A Change of Plans

Leilah's cup of coffee sat on the small table before her next to an opened book. She had already read the page three times and had given up on it. Her mind was just not into the romantic novel. The small coffeehouse was nearly empty this early in the morning and she usually enjoyed being the only customer.

Today; however, Leilah's mood was black. She had been planning this day all month. Her husband was out of town and her son away for the weekend with friends. She had been coming here regularly and had caught the eye of a dark haired waiter. They had talked a lot and joked around about having sex on several occasions and lately their conversations had become so thick with innuendo and double entendre that she had decided to do something about it. She had planned on meeting him here today and when he made his usual joking pickup line, she was going to take him up on it. One could never be positive, but she suspected he would be more than happy to take her to the hotel down the street and spend the day fucking her brains out. She had been fantasizing about it for the last two weeks and she was so horny she didn't know what to do.

Leilah was happily married, but she had a great love of sex and her poor husband could not satisfy it. She was very discreet, but enjoyed sex with younger men and the odd fling with the right woman. She was older now, but still attractive, and her large tits never failed to catch the interest of men and women alike. Today she wore a black scoop neck sweater with rhinestones. It was tight across her bust and cut low enough that an observer could just see the top of her pink push up bra. She had made an early appointment at the salon and her hair was freshly colored and styled. She had taken extra care with her make up and chosen her fashionable black jeans. And all for nothing, she thought bitterly.

It turned out that Rob, her planned companion for the day, had taken the weekend off to go to some concert at Jones Beach. She had toyed with the idea of driving up, but she didn't have a ticket, was unlikely to find him in such a crowd, and even if she did she wouldn't have time to seduce him and get back home in time for her husband's traditional late call, not to mention she hadn't driven anywhere in quite a while.

She took a sip of her coffee to find it had gotten cold and tasted awful. That's the last straw, she thought. She slammed her book closed, tossed a dollar on the table and started to rise when she saw a woman walking into the cafe part of the shop. The woman's auburn hair was thick and long, and she wore it over her left shoulder, held by a black bow. Leilah really liked a woman with a full head of hair and she eased back into her seat. It was a long shot, but maybe today wouldn't be wasted after all. She had nothing else to do, so she decided to take a few minutes and see what would happen, if anything.

She watched the woman get a cup of coffee and take a seat at a small corner table. The redhead was dressed in a jade green business dress and was out of place among the Beatniks and Goths who usually frequented the place. Leilah racked her brain, but the closest place this woman could have come from was an office building that was several blocks away. She glanced at her watch, wondering if maybe she had lost track of time, but it was still too early for lunch. The woman's face was pretty and she had nice legs and a good figure. Her chest was large for her size, which Leilah found exciting.

Leilah was still staring at her when the woman looked up. Their eyes met and held for a long time, before the redhead smiled shyly and blushed. She quickly looked back down at her book, but Leilah kept her eyes on the woman and was rewarded furtive glances the attractive woman threw her way.

Very interesting, she thought, but how to proceed from here? Leilah enjoyed both being seduced and pursuing someone. In this case she realized she would have to make the moves. First, because she didn't have time to get to know the woman and let her make the first move. Second, because the shy smile and quiet demeanor led her to believe that this woman never would make the first move on anyone. That brings me back to what to do now, she thought.

Leilah put her own book in her bag and sauntered towards the bookstore part of the shop. Her route carried her close to the woman's table. The woman glanced up as she approached and Leilah felt a thrill when she realized the redhead's eyes were glued to her breasts. She changed her course and moved to the side of the table opposite the woman. Leilah leaned on the table; purposefully keeping her arms below her ample breasts, she knew at this angle the girl would have a magnificent view of her cleavage. Leilah had planned to make some comment on the book the woman was reading, but the way the girl's green eyes were drinking in her breasts gave her a better idea.

"Hi, my name's Leilah,"

"Umm... Hello, Rachel, nice to meet you" she said in a quiet voice. She tried to return her eyes to her book, but they just kept rising to Leilah's chest.

"I haven't seen you here before,"

"No, I am not from around here. My car broke down on the parkway and I had to get it towed, the attendant at the garage said I could relax here while he worked on it,"

"So you are stuck here all day?"

"I'm afraid so," she said with a pretty smile.

"So you just going to read and drink coffee all day?"

"I don't see that I have much choice. There isn't anything else to do around here, according to the mechanic"

"I have a suggestion," Leilah said lowering her voice.

"Yes?" she replied.

Leilah dipped her thumbs into the sweater's neck line and pulled it down to reveal most of the huge expanse of delicate pink satin of her bra cups. The woman's eyes got as big as saucers and she licked her lips nervously.

"We can go get a room at the Holiday Inn down the street and you can spend the day sucking on these instead," Leilah whispered seductively.

The woman glanced nervously about and Leilah was afraid she might have overplayed her hand. She watched as the woman blushed furiously and then nodded. The redhead closed her book and rose to follow Leilah out of the shop and down the street. Leilah was surprised at her own boldness, but happy with the outcome. Rachel had full and apparently soft lips and imagining them on her breasts sent a shiver through the married woman.

Leilah was mostly straight; her bisexual leanings were predominantly centered on her love of breast play. Leilah had large, sensitive breasts and she adored having them worshiped. She had discovered that women seemed to give them more of the attention she loved quite by accident, but since then she went after women when she really wanted to have hers adored. The way this girl had stared at them left her feeling like she was in for a real treat today and she quickened her pace.

She led the way down the street one eye on traffic and the other on her companion's tits. Leilah not only loved having her breasts played with, but she loved to play with another woman's as well. Rachel's swayed under the jacket she wore and seemed to be full and heavy. Leilah was pretty sure they were large, but with all today's contrivances you couldn't tell sometimes. Rachel seemed nervous and unsure of what she was doing and Leilah was glad there was a lounge in the hotel, a drink or two might be just the thing to loosen her up.

Leilah was very hot, but she was still very cautious and discreet. She explained to the man behind the counter that she and her friend had broken down, they wanted a room with two beds so they could sleep while the car was being repaired, and they did not wish to be disturbed unless the garage called. He was sympathetic and gave them a room on the back of the building where it was quiet. He accepted cash without the slightest hesitation and gave them both an electronic key card for room 105.

Leilah led the way into the small and darkened lounge. She selected a booth in back where they were totally out of the bartender's sight. There were only three other people in the lounge at this hour. One man looked to be a business traveler and was nearly asleep at his table. The other two looked like locals, they were drinking beer and playing powerball. Both of them watched her and Rachel until they were seated and then returned their attention to the game, only occasionally glancing towards the booth and the two women.

"Do you drink?" Leilah asked.

"Sometimes,"

"What would you like?"

"Long Island Iced tea, please,"

Leilah got them both drinks and returned to the booth. The more she was around this small woman the more she wanted her. Leilah realized the girl wasn't really that much smaller than she was, perhaps less than an inch shorter, but she carried herself in such a way that she seemed tiny. Leilah made small talk and let Rachel sip her drink and relax. It wasn't long before the woman's blue eyes returned to Leilah's bust.

The adoring, almost reverent expression on her face, sent Leilah's blood racing. She moved closer to the petite woman, until their hips were touching, the whole while acting as if she were trying to get a better view of the television over the bar.

"That's better."

"Can you see now?" Rachel asked. Leilah turned slightly and the outside of her breast pressed against the outside of Rachel's. The girl's eyes shot instantly to Leilah's neckline.

"I was making sure you could," Leilah said and smirked when the girl's face went crimson. Even when blushing Rachel could not seem to tear her eyes away from Leilah's chest.

"You like these don't you?" Leilah said as she moved her upper body causing her heavy breasts to sway.

Rachel could only nod and take a large gulp of her drink. She looked as if she was aching to just touch them and Leilah glanced around the room. The businessman had left, and the two locals were now watching sports center.

"Want to go someplace more private?"

"Yes, I would."

Leilah nodded, tossed a tip on the table and led the way around to the back of the hotel and room 105. The hotel room was furnished in typical style. Two large beds with ugly green comforters, two nightstands, two dressers, beige walls and green carpet made it seem very ordinary, but Leilah was too excited to admire the decor. Her entire attention was focused on the redhead who was standing in front of her. Rachel had her back to Leilah and was surveying the room. Leilah moved closer and wrapped her arms around the woman's waist, pulling her close she gently nuzzled the soft skin of her neck.

Rachel started at her touch, but moaned softly and relaxed in her arms. Her skin was soft and she smelled faintly of strawberries. Leilah continued to nuzzle her neck and brush her lips over the sensitive skin while her hands slowly slid under the jacket. Leilah was pleasantly surprised to find that the blouse underneath was silk, her fingers moved ever upward until they encountered the domes of the girl's breasts. Leilah could feel the material of her bra under the blouse, it was heavy, but judging by the way the blouse slid over it, it was satin. She gently nibbled on the redhead's shoulder where it joined her neck while spreading her fingers to cup her breasts. The jacket restricted her movements somewhat, but she easily found the rapidly hardening nipples with her palms.

"Why don't we get you a little more comfortable?" she whispered in the girl's ear. Rachel nodded but made no effort at all to undress so Leilah reluctantly released her breasts and slipped her hands out from under the jacket. The three black buttons gave easily and as she pulled the jacket back Rachel let her arms reach back so it would slide off easily. The redhead's blouse was a cream color, Leilah noticed as she tossed the jacket onto the nearest bed and transparent enough to see the straps of her bra through. Rachel turned to face her before the married woman could get her arms back around her.

Leilah stood and watched, wanting to know what the smaller woman would do. Rachel's nipples were hard, making small tents in the creamy fabric of her blouse. The brief contact had caused Leilah's own nipples to harden and she noticed that there were similar tents in the fabric of her sweater. The redhead stepped hesitantly forward, her eyes glued to Leilah's chest. She started to reach out, but her hands hesitated and then withdrew.

"It's all right baby, go ahead," Leilah coaxed. The girl's hand moved out again, and her fingertips brushed Leilah's sides. The contact was so soft the married woman could barely feel it, but in the state she was in it still felt wonderful.

"Mmmmmmmm, that's nice."

That little bit seemed to put the girl over the top, her fingers became bolder, stroking up Leilah's sides and then brushing the outsides of her large breasts. Leilah felt herself shiver, the woman's touch was incredibly gentle. Leilah reached out and gently stroked Rachel's arms. Leilah delighted in the silken texture and found the contrast between her olive fingertips and the girls pale arms highly erotic. She moved closer and the girl's arms slipped around her waist, while her own moved up to Rachel's shoulders. They were standing close now and their breasts were so close a deep breath on either of their parts would have brought contact. Leilah traced her fingertips along the girl's shoulders and then behind her neck where she applied a gentle pressure.

Rachel moved against her then, pressing her breasts into Leilah's and causing a wonderful sensation to shoot through her. She could feel the shorter woman's hard nipples pressing against the undersides of her own breasts and wished there was not so much cloth between them. Rachel looked up expectantly and Leilah dipped her head to bring their lips together. Rachel's lips were as soft as they looked and parted when Leilah thrust her tongue out. Her mouth was warm and wet and tasted of coke-a-cola. Leilah probed and explored with her tongue, while the smaller woman's tongue slipped back and forth over her own.

Leilah let her hands slide down to the girl's ass and gently squeezed the soft globes of flesh. Her fingers explored a bit and then she moved along the waist of the jade skirt. When she felt the cool metal of the zipper she eased it down. Rachel's hands were busy as well, stroking Leilah's back and shoulders. The skirt slid down, caught for a moment on her garters and then fell to the floor around her feet. Leilah's hands returned to the girl's ass, with the skirt out of the way she could feel the heat radiating through the soft, silky material of her companion's panties. Leilah also felt the lace of Rachel's garterbelt on her wrists, she longed to take a look, but wasn't about to break the sensuous kiss.

Leilah took a step forward, the motion broke the contact of their lips, but Rachel moved her head forward and captured Leilah's lower lip gently between her teeth. A stab of white-hot pleasure shot through Leilah's system when she felt the girl's tongue swirl over the captured lip. Leilah forced her own tongue against Rachel's lips and the kiss was reestablished when the redhead released Leilah's lip and sucked the larger woman's tongue back into her mouth. Leilah took another tiny step, but this time the girl seemed to know what she wanted and allowed herself to be maneuvered to the edge of the bed. Their tongues continued to swirl around one another producing warm feelings in Leilah's belly. The girl's calves were pressed back against the bed now, but she seemed oblivious of it and continued to suck and lick at Leilah's tongue.

Leilah gave Rachel a gentle push and she sat heavily on the bed. The married woman smiled and stepped back so she could get a good look at Rachel. The smaller woman's legs were indeed beautiful, encased in sheer black stockings with lace at the tops. Her garterbelt was green satin, trimmed in a fine black lace and green French cut panties covered her mound. These were damp and clung to the woman's vulva making it seem very prominent.

Leilah caught the hem of her sweater and tugged it over her head, tossing it in the general direction of the other bed where she had thrown Rachel's jacket. The redhead's breath caught in her throat with an audible gasp when Leilah's large breasts, covered only by the pink satin bra were revealed. The married woman smiled, moved to the edge of the bed and placed a knee on one side of the smaller woman. When Leilah leaned forward to put her other knee on the bed, Rachel fell onto her back, allowing Leilah to straddle her hips.

Leilah's hands ended up on the bed, one above each of Rachel's shoulders. She had a perfect view of her companions face and the absolutely rapt expression on it. Rachel's hands tentatively moved to Leilah's breasts, gently tracing along the outsides of them with just her fingertips. The contact was electric, gentle but sensuous and it fueled Leilah's lust. She wanted to rip off her bra and feel those small hands on her bare skin, but refrained. Leilah had the feeling this could be an encounter she would long remember, if she could just be patient. Rachel's gentle touch and obvious love of her tits could mean a lot of pleasure, if she didn't let her hormones run away with her and ruin the mood.

Leilah's affairs were usually spontaneous things and she always felt the underlying urgency in them to do the deed, escape and avoid being caught. This time she had planned it carefully and although this was not the person she had hoped to be with, she did have the whole day. Something told her that she would be glad of it, for the smaller woman seemed to be the type who would take a lot of time.

Rachel's hands slid under her breasts and gently hefted them, apparently reveling in their size and weight. When she gently squeezed them with both hands Leilah gasped in delight. Those small gentle hands began to knead her breasts through her bra and Leilah felt herself begin to get wet. She removed one hand from the bed and caught the hem of Rachel's blouse, she tugged it up until it was bunched around the smaller woman's neck. Rachel's hands and eyes never left her breasts, and Leilah had trouble taking hers off the girls face. She had a faraway expression that was wistful and at the same time captivating.

When she finally did manage to take her eyes of the girl's face she wasn't sorry. Rachel's breasts were full and round, sculpted into twin domes by the jade green satin of her bra. Her skin was milky white and the green set it off beautifully with her auburn hair and blue eyes. Leilah wanted to reach down and touch them, but the smaller woman's hands were in the way so she closed her eyes and concentrated on the sensation instead.

The redhead's hands continued to gently squeeze the tender flesh of her tits. At first she would work deeply into them and then just lightly squeeze. Her hands slipped slowly around the outsides, to the tops of Leilah's breasts and when the older woman felt the warm, bare flesh of her younger lover she shivered. Rachel's hands slid slowly down the slopes of her tits, until the heels of her hands raked across Leilah's sensitive nipples. The hard buttons felt as if they jumped and Leilah gasped. Rachel settled her palms over Leilah's aching nipples, making tiny pockets in each palm and when she squeezed this time it felt to Leilah like her nipples were being pulled from all sides at once. The younger woman continued to gently squeeze and Leilah thought she might come right there, it felt almost as if tiny, satiny mouths were sucking her nipples.

Leilah lifted one hand from the bed and guided it between their bodies, until she could cup her pussy through her jeans. She rubbed herself through her jeans, while Rachel continued to massage her breasts. The girl's hands were still moving slowly and sensuously, the caresses loving, but not urgent. In contrast, Leilah's hand worked fast and hard, almost demanding that she move this along despite her intentions. Leilah was caught in a whirlwind of competing needs and desires. The long month of anticipation had driven her to the edge and she wanted release, but the girl's soft hands, gentle touch and loving demeanor made her want to take her time. Leilah felt the tightening in her belly, the tensing of the muscles in her thighs and ass. She knew she had to stop this instant or she was going to explode.

The girl seemed to sense her need and her indecision, and solved the dilemma for the older woman. She craned her neck up and removed her hand from Leilah's left breast. Before Leilah could comprehend what she was doing the redhead's lips captured her aching nipple and her tongue lashed it through her bra. It was not so much the change in sensation as it was the visual stimulation that sent Leilah into her orgasm. The girl's soft face, pursed lips and the hollowing of her cheeks as she sucked were incredibly erotic and it was too much. Leilah sighed through her orgasm, reveling in each delightful contraction in her belly and its accompanying wave of pleasure.

Leilah felt her knees get weak and her arms give out, she collapsed on the smaller woman. The girl made no protest, nor did she even attempt to move. Throughout Leilah's orgasm and through the aftershocks she continued to suckle one of Leilah's tits and massage the other. Leilah was still enjoying the after effects of her orgasm, when she became aware of the sensations as separate entities again. Her right nipple was stiff and aching, sending jagged little shocks of pleasure into her system as the girl continued to knead it. Her left nipple was sending shocks as well, but of a different nature.

By now the satin of her bra was very wet, and the girl's tongue was sliding back and forth over the slick material. Her nipple was directly under that tongue and it felt exquisite, so pleasurable it was almost painful.

"Mmmmmm, switch beautiful, this one is feeling neglected," Leilah purred as she raised her self on her elbows.

The girl did not hesitate, but moved her head to Leilah's right breast and her hand to the nipple she had just abandoned. While her finger lightly circled the hard nipple in its damp prison of satin, her mouth and tongue began to work on the other. Leilah twisted her hand to place it on the crotch of Rachel's panties. She was amazed to find them soaking and sticky. Rachel groaned around the nipple in her mouth.

Leilah was a little shocked to find her so wet. It took a few moments for her to realize the little vixen was getting off on just playing with her breasts. Leilah forced the two middle fingers of her hand into the wet furrow and began to stroke. The girl gasped, but did not let Leilah's nipple escape her mouth.

"You like my tits don't you?"

The girl nodded slightly, but made no sound. Her eyes were closed and she seemed to be in some kind of trance.

Leilah forced herself up on her knees, drawing her tits from the girl's mouth and hand. She quickly unfastened the bra and let her large breasts spill out of it. The redhead's eyes got big, and an expression of ecstasy was evident on her face. Leilah crawled off the girl's hips and helped her to a sitting position.

"Lets get you out of yours," Leilah whispered as she kissed the girls shoulder. Her hands moved to the closure at the back of the green bra and quickly opened it. Leilah slipped her fingers under the straps and gently lifted them off Rachel's shoulders. The bra slipped down her arms and ended up on the floor next to Leilah's own.

Rachel started to turn around but Leilah stopped her by curling her hands over Rachel's shoulders and gently pulling her back down onto her back. Leilah then scooted back on the bed and fell forward onto her elbows. This brought her face to the girl's gorgeous breasts, and left her own hanging down. She could feel the soft skin of Rachel's cheeks on the insides of her breasts and thrilled to it.

Rachel's breasts were large and full, not as large as Leilah's but easily a C-cup. The skin was pale and the nipples were a soft pink hue. Leilah could see the tiny network of veins beneath the soft pale skin, and also the tiny bumps on the half dollar sized aureoles. The nipples were not overly large, but were now very hard and stood out from the surrounding aureole. Leilah exhaled on one and the smaller woman twitched beneath her.

Rachel turned her head from side to side, nuzzling against the soft skin. When she began to gently tongue and lick, Leilah thought she would scream. Leilah had been with many lovers, she had had a lot of hands and mouths on her breasts, but she had never been with anyone who seemed so enthralled by them as this girl. Her treatment of them had been gentle to the point of being maddening. Leilah brought her hands to the girl's breasts and firmly kneaded them while she licked the aureole of one.

Rachel shivered and a soft moan escaped her lips. Leilah realized the girl would be content to just have her breasts on her cheeks, so she moved her body, bringing a nipple to the girl's mouth. She felt the girl's lips close around it, creating a soft seal and then gentle suction that pulled her nipple even farther away from her tit. The girls tongue rolled around the sensitive flesh and she began to pull at it, like a child suckling. Leilah groaned and sucked the girl's nipple into her own hungry mouth. She took the girls nipple between her teeth and held it steady as her tongue lashed back and forth over it.

For a timeless period they stayed like that, Leilah working the smaller woman's tits hard, while Rachel gently stroked hers and suckled her nipple. Leilah felt herself getting hot again, she loved having this kind of prolonged attention paid to her tits, but now her pussy was demanding some attention. She stopped sucking and just kneaded the girl's breasts while she considered what to do next. The girl's soft lips and warm tongue felt exquisite and now she longed for them to be on her dripping sex. The question was how to accomplish that? The girl seemed to be content to spend the whole afternoon with just her breasts. Leilah had always dreamed of someone doing that, but she found that she wanted more now. She wanted the girl's face between her thighs.

Leilah was pondering how to do this when she remembered something she had once read in an erotic story. At the time it had seemed very hot to her, but she was not sure if the girl would go for it. Only one way to find out, she thought.

Leilah released the girl's breasts and put her head down on them. She moved her hands to her fly and gingerly let her weight rest on the girl, this had the effect of forcing more of her tit into the girls willing mouth. Satisfied that she wasn't hurting the redhead Leilah undid her jeans. When they were undone she used her hands to lever herself back up, pulling her nipple from the girl's mouth with an audible popping sound.

Leilah piled the pillows up on the headboard and lay back while the girl sat up and watched. Leilah put her feet flat on the bed and lifted her ass so she could roll her jeans and panties off. The girl's eyes were sparkling as she watched. Once they were past her ass Leilah lifted her feet and the girl caught her jeans and panties and pulled them off. Leilah settled herself and splayed her thighs, exposing her pussy to the girl's view.

The girl was staring and Leilah knew what she was seeing. Her pubic hair was a very dark color, but sparse and her outer lips were full and wet. She knew that by now they were gaping open and that they were a dark pink, almost purple color. She could feel how wet she was and was sure it was evident to the girl's eye.

Leilah spread her arms invitingly and the girl crawled between her thighs and hugged her. Their lips met again in a deep kiss with tongues doing battle. The girl was obviously very aroused and she forced her tongue into Leilah's mouth and explored every nook and cranny. Leilah was content to caress the girls back and ass and let her take the lead for a bit. Rachel's mouth eventually left her own and kissed up her jaw line, towards her ear. She licked Leilah's ear lobe and then moved slowly back down, stopping here and there to lick and suck. Her lips left a wet trail from Leilah's ear, down the line of her jaw and across her throat. Rachel stopped and kissed her collarbone before continuing down.

Leilah could see where she was heading and decided to give her idea a try; she released the girl's ass and brought her hand to her smoldering pussy. Leilah dipped her fingers inside of her entrance, getting them slick with her juices and then brought her hand to her breast. She rubbed her fingers around her nipple, leaving it glistening with the viscous fluids from her cunt. The girl was staring at her tit now, seemingly unable to decide what to do. Leilah caught a handful of her hair and firmly guided the girl's head to her nipple.

Rachel hesitated for a moment and Leilah was afraid it wasn't going to work, but then she opened her mouth and ran her tongue lightly around Leilah's aureole. Leilah was holding her breath, but sighed contentedly when the girl sucked her wet nipple into her mouth. Her tongue worked around the nipple, until it was totally free of Leilah's juices. Leilah allowed her to suckle for a bit before she dipped her hand back into her love tunnel and coated her left nipple.

Rachel seemed to need no prompting and attacked her nipple, lapping greedily at it until it was clean and then gently sucking it into her mouth. This continued for a long time and was as hot as Leilah had hoped it would be. She would let the girl suckle until her nipple was aching and then coat her other nipple. The girl would immediately switch her attention to the one with Leilah's pussy juice on it. The best part for the older woman was that when any possible trace of her nectar was gone the girl still suckled and licked, it was almost as if she were trying to get milk. Leilah had read too many stories about pregnant women being suckled for that idea not to pop into her head and she felt her pussy contract and twitch. She almost wished she were lactating, just to see the little redhead drink her fill.

She dipped her fingers into herself longer each time and began to flick her clit as well while her hand was there. The girl was apparently hungry for her juices and when she brought her hand upwards for the tenth or eleventh time the girl caught it before she could rub it into her nipple. Rachel looked directly into Leilah's eye and then guided the wet fingers to her mouth. Leilah felt like she would come when the girl sucked them in and began to lick them clean. When she finished she pushed Leilah's hand back towards her crotch.

"It looks like you have found something you like," Leilah said, resisting the girl's hand.

"Yes, it tastes wonderful."

"Well, there is plenty there for you."

The girl smiled and kissed the back of Leilah's hand, then down her arm and across her shoulder. She licked the hollow at the nape of her neck, before continuing downward to plant a kiss on each nipple. From there she moved down to lick at Leilah's navel, which caused her to giggle. She was very ticklish.

Her giggle turned into a moan when the girls tongue reached the top of her mound and licked through her pubic hair. Leilah spread her legs wide and tried to relax. She was so worked up from the attention to her tits, and she did not want to come at the first contact of the girl's mouth. Still, she was hyped and knew it wouldn't take much to send her over the edge.

The girl's fingers were massaging the outsides of her mound, just teasing her lips and her tongue slipped through Leilah's sparse pubes to rest just above the top of her slit. She started licking then, delicate, gentle swipes of her tongue moving to one side and then the other. Leilah felt her back arch involuntarily, trying to bring her swollen pussy into contact with the wonderful tongue, but Rachel would not allow it. She pressed Leilah's hips back down and then began to gently tongue her outer lips, working slowly downward, but not slipping between them to caress the inner folds. Leilah groaned in frustration, it felt so good, and she was so close, but it wasn't enough to get her over the top.

When she reached the bottom of Leilah's pussy Rachel forced her tongue into the older woman and pursed her lips around the tight entrance. Her tongue seemed very long and flexible once it was inside and began to wiggle around, and she sucked hard, drawing more of Leilah's nectar from her. Leilah cried out then, it just felt so good. Her hands shot to her breasts and she rolled the nipples between her fingers adding jagged jolts of pleasure to her already overly stimulated system. She was dying now for an orgasm, she had to have it. The feelings were so powerful that she could not even try to hold back.

Rachel curled her tongue and ran it upward from the entrance to Leilah's tunnel towards the top of her slit, scooping up the thick fluid that had gathered between the older woman's swollen lips. Leilah couldn't take any more teasing; her hands left her breasts and curled into Rachel's luxurious hair, pulling her mouth tightly against her slit.

"No more teasing, I have to come," Leilah groaned.

Rachel went wild at the words, sucking hard on Leilah's clit she drew it out and then swirled her tongue over the super sensitive bud before she began to lash it with manically fast strokes of her tongue. The shock of it was more than Leilah could bear and she felt her bottom come unglued, jogging and twitching and contracting as her orgasm ripped through her. Leilah screamed then. She wasn't usually vocal during sex, but the tension inside of her, the unremitting pleasure demanded nothing less than a scream.

Leilah rode the red waves of pleasure, like a surfer on the crest of a giant wave. Rachel did not stop and Leilah felt like she was being devoured alive. The sensations from the girl's tongue, lips and fingers merged into one flow of sensation that sent her skyrocketing into another orgasm. This one was more powerful, shocking her body to its core. Rachel showed no sign of letting up and Leilah found herself pushing the girl's head away, it felt too good now.

She drifted down from her orgasm slowly; Rachel had returned to her breasts and was suckling contentedly. The sensation was not powerfully erotic now, it was warm, gentle and comforting. Leilah glanced at the alarm clock on the night table, it wasn't even noon yet. The girl's soft tongue and warm mouth left no doubt in Leilah's mind that this was just the beginning.