisfy other
 of her needs and thus, she needed Beth.
 
 Beth's boyfriend, on the other hand, was in hog heaven.
 He didn't know the reason, but Beth had started  him off for the first time ever.  All the way down to
 the nuts, and sometimes even those were  in.  She
 loved it now, couldn't get enough of his cock.  He had
 begged her before, and she wouldn't, but now.  God!
 What a  she turned out to be.
 
 And then the other night she had rolled over on top of
 him while they were making love.  That was not unusual
 in itself.  Beth was almost always on top.  But when
 she lifted herself off of him and then slid back down
 his prick, directing it into her asshole, he nearly
 lost his mind.  This was the unthinkable happening!
 And she was going wild, humping and jumping up and down
 on his cock, finally going very still and limp on him
 as he spurted his milky load of  up into her
 shithole.  Beth's boyfriend did not stop her or direct
 her in any way.  It wasn't in his personality, although
 neither was fucking round the clock, which he found he
 could do now.  Beth was still in control of the
 relationship and so she, too, still needed Jane in her
 life.
 
 This weekend was going to be a much-needed vacation for
 them both.
 
 In his private studio behind his cramped house, Elmer
 had Suzy start packing the props for the shoot.
 Because it probably wouldn't happen with the bad
 weather predicted, he didn't really care what all she
 packed.  He just wanted her to handle a lot of the
 actor's sex tools that would normally be used for a
 porno movie.  Like the huge dildos the models would be
 using on each other.  Some of them vibrated and plugged
 into the wall, providing endless hours of fun, some had
 batteries built into them and were stiff and heavy,
 some had cords that allowed them to be strapped in
 place for use either internally or for use as phallus
 to fuck a partner.  Other phallic objects had two heads
 for two-person use.  Others were hollow and could
 squirt "cum" when the special mechanism was activated.
 There were a couple that had serious knobs surrounding
 the head of the faux prick.  Some of the huge ones were
 just for effect.
 
 But the ones that caught Suzy's eye looked like they
 had kind of melted.  They were a little shorter than
 the long ones, but generally had a smaller smooth tip
 that tapered to a wide bulge and then nipped into a
 narrow waist before flaring out again.  They kind of
 looked like a tall smooth Christmas tree, in a weird
 way.  Picking up one of them, she walked over to where
 Elmer was packing the  cameras and the lights.
 
 "Mr. Walters, I think I know what those ones are for,"
 pointing at the vibrating and other dildos, "but what
 are these ones for?" she asked, holding up an extra
 large black one.
 
 "Those `ones' over there are dildos that go in the
 actresses cunts, or sometimes they lick and suck them
 for effect.  They are the fake penises that the actors
 will use to fuck each other with," he explained.
 
 "The one you're holding is a butt plug.  You insert it
 all the way into your asshole.  The flair at the bottom
 keeps it securely in place.  The rheostat attached to
 it with the battery pack means the one you have in your
 hand is the kind that vibrates.  Some of them even heat
 up a little," he continued.
 
 "Oh," she said simply.  She went back and continued
 backing.  She quietly set aside several items, however.
 
 They had the car loaded and were ready to head out to
 the beach location in about another hour.  Suzy proved
 to be a good worker in this situation as well, willing
 to carry, lift, pack, shift or tie down as needed.
 Without her bouncing around all over the place and
 flirting like a love-struck teenager, Elmer found that
 he really enjoyed working with her.  But he did kind of
 miss her touches.  He found he had come to look forward
 to them.
 
 "Last chance for a pit stop!" he called out.
 
 "Be out in a minute, Mr. Walters!" she answered.
 
 He was carrying a few last minute items to the car when
 she came out of the studio and got into the car.  So he
 didn't notice anything different when they started out.
 About fifteen minutes down the road, he noticed that
 she was unusually quiet.  He glanced down at her
 briefly and didn't notice anything unusual, except that
 her head was tipped back on the seat back and that her
 eyes seemed a little glassy and unfocused.
 
 After another half-hour or so, she stirred.  Her
 breathing was very deep and she had been jerking and
 shuddering slightly.  Elmer figured she had been
 fingering herself again and had just gotten off.  He
 was busy with driving and couldn't spare her a glance
 as she continued to fidget next to him.  Therefore, he
 was surprised when he felt her gently touch his thigh.
 Actually, it felt more like she put something on his
 thigh.  A couple of minutes later he came to a  light and looked down.
 
 There was a small rheostat control on his thigh.  His
 gaze followed the thin wire as it disappeared up the
 pant leg of her shorts.  Surprised, he looked up at
 her.
 
 His cock lurched to full strength when he saw her face.
 She had taken one of his ball gags and had put it on
 when he hadn't noticed.  The straps were pulled tight
 around her head, efficiently silencing her.  He almost
 lost his load when he twisted her to the side.  She had
 also managed to handcuff her hands behind her back.  He
 shook his head in amazement.  This kid was just full of
 surprises!  He wasn't even that surprised when he
 noticed the outlines of something under her shirt.  He
 pulled up the short tank top and stared at the sight of
 two tightly clamped nipples.  She had selected the
 spring-loaded kind with the sharp teeth.  Painful
 nipple clamps.  Very painful.
 
 Gently, he lowered the  and picked up the tiny
 control.
 
 "Is this a dildo?" he asked.
 
 She shook her head.  She was breathing heavily, barely
 inside the line between consciousness and ecstasy.
 
 "It's a butt plug?" he queried her again, incredulous.
 
 She nodded "yes".
 
 After a couple of more shakes and nods, he had
 determined that it was the biggest one she could find
 that vibrated.  That made it a big one.  He flicked the
 control dial to "LOW".  A groan escaped the gag and her
 eyes rolled up into her head.  Seeing she was occupied
 with her self-imposed masturbatory bondage, he put the
 car in gear and continued on to the beach.
 
 By the time they arrived at the trailer a couple of
 hours later, he had turned the dial through each of the
 stops on the variable speed control all the way to
 "HIGH" and back several times.  Her jerking and
 thrashing had become almost violent, but she refused to
 allow him to turn her loose or to turn it off.
 
 He left her in the car as he unpacked.  The butt plug
 was turned off and she was calming down.  Sort of.  He
 finished unloading and returned to get Suzy.  This
 weekend was promising to be all he had hoped for.
 
 Chapter 13
 
 Suzy had her head tipped back on the car seat headrest.
 She was drenched in sweat, her arms twisted awkwardly
 behind her, but she appeared to be resting quietly in
 the front seat, much like a pin-less grenade looks
 harmless and quiet just before it goes off in your
 hand.  She had had several miles of constant priming of
 her sexual fuse and it would only take a tiny spark to
 set her off.
 
 He gently picked her up and carried her into the small
 trailer, as if he was aware of the explosive nature of
 her situation.  He deposited his treasure softly on the
 small bed in the tiny weekend trailer.  His first
 action was to remove the ball gag from around her neck
 and take it out of her mouth.  When it was removed, she
 remained silent, working her jaw up and down to get the
 stiffness out of the cramped muscles.  Even though she
 had secured it tightly and it had stretched her jaws
 awkwardly, she made no complaint.  She stretched her
 mouth a couple of more times and looked up at him
 silently.
 
 He next removed one of the handcuffs from her wrist.
 He massaged the skin around her wrist to get the blood
 flowing again.  There was a small mark, but the cuffs
 had not been all that tight.  She flexed her arms up
 and down, the tingles of the newly flowing blood
 causing her to wince and grimace.  But she kept silent.
 
 Setting her upright on the narrow bed, Elmer slowly
 pulled her damp tank top up over her head.  While she
 had been naked in front of him before many times, the
 intimacy of this situation made her blush as never
 before.  She was on a bed with a  who was undressing
 her!  The emotional tension between them set both of
 their pulses racing faster.
 
 Gently caressing her lovely  with one hand, he
 slowly removed the sharp-toothed nipple clamp from the
 aching swollen nipple.  The tingling feeling sent
 shivers down her spine as the blood started flowing in
 it, too.  He leaned over and kissed the tingling bud.
 He repeated the procedure on the other tit, caressing
 and kissing it in turn.  He massaged the tenderized
 buds gently, rolling them around the end of her tits.
 Leaning over, he delicately placed another kiss on each
 nipple, briefly  it into his mouth as he kissed
 it.
 
 Lying back on the bed, she raised her hips to help him
 take her shorts off.  He pulled them down the silky
 smooth thighs, trailing his fingers lightly along the
 soft flesh as his hand followed the shorts down the
 long limbs.  His light touch brought goose bumps to her
 skin and she shivered in delight, anticipating that
 something very special was about to happen between
 them.
 
 He pressed her knees up towards her chest and had her
 hold them there.  Grasping the butt plug by the base,
 he extracted it from the tight sheath, using
 considerable effort.  The suction caused by the moist
 tissues against the smooth plastic was considerable.
 Finally it pulled free with a low  sound.  Suzy
 blushed at the obscene sound, as if she had been
 responsible for making it, and not the butt plug.  Her
 anal ring gaped wide open for a short time before
 closing.
 
 Elmer stood up and started to turn away.
 
 "Mr. Walters?"  There was a slight quivering in the
 voice calling to him.
 
 He turned back to the naked girl.  She had refastened
 the handcuffs after looping them through the headboard.
 In her eyes he could see that she was unsure of
 herself, unsure how he would react to a naked  handcuffed to a headboard in an isolated trailer park.
 
 "Will you *please* take advantage of me now?" she asked
 simply, pleading.
 
 Grinning, he removed his clothes, allowing her to see
 his stiff member for the first time.
 
 "Oh!  Mr. Walters!"
 
 Her eyes were wide, but showed no fear.  To her, this
 was a normal size cock.  The only penises she had ever
 seen were the over-sized exaggerated dildos she had
 packed that evening in preparation for making the
 movie.  He lay down beside her on the bed.  His large
 cock flopped over and lay gently across her creamy
 thigh.  To her, the first touch of that velvety smooth
 hard rod felt like a branding iron.  She lifted her
 head up to gaze down between the valley of her  to
 get a better look at his prick.  Her cuffed hands
 prevented her from moving too much or raising up.  She
 whimpered a little at the frustration.
 
 He chuckled at her struggles.  Rolling closer to her
 side, he brought his lips to hers.  The tender, gentle
 kiss soon developed into a battle of foraging tongues
 and grinding lips.  Although this was her first time
 with a man, and almost her first time kissing one, Suzy
 apparently had a natural talent for all things sexual
 and what she didn't do naturally, she learned very
 quickly.
 
 Panting from the duel, he leaned back to catch his
 breath.  "Wow."
 
 She was silent for a moment.  "Mr. Walters?  Do you
 remember the  you made of me where I was all bent
 over?"
 
 "You mean when you were  yourself in the bed
 after that first shoot with Beth and Jane?  Yes, I
 remember.  I remember it well."
 
 "Would you do that to me now?"  I mean, would you lick
 me down there?  Nobody ever has, except me, of course,
 and it looked so nice when Beth and Jane did it I just
 had to try it and AAAAAAAAHHHHHHH."
 
 Elmer did not need a second invitation, nor did he wait
 for her to finish talking.  His tongue dove into the
 primed pussy, interrupting her prattle.  Her back
 arched up off the bed in erotic reflex and then she
 curved the opposite way lifting her hips off of the bed
 as she tried to drive as much of her  into his
 mouth as possible.  Grabbing a pillow, he jammed it
 under her hips while they were bowed up off the bed.
 This gave him easier access to her most private parts.
 Her legs were splayed out as far as she could get them.
 He put his hands under her knees and drew them up a
 little, further opening up the flower of her womanhood.
 
 Methodically he bent to his task, and began to lick her
 cunt lips stroking them up and down with his tongue.
 Starting with the swollen outer lips of her vulva, he
 deliberately tantalized her.  Some of the strokes were
 long, some were short.  All of them drove Suzy out of
 her mind.  He worked the tip of his wiggling oral
 muscle into the tight slit, widening it with each
 agonizing jab.  When his tongue ventured back into her
 dripping slit, she began to come.  Her body began to
 shake, jiggling her firm tits.  She literally vibrated.
 Elmer began to work his way up the swollen inner lips
 toward her throbbing clit.  As he approached the erect
 button, he inserted one finger into her  hole.
 
 Suzy's climaxes continued to roll over each other, each
 building on the other, fusing into one long release of
 sexual tension.  The continual priming of the vibrating
 butt plug and the nipple clamps on the drive to the
 trailer had aroused so much unreleased tension that now
 she was in a continual state of release with no end in
 sight.  Elmer continued his work on her virginal clit.
 Circling around it with the tip of his tongue, he
 teased it all the way out of hiding.  Puffing up, the
 `little  in the boat' came under assault by his
 tongue and teeth.  It was poked, probed, rolled, and
 nipped.  Suzy responded physically and vocally to each
 new assault.
 
 Finally, Elmer withdrew his tongue and finger from her
 cunt.  Sliding back up her body, he stopped and
 lingered over her navel and then her magnificent tits,
 giving each of those areas a great deal of attention.
 He softly lay down beside the shaking girl, pulling her
 to his body, and let her slowly wind down.  Suzy came
 gradually to her senses, and lay quietly beside him,
 sweat covering her sex-charged body.
 
 Chapter 14
 
 "Oh, God!  It's so much better when you do it," Suzy
 sighed as he finished eating her virgin  for the
 first time.
 
 Elmer reached up to undo the cuffs fastening her to the
 headboard.
 
 "No, please don't," she whispered.
 
 He looked at her inquiringly.
 
 "You have to take advantage of me first."
 
 "I intend to.  I'm going to fuck your ass off right
 now."
 
 Putting action to his words, he rolled over on top of
 her and started to insert the head of his cock into her
 cunt.  With the pillow still under her hips, she was
 positioned in such a way as to give him an optimal
 angle of attack.  The virginal orifice resisted his
 penetration slightly.
 
 She gave a small cry as the walls of the unused canal
 began to  to accommodate the fat flared head of
 his iron prick.  It felt so good to finally have her
 lover's cock penetrating her that the discomfort of the
 stretched tissue didn't reach her level of
 consciousness.  Even though it was only in just a
 little, it felt right, it felt good, it felt wicked, it
 felt fantastic!  She kept her eyes screwed shut tight.
 
 He heard her cry and stopped.  The pause gave her  a chance to acclimate to the size of the invading huge
 knobby tip.  Her breathing came in quick, sharp intakes
 of breath that mashed her  against his chest,
 each breath grinding her pebble-like nipples into the
 hairy mat covering his broad pectoral muscles.  The
 feeling of those turgid buttons rubbing on his skin
 sent shivers down his spine.
 
 He slowly pushed in a little farther.  Her knees
 automatically drew up towards her chest with a jerk and
 then wrapped around his waist, stretching and opening
 her womb wider for his entry into her deepest recesses.
 The head of his prick suddenly pressed up against her
 still intact hymen.
 
 He stopped suddenly and looked at her in wonder.
 "You're a virgin?" he asked incredulously.
 
 "For about another 10 seconds, if you'd hurry up!" she
 shot back, wiggling her hips and trying to force him in
 deeper.  "Please, Mr. Walters.  Pleeeeaaasseee"
 
 He took a deep breath, kissed her hard on the mouth,
 and, holding the kiss, lunged forcefully forward into
 her.  His prick ripped through the previously weakened
 barrier with a slight tear and surprisingly minimal
 pain for Suzy.  Her long manicured fingernails and
 multiple masturbation sessions had prepared her for an
 easy deflowering.
 
 Plunging in to the hilt, he stopped to catch his breath
 and emotional balance.  She was so tight!  And he was
 finally fucking her!  After all this time, he was
 finally doing it with her!  It felt like a thousand
 tiny hands were grabbing and pulling on his cock.  The
 tip of the eleven-inch slab was jammed up against the
 mouth of her uterus, pushing it up out of the way in
 order to fit the entire length of his shaft into her
 clasping vagina.
 
 Slowly, he pulled out a little ways and pushed slowly
 back in making the first fuck stroke.
 
 "OOOOOOHHHHHH YYYYYYYEEEEESSSS! FUCK ME, MR WALTERS,
 FUCK ME!" she yelled at the top of her voice.  She
 began to buck her hips to try to get more contact and
 stimulation on her clit and cunt.
 
 Eventually they established a rhythm they could both
 sustain, and he proceeded to fuck her brains out.  Even
 with her hands cuffed over her head, she moved like a
 she-devil in heat.  She was one of the most responsive
 women he had ever fucked and even with all his
 experience, he was impressed.  She fucked with a total
 abandon, wanting to feel everything and to try it all
 at once.
 
 Somewhere along the line, without realizing it, Elmer's
 feelings toward the beautiful  had changed.  Suzy
 had woven her magic spell over him:  She had brought
 out the paternal, protective instincts in him.
 Although it had not prevented him from wanting to fuck
 her, he found himself thinking about her in possessive
 terms that were strange to him and his way of life.
 With a shock, he realized he was in love with her.
 
 He stopped in mid-stroke and pulled himself out of her.
 
 Suzy was just in the beginning throes of another climax
 and gave a cry of anguish at the emptiness in her
 pussy.  "Mr. Walters.  What's wrong?  Did something
 happen?  Are you all right?  Did I do something wrong?
 Please come back inside me. Please, Please, Please."
 
 He reached up and gently uncuffed her hands from the
 headboard.  He was very quiet.  Suzy began to cry,
 tears beginning to roll down her cheeks.  She had
 messed up.  She just knew it.  He didn't like her, she
 wasn't good enough.  She had failed.  She was
 miserable.
 
 Everything had been going so great and then..
 
 "Suzy, I need to ask you something."  He got down on
 one knee beside the small bed.  He looked ridiculous
 kneeling there with his prick sticking up at the
 ceiling.  "Suzy?  Would you marry me?"
 
 The sudden question surprised both of them.  He had not
 intended to ask it, but now that he thought about it,
 it was what he wanted.  It was what was missing from
 his life.  She was what was missing
 
 She looked up at him.  Had she heard him right?  He
 wanted to marry her?
 
 She threw her now-released arms around his neck and
 buried her face in his chest.  Her only answer was a
 nod.
 
 "Suzy, are you OK?"
 
 Again she nodded into his chest.
 
 Mistaking her silence as rejection, her pulled away
 from her and lay on his back.  He let out his breath in
 a long drawn out sigh.  He had really screwed up this
 time.  What had he been thinking?  She wouldn't want
 him.  And now he wasn't even going to get to finish
 fucking her.
 
 "Yes."
 
 He looked over at her.  "Huh?"
 
 "Yes.  I will marry you."  She smiled at the
 bewilderment she could read on his face.   were so
 easy to read.  Even with her inexperience, it seemed
 she had an innate ability to read his thoughts off of
 his face.  "Now will you please finish fucking me, Mr.
 Walters?"
 
 This time she climbed on top of him and poised her
 gaping  over his hardness.  Reaching between them,
 she grasped the  shaft and pointed it at her slick
 opening and settled herself down on his cock.  Once she
 was completely impaled, she leaned forward, her hands
 on his shoulders and started a gentle rocking.  This
 motion caused her  to sway as they hung down.
 
 He reached up and grabbed the swaying orbs.  Palming as
 much flesh as he could, he twisted them slightly,
 causing the nipples to grind into his palms.  Suzy
 rolled her head around her shoulders, whipping him with
 her chestnut hair.  Her rocking motions became stronger
 as she built towards her next climax.  Elmer began
 bucking up from under her.  He had been holding back as
 much as possible, but now her squeezing  was
 driving him insane.  With a lunge that would have
 unseated a veteran cowboy, he bucked his prick up into
 her  as hard and far as he could.  He gave a yell
 as he began to irrigate her tunnel with sperm.
 
 She cried out in unison with him.  She had felt his
 prick swelling up in her  as he had approached his
 climax.  The fact that she was responsible for his
 condition excited her and pushed her over the top of
 the next orgasmic peak.  She shuddered and flinched as
 she lay on his hairy chest.
 
 Several minutes passed.  Both were lost in their own
 thoughts and post-orgasm feelings as they lay in each
 other's arms.
 
 Chapter 15
 
 "Well?"
 
 "Huh?  What?"
 
 "Well, how was I?"  Her voice was soft, but insistent.
 
 "What?  What do you mean?"
 
 "When I talked to the nurse, she kind of said in a
 round about way that you had fucked a lot of girls,
 that you had, you know, a lot of experience like that.
 I want to know if I did it right."
 
 "The nurse!  When did you talk to her?" he asked,
 trying to deflect her line of questioning.
 
 "After the photo session with Jane and Beth, I made up
 my mind that I was going to fuck you, so I wanted to
 get some birth control pills.  So I went to the nurse.
 She told me you had already taken care of that with my
 `vitamins.'
 
 He waited for the angry outburst of an angry woman who
 had been played for the fool.
 
 Suzy leaned over and kissed him lightly on the tip of
 his nose.
 
 "Thank you, Mr. Walters" she said softly.
 
 "Huh?"  This  was really playing with his mind.
 Elmer was thoroughly confused.  "What?"
 
 "Thank you for taking care of me, and watching out that
 I didn't get into trouble.  I guess you planned to fuck
 me before I decided to fuck you.  You are so thoughtful
 and kind to me."
 
 "Oh, sure, OK, sure.  And Suzy?"
 
 "Yes?"
 
 "Call me `Elmer.'  I think we know each other well
 enough now."  He tipped his head at her bare  and winked at her.
 
 "Oh, OK." She paused and then giggled.  Leaning over,
 she kissed the tip of his nose again.
 
 "Thank you, Elmer," she said.
 
 Moving down his body, she kissed the tip of his prick.
 "And `Thank you', too, *Mr. Walters*."
 
 With another giggle, she took the whole head of his
 deflated prick into her mouth.  He groaned.  Her mouth
 was like a warm wet oven, and his tired cock began to
 revive.  The cock began to swell larger to fill her
 mouth.
 
 "Suck on it," he instructed.
 
 She complied.  As she continued her ministrations, he
 continued to guide her verbally and with his groans of
 pleasure.  She seemed to be a natural cocksucker, if
 her first attempt was any indication.  With his prick
 at full staff, she pulled up off of him.  Turning, she
 rolled on her stomach.  Kneeling up on her knees, she
 presented him a full moon view of her ass.
 
 "Can we do it the other way now?" she asked.
 
 Elmer positioned himself behind her and started to poke
 his prick into her cunt.  He had inserted the head and
 about three inches of the shaft, when she stopped him.
 
 "No Elmer, not there.  I want *Mr. Walters* in the
 other place.  I want him to fuck my ass hole."
 
 Elmer shook his head in wonder.  He remembered the huge
 size of the butt plug, so he wasn't worried about not
 fitting.  It was just that no  he had ever fucked
 had ever asked to have `Mr. Walters' jammed up her ass.
 Until Beth, that was.  And now Suzy.  Would miracles
 never cease?  He pulled back and placed the head of his
 newly named organ against the tightly puckered rose
 bud.  Pushing against it firmly, he managed to lodge
 the head of his large cock inside the resistant
 sphincter.
 
 "Oh!" was all she said.  Suzy held still for an
 instant, took a deep breath and then raised her self up
 on her elbows to give him a better angle of attack into
 her rectum.  After a few minutes he felt her begin to
 push back against his steady forward pressure.  She was
 really into it.
 
 "I feel so full," she said when he finally hit bottom.
 She gave a small side to side wiggle with her ass.
 Then an up and down motion.  Then she put both the up
 and down and the side to side motions together and
 rotated her ass all around the central skewer.
 Finally, she began to pull and push the shaft in and
 out.  Just a little at first, then more and more, and
 faster.  Occasionally she would throw in a wiggle and
 really bump and grind on his prick.  Elmer just held
 still and watched the tight  ring as it dragged
 itself over his prick.
 
 "This is better that that plastic thing.  Oh, so much
 better!"  She increased her tempo as the feelings built
 inside her.
 
 Reaching around her, Elmer found her clit with one hand
 and a firmly swinging  with the other.  His
 fingers busied themselves with the erectile buds in
 both places and Suzy responded by bucking back on his
 cock with complete abandon.
 
 "FUCK ME, *MR. WALTERS*, FUCK MY ASS, FUCK ME HARD!"
 she cried.
 
 He rammed into her hard and fast.  Even though this was
 the second  of the night, he could feel his climax
 coming on fast.  The rectal tunnel was so tight and
 clasped him so lovingly, it stimulated him
 tremendously.  This  was blowing his mind.
 
 His wife-to-be started screaming her climax long before
 he expected to arrive at his.  Her ass muscles clamped
 down on his cock almost painfully, and the added
 pressure pushed him over the top.  He hosed her shit
 chute with his  for several minutes.
 
 He was totally drained.  He fell back on the bed on his
 back and tried to recover from the exertions.  Suzy
 crawled up and snuggled into his side.  She lightly
 twirled his chest hair with her fingers, combing it
 into curls and peaks.
 
 "Well?"
 
 "Huh?"
 
 "Come on silly, answer my question.  How was I?"
 
 He looked down into the face of this  that had
 managed so easily to turn his life upside down.  He
 wondered briefly if this was a loaded question, but
 decided to answer her honestly.
 
 "Great," he said softly.  "You were just great."
 
 She beamed at his answer.
 
 Chapter 16
 
 It was daybreak before they finally got to sleep.
 There were no more virgin orifices in the   by
 many times over.  Each time after a bout of sex, she
 would revive his flagging organ with her youthful,
 energetic body in inventive ways.  She never ceased to
 amaze him with her energy and willingness to do
 whatever seemed to come into her head or whatever he
 asked of her.
 
 It was late morning when a soft knocking came at the
 door of their trailer.  Opening the door, he saw Beth
 and Jane had arrived and were standing at the door of
 the trailer in the gray foggy light of a stormy day on
 the beach.  It didn't look like a good day for filming.
 More like a day for indoor activities.
 
 "Sssshhh," he told them.  "Suzy's still asleep."
 
 "Yeah, we know," Beth said with a giggle.  "We heard
 you all night.  We got in to the trailer next door just
 as `Mr. Walters' was fucking the shit out of someone's
 ass hole.  You know, you can hear everything but
 whispers through that wall.  And there wasn't much
 whispering going on in here."  She winked at Elmer.
 
 Elmer blushed in sudden embarrassment.
 
 "Did you save any for my back door, big fella?" she
 asked teasingly, reaching up and grasping the end of
 his limp cock which hung below the short robe he had
 thrown on to answer the door.  Both  burst into
 giggles at his expression.  Elmer was clearly a  in
 love with the teenager, but also clearly a  in lust
 with women in general, especially one who had a gentle
 hold on his cock at the moment.  His conflicting
 emotions and feelings showed clearly in his torn
 expression.
 
 A sudden flurry of rain forced both  up the two
 steps and into to the small trailer.  Crowding into the
 tiny kitchen, Elmer asked if they would like some
 coffee.  Busying himself with the task, the three
 friends settled down into a quiet conversation while
 the storm raged outside.  They talked of small things
 and the coming shoot, and the increasing possibility it
 wouldn't happen at all.  Jane informed him that the
 other two models had canceled because of the weather.
 
 The noise of a shower came and went.  Suzy appeared in
 the door with a towel wrapped loosely around her.  The
 short towel barely covered her  but clearly
 revealed her cunt.  Greeting both of the models with
 broad smiles, she looked at Elmer.
 
 "I need *Mr. Walters* in here," she said, stressing his
 name.
 
 Elmer glanced up in surprise at the code words.  He was
 even more surprise when his battered, deflated cock
 perked up.  The two models, having figured out the
 special code of the two new lovers while listening in
 during the long night, hid their bursts of laughter
 behind spontaneous coughing.  Seeing `Mr. Walters'
 poking his head up from under the robe caused even more
 fits of coughing.
 
 Elmer made his way to the bedroom door where Suzy was
 standing.  Reaching up to him with both arms, she
 wrapped them around his neck.  The towel fell down
 between them.
 
 He reached down and grabbed her by the back of the
 thighs.  Lifting her up, she quickly caught on to his
 intent and wrapped her legs around his waist, locking
 her ankles behind his back.  She searched for the head
 of his prick with her gaping pussy.  Feeling it slip
 into her, she laid her head on his shoulder and began
 to nibble on his ear.  She felt so comfortable with him
 buried deep in her cunt.  They were not moving, just
 allowing the feelings to wash over them.
 
 As she nibbled his lobe, she saw that Jane and Beth had
 not been idle.  Jane had spread herself out across the
 small table, her legs hanging over each side.  Propping
 herself up on her elbows and lifting her hips, she
 urged Beth to remove her shorts and panties.  Bare from
 the waist down, she commanded Beth to eat her out.
 Beth was in the process of feasting on the delicious
 breakfast buns on the table and had slipped one hand
 down her own shorts to finger her own pussy.
 
 Suzy watched the action in the trailer.  Elmer started
 to move into the bedroom and privacy, but Suzy stopped
 him.
 
 "Don't move, lover.  I want to watch them."
 
 A quick glance behind him showed him the erotic tableau
 she was watching.
 
 "OK."
 
 Several minutes later Suzy began to whisper in his ear.
 She had been thinking and she needed to talk with him.
 "Elmer?"
 
 "Yeah?"
 
 "Thank you for last night."
 
 "Uh-huh"
 
 "Did you mean it?
 
 With everything that had happened and everything that
 was said last night, that was kind of a vague question.
 
 "Did I mean what?"
 
 "That you want to marry me."
 
 "Oh.  That.  Yes, I really meant it.  I still do."
 
 He flexed his cock to emphasize his meaning.
 
 "ooooooohhhhh.  Stop that, silly.  I need to talk with
 you.  And I can't think and fuck at the same time.  I
 like fucking too much.  So be still."
 
 She nipped his ear for emphasis.
 
 "OK, OK!  What did you want to talk about?"
 
 "Have you fucked Jane and Beth?"
 
 The question made `Mr. Walters' start to pull back into
 his body in self defense.  But he told her the truth.
 "Yes," he said simply
 
 "Do you still want to fuck them?"
 
 `Mr. Walters' just about pulled out of her  with
 that one.  What a loaded question!  What was she after?
 He decided to stick with honesty, even if it messed
 everything up.
 
 "Yes, I still do.  But I won't if you don't want me to.
 I am in love with you."
 
 "Elmer, Honey, I want to know if you want to, because I
 want to, too."
 
 "Huh?"  This woman was confounding him.
 
 "I want to fuck them.  I have ever since the photo
 shoot.  Is it OK with you?"
 
 "It's more likely that they would fuck you, not you
 fuck them.  They're kind of dominating sometimes," he
 said, thinking of both models' aggressive
 personalities.
 
 Suzy giggled and began to squirm on the once-more erect
 prick.
 
 "I know they would.  Would you want to take pictures of
 it?"
 
 "Yes.  If you wouldn't mind."
 
 She was quiet, thinking apparently.  A minute later
 came the bombshell.
 
 "Could they use the big dildos and all the other
 things?"
 
 With that question, he came.  It was unexpected, as
 there had been no motion, just the gentle massaging of
 her  muscles and an occasional squirm of her hips.
 The white jets of  burst from his cock with
 surprising force, flooding her quim with cum.  She gave
 a soft squeal and hung on to him tightly, caught up in
 the throes of her own intense mini-climax.
 
 "Thank you again, *Mr. Walters*," she whispered.  She
 kept her  muscles clamped around his cock until it
 finally pulled free with a soft plop.  She unwrapped
 her legs from his waist.  Standing on her tiptoes in
 front of him, she kissed him tenderly.
 
 He looked down at her and asked, "I can talk to them
 and set it up.  But are you sure you want to use all
 those props?  Some of them are pretty big."
 
 "Yes"
 
 "Even the two headed ones?"
 
 She looked into his eye steadily.  "Yes."
 
 "May I ask why?  You don't need to do this for me."
 
 "I know.  But does it excite you?  Did the butt plug I
 had in my ass  turn you on last night?  Did it
 excite you to eat my pussy?"
 
 "Yes."
 
 "Question answered."  She paused, and then plunged on,
 revealing a little bit about her inner motives to both
 of them.  "It turns me on, too, but I didn't know that
 last night when I started.  I just wanted to tease you
 into fucking me.  But as soon as I had the plug up my
 ass, I knew I couldn't stop.  It was too exciting, too
 thrilling.  And I want to experience it with a  doing it to me."
 
 She hesitated.
 
 ".At least once."
 
 She gave him a quick hug and went into the bedroom to
 get dressed.
 
 ".or maybe twice." drifted back to him as he stood
 there with a shit-eating grin on his face.
 
 Chapter 17
 
 Elmer talked to Jane and Beth about Suzy's idea while
 Suzy got dressed.  Jane's eyes glittered with an
 excited twinkle as she considered and then accepted the
 proposition for both of them.  Beth said nothing, but
 the odd look in her eye did not bode well for Suzy.
 Elmer was pleased by Jane's reaction, but wanted to
 make sure they understood not to go too far.
 
 "Jane, Beth, I have asked Suzy to marry me.  I really
 love her and I don't want her injured.  This may  her, a lot.  Pain, but no permanent harm.  Is that
 understood?  This is her idea, and I must admit, I am
 more than a little aroused and pleased by her open
 nature in these things.  I want this to be a taste of
 the real thing, but don't go too far!  Who knows, if
 she likes it.?"  He ended with a shrug.
 
 Jane and Beth looked at him and then at each other.
 This bit of news tempered both of their intentions
 toward moderation.
 
 "Will you still be able to fuck us?" Beth asked.
 "After you're married, I mean," she added.
 
 "That will depend on Suzy," he answered.  "Suzy wants
 to have an open marriage.  She may even want to come
 along and fuck with us.  But you can be sure that if I
 can, I will.  You've got the second best asshole I've
 ever fucked!"
 
 Beth bridled at first at being second best, and then
 she softened.  She would want every other woman to be
 second best to her man, too.  And she could tell Elmer
 really meant it.
 
 "So she can fuck around with other women.  What about
 her getting it on with another man?" Jane asked
 quietly, getting to the real question.
 
 Elmer hesitated a long time.  He had never really
 thought about that, but it had been on his mind even
 before Suzy proposed her scheme.  He wanted to continue
 his policy of honesty, so he answered carefully.
 
 "If she wanted to, I would not object to it," he said
 carefully.  "I wouldn't like it, but I would not say
 anything to stop her."
 
 Suzy's heart was in her throat.  He loved her!  He
 really cared about her!  And he thought she had the
 best asshole he had ever fucked!  She made a note to
 ask him how many he actually had fucked.
 
 She had not intended to listen in, but she had been
 napping on the couch where they were talking.  She had
 come to wakefulness gradually and Beth's first question
 had captured her attention.  She had listened quietly
 with her heart full of love for this wonderful  that
 loved her.  She would do anything - and let him do
 anything - if it would keep her in his heart.
 
 She wasn't sure if she wanted to fuck other men.  She
 didn't know many and none she would consider letting
 poke around inside her.  Elmer would have to approve of
 any  she fucked before she did.  And, besides, if
 she really wanted to, she was positive she could
 convince him to let her.  But for right now, she would
 stick to women and Elmer.
 
 Jane took over the arrangements.  Her organizational
 skills came to the fore as she got swept up in the
 idea, not even noticing that Beth was withdrawing into
 herself.  She quickly located a nearby  perfect for
 their shoot.  She had found it on an earlier visit and
 thought it would be perfect for a kinky location.  A
 few phone calls and the place was theirs for the
 weekend.
 
 The preparations for the photo shoot progressed
 rapidly.  Suzy and Elmer took the photo equipment out
 to the  and got the sets and lights ready.  As she
 saw the sets and the equipment being readied, and knew
 she would soon be experiencing them, Suzy began to
 shiver in anticipation.  Every time she saw the rough
 ropes and  chains hanging from the ceiling, her
 thighs got damp with  juice that dripped down from
 her sopping pussy.
 
 Twice during the preparations, she needed `Mr. Walters'
 help.  Both times Elmer complied and fucked her to
 climax.  He seemed as insatiable as she.
 
 He was also visibly excited about the upcoming session,
 but concerned.  He kept asking her if she was sure she
 wanted to go through with it, until she grabbed him by
 the prick and threatened to rip it off if he asked her
 again.  They both knew she was kidding, but he stopped
 asking.
 
 Jane and Beth arrived with boxes and packages.  Beth
 was visibly subdued, as if she was not sure she wanted
 to do the session.  But Suzy caught her fingering
 herself in one of the  stalls and watched her work
 off her tension.
 
 "You don't have to do this, Beth, if you don't want
 to," Suzy told her.  "We can just do a normal girl/girl
 shoot."
 
 Beth froze.  Tears welled up in her eyes.  "I know.
 But I really do want to do this.  It's just, well, you
 know, I'm scared.  You should see some of the things
 Janey bought for me."  Tears rolled silently down her
 cheeks.  "I know it is going to  me, but I want it
 to if Janey wants it.  Do you understand?"
 
 Suzy went over and embraced the other girl.  Giving her
 a long hug, she felt the other  start to relax.
 Leaning her back against a bale of hay, Suzy dipped her
 face down into Beth's pussy.
 
 Looking up, Suzy asked, "May I help you?"
 
 Beth took her head in her hands and pulled her face
 toward her cunt.
 
 "Please.  Do me.  Please."
 
 She leaned back and allowed the eager   to
 relieve some of the fear and tensions which had been
 building during the day.  She could still control a
 relationship, she could still be aggressive.  Beth was
 amazed at the skill of Suzy's active tongue.
 
 "Have you done this before?" she asked her.
 
 Suzy freed her mouth and said, "Only to myself."
 
 The  that that painted in Beth's mind struck her
 as hilarious and made her burst out laughing.  She
 laughed so hard that she peed in Suzy's mouth.  Suzy's
 sputtering and spitting set her off on another bout of
 laughter.
 
 Suzy wasn't sure what was so funny, she was trying to
 do a good job eating her out.  And then she had peed
 into her mouth.  That was something she hadn't expected
 and decided she didn't like.  Maybe with Elmer it would
 be different.  He could direct his  all over her
 body if he wanted to.
 
 Beth's raucous laughter brought the other two running.
 When Beth related to Jane what Suzy had said, and then
 what she had done, Jane laughed along with her.  Not at
 Suzy, but at the image of her.
 
 Suzy buried her head in Elmer's shoulder during the
 telling of the tale.  When she got to the part about
 pissing in her mouth, her held her tight.
 
 "So, did you like that?" he asked.
 
 "Maybe if you did it to me I would," she answered.
 
 Mr. Walters rose up between them.
 
 "Oh, my.  Mr. Walters!" she exclaimed as she felt him
 swell up to full size.  She looked at Elmer.  "I'll do
 anything you want me to if it will make you happy.
 Anything, really.  Even that, if you want.  I love
 you," she said as she kissed him.
 
 "And I love you, too, Mr. Walters," she addressed to
 his cock as she sank down on her knees in front of him.
 Opening his pants, she pulled the hard flesh into the
 open.  She stroked it lightly up and down with her tiny
 fist, then took the head into her mouth.
 
 She seemed oblivious to the presence of the other two
 models.  Beth watched her give head for a few minutes
 and then kneeled down beside her.
 
 "Suck in the tip and twirl your tongue around it.' she
 instructed.  "Here, like this."  She took one of Suzy's
 fingers and demonstrated on it with her own mouth.
 
 Suzy copied the motion on Elmer's cock.
 
 "Now do this."
 
 Beth added a new technique and Suzy applied it to her
 efforts.
 
 "And now for the grand finale," Beth said and leaned
 over and whispered in Suzy's ear.
 
 Suzy looked at her as if to ask, "Really?"
 
 Beth nodded.
 
 Working Elmer's pants down to his ankles, she began to
 caress his balls with one hand.  Elmer's knees began to
 shake at this fondling.  Suzy held out her other hand
 and flipped Beth the `bird.'  Instead of being
 offended, Beth leaned forward and engulfed the entire
 finger in her mouth.  When she lifted her head, the
 finger was slick with saliva from the tip to the palm.
 
 Suzy took the wetted finger and slowly forced it up
 Elmer's clenching ass hole.  He gritted his teeth, but
 did not move away or complain.  Fully embedded, the
 heel of her hand supported his large balls.
 
 Sensing his orgasm approach, Suzy began to wiggle the
 embedded finger.  This prostate massage triggered a
 tremendous blast of  into her  mouth, bathing
 her tonsils with white, sticky fluid.
 
 Suzy swallowed quickly, making room for the second
 blast.  She swallowed again and again and again, not
 letting a drop escape.  She held the tip in her mouth
 until the engorged tool finally deflated.
 
 She looked up at him.
 
 "Well?" she asked.
 
 "The greatest, babe, the greatest."
 
 He looked over at Beth who was proudly watching her
 pupil.  He silently mouthed "Thank You" to her before
 adding to Suzy, "You should be.  You had the best
 teacher."
 
 Chapter 18
 
 The preparations for the shoot were complete except for
 the make-up and costumes, such as they are.  For the
 first part of the shoot, Suzy would work the second
 camera as Jane and Beth would do a session by
 themselves.
 
 After the icebreaker earlier, Beth seemed a lot more
 relaxed.  She was almost eager to get started.  The two
 models went into another area to put on their costumes.
 Elmer had finished their make up and was working on
 Suzy's.
 
 As he was finishing, Suzy pulled open her robe and
 rubbed her thatch of pubic hair.
 
 "I think I need a trim, don't you?" she asked
 teasingly.
 
 He grinned and rubbed it, too.  "I don't know.  Well,
 yeah, maybe, I guess so."
 
 She scooted forward and splayed her legs wide open as
 he rubbed her vulva.
 
 "Shave it all off this time," she told him.  "I want to
 try that, too."
 
 He grinned and proceeded to shave her  bare.
 Rather than use the razor, he picked up a slim vibrator
 and held it up for her to see.
 
 "Shall I use this instead of the razor?"  It's much
 more efficient," he said with a grin.
 
 "HHHHMMMMMMmmmm" she sighed as he inserted it into her
 pussy and turned it on.  "You're right.  This is much
 better, lover."
 
 When he was finished, she made him leave it in.  She
 put on a pair of tight  to hold it in place.
 That and a short robe that gaped open in front were all
 she wore to shoot the first part of the session.  As he
 watched her get the  gear together he noticed she
 would occasionally stop and shudder lightly.  He
 grinned.  She was happy.
 
 "TADA!"
 
 They both turned at the entrance of the two models.
 Suzy caught her breath, and Elmer gave a low whistle.
 He looked at Suzy.  She was staring in a gleeful manner
 at their attire with a gleam in her eye that he had
 begun to associate with sexual abandon.
 
 He turned back to the models.  Jane was definitely in
 charge here.  As is common with dominatrix' attire, it
 was black leather.  Not much of it, but what there was,
 was black leather.
 
 One strap ran around the back of her neck, down around
 the outsides of her breasts, pulling them in towards
 each other.  The strap continued down over her flat
 stomach and then coming together to run between her
 legs.  It passed through to the back, looped around her
 buttocks to attach to the straps in front of her navel.
 Another strap passed under her  and around her
 back.  This strap attached to the straps going down the
 sides of her tits.  By cinching the cross strap tight,
 Jane's  were lifted and pulled together.
 
 The top half of her face was covered in a tight mask.
 Her  hair was pulled into a ponytail that bounced
 saucily behind her every step she made.  Long black
 gloves and black thigh high boots with high - make that
 very high - heels completed her ensemble.  Except for
 the riding crop in her hand.
 
 Beth was also in a bizarre costume.  She was perilously
 walking on extremely high heels.  Thigh-high mesh net
 stockings were the only recognizable articles she wore.
 
 A twin pair of bars bracketed her tits.  Each end was
 held together by a long bolt and wing nut.  The bars
 could be tightened together, mashing the flesh in
 between them.  Looking closer, Elmer could see that
 there were sharp teeth and pins along the squeezing
 edges of each bar.  The pins were imbedded into the
 soft flesh, preventing the apparatus from slipping off.
 The sharp teeth were arranged with their points
 directly opposed to each other.  This not only squeezed
 the flesh, but threatened to severely puncture it as
 well.
 
 Beth's arms were bound behind her in a long sleeve.
 The sleeve was laced tight, pulling her elbows
 together.
 
 Her head was completely enclosed in a  black latex
 hood.  The only  was for her nostrils.  She could
 not see or hear.
 
 She was being led by a leash attached to a chain.  The
 chain was not around her neck but each end was attached
 to a clamp firmly attached to each nipple.
 
 Elmer had his  going, circling around both of the
 women.  He looked up and saw Suzy was filming as well.
 He grinned.  She really was a natural with film and
 cameras.
 
 Julie led Beth to the center of the makeshift set.  In
 a showman-like way she strutted around the bound girl,
 flicking the riding crop against her boots, making a
 slapping sound.
 
 She stopped behind Beth and drew the tip of the crop up
 between Beth's ass cheeks.  Beth jumped in fright at
 the sudden touch.
 
 Jane touched the insides of Beth's thighs, tapping
 insistently until Beth had spread her feet wide.  The
 heels on her shoes made her position perilous to any
 sudden movement.
 
 A sudden flick sent the crop stinging across the soft
 flesh of her inner thigh.
 
 Her body stiffened at the pain.  Another flick and then
 another, each dangerously close to her cunt.  Jane was
 terrorizing the girl.
 
 A change of target made the stiff crop slam into Beth's
 creamy white ass.  A long  stripe grew up to mark
 the stinging flesh.  Beth began to fidget on her heels.
 
 Suzy had moved around front of Beth and was filming her
 from that angle.  She had noticed that the fluid
 discharge from Beth's  increased with every
 strike.  She filmed the quivers of the compressed
 breasts, wondering at the feeling of the device.  Maybe
 Elmer would try that on her sometime.  She would have
 to ask Julie for it later.
 
 The session continued for some time, each lash leaving
 a  inflamed stripe on Beth's flesh.  Elmer knew they
 would have to edit that out of the next scene.  Maybe
 her costume would cover it up.
 
 Finally Jane put the lash down and began to eat out her
 lover.  Suzy went over to them and began to unbind
 Beth.  First she pulled her hood off and discovered she
 had a huge dildo stuffed in her mouth as a gag.  Beth
 had been crying from the pain and pleasure.
 
 Next came the sleeve.  Beth flexed her arms to get the
 circulation back in them.
 
 When Suzy move to remove the tit press, Beth shook her
 head "No".  Suzy understood and left it on her.
 
 Beth began to pant harder and finally came in Jane's
 voracious mouth.
 
 Pulling Jane up, Beth captured her lover's head and
 gave her a kiss on the lips.  Hard.
 
 "OK, bitch, did that get it out of your system?"
 
 Jane thought a moment. "No."
 
 "Good.  Now take this thing off.  Slowly, please."
 
 Chapter 19
 
 A couple of hours later they were ready for the next
 scene.  The  stripes on Beth's creamy white skin had
 lessened and Elmer had been able to use body make-up to
 cover the worst of them up.
 
 Suzy had squealed when she saw her costume.  It was a
 white satin sheath that fit her like a second skin.
 The waist was nipped in tight.  The material molded to
 her hard  body and it seemed like every hair was
 visible.  Her nipples poked through clearly and the
 rouge Elmer had put on them made them show clearly
 through the fabric.
 
 Her back was completely bare, as were her arms.  Two
 thin straps tied behind her neck and held up the front
 of the dress.  The skirt was slit up to her crotch and
 showed the full length of her shapely thighs when she
 walked.  Four-inch heels completed her elegant outfit
 along with a string of black pearls circling her neck.
 She was a vision.
 
 For the scene, Suzy was to wear a black satin cape over
 the dress.  Pretending to be lost and with her car
 broken down, she was to impose on the kindness of the
 two women whose house she happened upon.  After a short
 conversation and a drink, she was to go limp as if
 drugged.
 
 Suzy played her part to the hilt.  She entered on cue
 and Jane and Beth pretended to invite her warmly into
 the house and begin to engage her in conversation.  She
 took off her wrap and Elmer admired her beauty.  Suzy
 seemed to feed off the  and it was good to her.
 
 She was offered a drink and accepted it.  She drank it
 with a flourish and asked for a refill.  As she was
 walking toward the bar where Beth was standing, Suzy
 suddenly crumpled to the floor.  It was worth an
 Academy Award to see it.
 
 Beth and Jane went to work immediately.  They dragged
 Suzy to a door that led to another set.  This was the
 dungeon.
 
 The first piece of equipment they took her to was a
 simple hoist.  They fastened her hands to the ends of a
 three-foot bar with strong leather cuffs.  A center
 rope lifted the bar up.  Suzy was lifted up so that her
 toes were just off the ground.  She spun around lazily.
 
 Still pretending to be semi-conscious, she let her head
 roll on her chest.  She did not protest when Jane
 directed Beth to take a sharp knife and cut her dress
 from her.  She only began to moan when Beth inserted
 the hilt of the knife into her  and twisted it
 around.
 
 Jane had picked up a new implement of pain to use.  She
 circled the dangling  and shivered in anticipation
 of the rush she would feel.  She didn't know why, but
 being dominant, inflicting pain, humiliating first Beth
 and now this  piece of  made her blood run
 fast and her  to flow freely.  It wasn't like this
 all the time, just some times.  Other times she liked
 `normal' sex.
 
 But now, now she had tender white flesh to mutilate and
 deface.  She had a snot nosed little  to initiate
 into the sisterhood of pain.
 
 It was like a  film lowered over her brain.  She
 wasn't in a rage, just on autopilot.
 
 Her arm flicked out and the cat-o-nine tails curled
 around the smooth flesh of her victim.  Suzy shrieked
 as the nine knots in the ends raised ugly  knots
 where they landed.
 
 "JANE!." shouted Elmer.  "Stop!"
 
 "No.  Let her go on.  I'm OK," Suzy assured him.
 
 Elmer glared at Jane as he picked his  back up
 and continued filming.  Jane was still in a haze and
 stepped right back up to the plate and started
 swinging.
 
 The welts and knots from the lashes covered Suzy's
 body.  She went hoarse from screaming, but underneath
 the pain she was aware that the lashes weren't really
 that hard.  Jane was very methodically lashing her
 entire body from her fingers to her toes, avoiding her
 face,  and cunt.  She shuddered to think what
 she had planned for those last two areas
 
 At last she was lowered to her feet.  It did not take
 much acting to pretend to be limp.  Jane and Beth
 dragged her over to a low bar.  Beth spread her feet
 apart and fastened them to the floor in front of the
 bar.  Suzy was then pushed backward over the bar so
 that it caught her in the lower back.  Her hands were
 pulled tight over her head and tied to the floor.  She
 was bowed over the bar, her  totally exposed and
 pointing proudly upward.
 
 Her  was wide open and exposed.  Suzy was in for a
 hard time and she knew it.  She also couldn't wait.
 
 As she was tying her hands, Beth whispered to her, "You
 don't have to do this.  Why don't you quit now?"
 
 Suzy pointed with her chin at Elmer.  "Look at `Mr.
 Walters.'  It excites him.  I would do anything to make
 him happy."
 
 Elmer was filming with one hand and jerking off with
 the other.  She thought it looked kind of silly,
 really.  Nine juicy holes to suck, fuck or cornhole,
 six soft feminine hands willing to stoke him, and he
 was choking his own chicken.
 
 Suzy paused.  "Besides, it kind of turns me on, too."
 She looked at Beth.  "Does that make me weird?"
 
 Beth laughed softly.  "You're asking *me* that?  Look
 at these," as she lifted her swollen and inflamed tits,
 still dotted with little flecks of blood from the pin
 punctures.  "I loved this!"  She looked over at Jane.
 "From her," she added.
 
 "For him," Suzy said softly, echoing Beth's sentiment.
 
 Jane called Beth over to her.  She held out a three-
 pronged strapped device up and told her to open her
 mouth.  She inserted the shorter leg into Beth's mouth
 and strapped the device firmly into place.  Beth looked
 like she had two huge penises growing from her mouth.
 The twin shafts curved upwards slightly and ended in
 large mushroom-shaped heads.
 
 Jane pulled Beth over to stand between the feet of
 Suzy.  She took a hold of the twin prongs and guided
 them into Suzy's open and defenseless  and asshole.
 
 "Fuck her good, Slave," she commended.
 
 Beth began to saw back and forth.  She was going to get
 tired fast.  The motion was very awkward.
 
 Jane went around to the bowed girl's head.  She reached
 down and grabbed a shank of hair.  Lifting Suzy's head,
 she jammed it between her thighs so that Suzy's mouth
 was up against Jane's pussy.  She squeezed her legs
 together to hold the mouth firmly in place.
 
 A flick of her wrist brought the stiff leather riding
 crop flashing down on Suzy's breasts.  The acute scream
 she let out was muffled in Jane's hairless cunt.
 Another flick brought another muffled scream.
 
 Only Beth could see the true effects of the lashes.
 Each time her  were punished, Suzy would gush  juice.  She redoubled her efforts with the probing
 shafts.  Suzy seemed to respond by trying to wiggle
 herself on the prongs as best she could.
 
 Jane was really punishing the resilient mounds.  The
 perky nipples came in for special attention.  They were
 battered from the top and sides, but each attack
 brought a defiant response.  They just stood up taller,
 got puffier, redder and more sensitive.
 
 Jane finally began to shake.  Her thighs tightened even
 tighter on Suzy's head.  Her aim wandered and she
 struck Suzy's taut abdomen with the last half-hearted
 blows.  She came so hard that she actually passed out
 for a while, crumpling to the floor in a twitching
 heap.
 
 Beth, seeing Jane swoon, leapt to her side.  She
 cradled her lover's head on her thighs as she struggled
 with the dildo's straps.  Finally freeing herself, she
 began to gently kiss and caress her lover, crooning to
 her softly.
 
 Chapter 20
 
 Elmer dropped his  and went over to Suzy.  He
 quickly untied her hands and started to move to her
 feet.  He stopped as her hands grabbed his legs and
 pulled his groin toward her face.
 
 She grinned upside down at him as she awkwardly undid
 his pants and freed his still rock-hard cock.  She
 swiped along the underside of his prick with her
 tongue, ending by taking both of his balls into her
 mouth and  on them.  She rolled them gently
 around and around.
 
 Pulling him away she tipped her head all the way back.
 Slowly she engulfed the head of his cock in her mouth
 and swallowed it until it bumped the back of her
 throat.  She  for a while and then spit him out.
 
 "Elmer, did you enjoy the show?" she asked, staring
 straight at the evidence in front of her nose.
 
 "Uh-huh"
 
 "Pick up the whip."  It was nestled securely between
 her  where Jane had dropped it.
 
 He did.
 
 "Beat me until you come," she said.  Then, "Please?  As
 hard as you want."
 
 In answer he swatted at her stomach.
 
 "OOOHHH YES!  Harder, lover.  On my titties!"
 
 Elmer swatted the whip harder, and she squealed in pain
 and ecstasy.  She opened her mouth again and recaptured
 his cock.  This time she kept the shaft in her mouth
 and swallowed.  When the head bumped into the tonsils,
 she relaxed her throat and swallowed again.  The large
 tip slipped easily down her throat in the position she
 was in.  It slipped all the way down until her nose
 knocked into his hairy sac.
 
 Grabbing onto his hips, she urged him to move back and
 forth, fucking her face, jamming his cock down her
 throat.  He continued to lash her breasts, with each
 stroke becoming bolder and more confident that he was
 not injuring her.  The whipping stirred his blood.
 Along with the incredible feeling of her deep-throating
 action on his prick, he was not going to last a long
 time.
 
 With his blood boiling, he shifted the aim of the whip.
 Her splayed thighs were too tempting and he aimed a
 hard slash in between them.  The crop landed perfectly
 and  right down between her  lips.
 
 Suzy jammed his cock deep into her throat and  it
 for all she was worth.  The second well-placed stroke
 renewed her efforts and she was rewarded with a flood
 of  in her throat.  She continued to suck until he
 deflated, even though she could not breathe.  The
 feeling of him in total control of her was exhilarating
 to her.  She held on to his cock as long as possible.
 
 Finally, he pulled free of her and released her feet.
 He helped her up and held her in his arms.  She
 snuggled in and cried softly.
 
 Looking up at him after she had settled down, she
 asked, "Well?  How was I?"
 
 He held her tight and whispered to her ear alone,
 "Amazing.  Absolutely amazing."
 
 *-*-*-*-*-*-*-*-*-*-*
 
 Prologue
 
 The catalogue came out two weeks later.  No one in the
 Ad department wanted a thing to do with it and let the
 entire corporate ladder know that this was Elmer
 Walter's project.  When the catalogue was a smashing
 success, the suits couldn't scramble fast enough.
 
 The sales of the department store lingerie went through
 the roof.  Not surprisingly, most of the sales were to
 men.  Jane and Beth were minor celebrities in the
 store, and a major hit with their husbands (Beth had
 finally gotten married).  No one knew the identity of
 the other models, although the  who observed closely
 suspected that there were only three models: Jane, Beth
 and another one with a fantastic body.
 
 The sales had gone so well that the store was able to
 expand from the local area to a regional presence, then
 to the state level and finally the national level.
 Stores were popping up all over the nation, mostly on
 the basis of Suzy's modeling.  Riding the wave of the
 newer sexier fashions, the store became very
 successful.
 
 Suzy and Elmer had stayed out of the limelight as much
 as they could.  Her aunt didn't even notice when she
 moved out of the garage apartment and eloped with
 Elmer.  It was also not surprising when mean  Mrs.
 Silver died alone, rotting for a week in her big  house before the cleaning lady had the police break in
 to her bedroom.  A search of the will and important
 papers revealed that the store and all her possessions
 would go to her surviving relative(s), if any.
 
 After an exhaustive search by the lawyers, Suzy was the
 only living relative found.  Suddenly, she and Elmer
 owned the booming department store chain.  Jane and
 Beth were immediately given substantial promotions that
 kept them in close proximity to both Elmer and Suzy.
 
 Suzy came up with the idea to open a chain of novelty
 stores.  "Sexy Suzy" stores popped up as fast as
 mushrooms in the forest after a rain.  Everyone got to
 model for the new line of clothing, restraints, whips,
 and plastic ware.  Elmer got to put his eleven-inch
 prick on display, Beth and Jane got to  and role
 play as much as they needed.  Suzy even got to get
 revenge on Jane when Jane agreed to be tied over a
 Swedish horse.  The frenzied `69' after that session
 buried all animosity between the two.  Suzy's motto of
 not just showing the item but demonstrating it in use
 led to a huge market in  sales as well.  There was
 a constant need for new models and Elmer was seeing
 several today, by himself.
 
 Elmer sat alone in the big office.  Suzy had had to go
 to some funeral on her mother's side of the family.
 She had been due back last night but had called to say
 she would be delayed.  He missed her and he was horny.
 A timid knock on the door passed his notice.  A second
 knock elicited a gruff, "Come in."
 
 A timid, shy  kind of sneaked into the room, barely
 opening the door wide enough to get in.  She stood
 staring down at her sensible, but worn, shoes.  Elmer
 was dumbfounded.  It was deja vu - all over again.
 Except for the dirty  hair, the  was the
 carbon image of his Suzy.  He was still staring at her
 with his mouth open, when he heard a soft whisper
 behind him.
 
 "I see you've met my step-niece.  Do you think `Mr.
 Walters' would like to get to know her better?  I can
 think of several projects for her to work on around
 here.  Can't you?"
 
 He reached up and caressed her silky cheek.  "I think
 `Mr. Walters' just wants to stay at home.  Forever.  I
 think  Mr. Bascome could use someone of her
 talents, though, don't you think?"
 
 Suzy melted at his admission of commitment to her and
 her alone.  She had seen  Todd and his `Mr.
 Bascome' in action at some of the photo sessions and
 thought the new staff photographer was an excellent
 choice.  Her step-niece was in for a wonderful surprise
 when she finally came face to face with that hard piece
 of cock.  If she wanted to, of course.
 
 "I agree"
 
 Elmer leaned back in his chair and took his  onto
 his lap.  Life was good.
 
 =-=-=-=-=-=-=-=-=-=-=-
 
 End of
 I hope you enjoyed it....    :)
 
 All my published works are archived and can be read or
 downloaded free.  The archive is located at:
 
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