Amanda sat quietly in the back seat of her parent’s car, looking out the side window at the campus that would be her home for the next four years. She watched as the old stone buildings and well manicured lawns passed by while her parents chatted excitedly, pointing out the different buildings and landmarks as they drove toward her assigned dorm building. Everywhere, students were walking with boxes and suitcases, some appearing lost while others seemed to know where they were going.

Amanda was a shy, quiet girl who had just turned eighteen a month earlier. She didn’t have many close friends and usually wore loose, unflattering clothes, despite the fact that she had developed into an attractive young woman. She seldom wore makeup, and her shoulder length dark brown hair fell loosely about her face. Dazzling green eyes peered out from behind large, dark rimmed glasses. She looked like the typical nerd, the shy girl who disappeared in a crowd, never making eye contact with anyone. Her grades were excellent, however, and she was attending the university on a partial scholarship.

The car pulled to a stop in front of a four story stone building and they all stepped out, looking up at the imposing structure. The school was an old campus, and many of the buildings were over one hundred years old, with ivy crawling up the sides of them.

“Now I can tell everyone my daughter’s attending an ivy league school!,” her father joked as he noted the creeping vines. Amanda looked at her mother and rolled her eyes. Her father was famous in the family for his bad jokes. He was a tall, athletic man who had played high school and college football and she was their only child. He bent over to extract her bags from the trunk.

“What’s your room number, sweetie?,” he asked as he adjusted two of the bags on his shoulder and picked up a third.

“Um . . .,” she pulled a slip of paper from her pocket and scanned over it. “Room three-fourteen.”

“Wonderful . . . third floor,” he replied with a wink and a grin, pretending to stumble under the weight of her bags. She returned his grin and pulled two smaller bags from the trunk. Her mother, a pretty, petite woman, was carrying plastic food containers bearing cookies and other assorted treats. They started toward the building as throngs of other students, some alone and some accompanied by worried looking parents, criss-crossed the lawn.

Inside, it was even more hectic. People and their luggage packed the halls. Some doors were wide open with people moving in and out of the rooms. Freshmen stood staring at their dorm assignment papers and then looking around, as if thinking about forgetting the whole deal and just going home. It was a co-ed dorm, with equal numbers of male and female bodes filling the halls.

“This way!,” her father shouted over the noise, and began to work his way toward a staircase. Amanda and her mother followed him up two flights of stairs, battling for room the whole way up. When they reached the third floor, her father found a relatively quiet area next to the wall and set the heavy bags down.

“Why don’t you go find your room and we’ll wait here?,” he said, rubbing his arms. She nodded and worked her way through the crowded corridor, looking at room numbers on the doors. She found three-fourteen about halfway down the hall and used her key to unlock and open the door. It was a fairly large room, with two single beds, two dressers, and two desks. She dropped her bags on one of the beds and hurried back to get her parents.

Her father set her bags down next to her bed and looked around the room. “Not bad. A lot bigger than my first dorm!” Her mother set the cookies down on the desk and reached for one of the suitcases.

“I’ll help you unpack, dear,” she said. Before Amanda could say anything, her mother had a suitcase open and was starting to unpack it. She shot a pleading look at her father, who smiled understandingly. He walked over and gently pulled his wife from Amanda’s suitcase.

“Why don’t we let Mandy do this herself, dear? No college woman wants her parents hanging around her dorm room . . .” He winked at Amanda. “. . . cramping her style.”

Her mother slapped him playfully and laughed. “Oh, John, stop it!” Then she caught the look in Amanda’s eyes. At first, she looked hurt, but then she smiled. “Of course, what was I thinking?” She went over to her daughter and hugged her. “I’m sorry, darling. I guess I just don’t want to let go yet.”

Amanda hugged her back. “It’s ok, Mom. I understand.” She pulled back and smiled. “I’ll be ok. And if I need you, you’re only a phone call away, or a few hours by train. Try not to worry.”

After several prolonged goodbyes, they finally left her alone in her bare room. She began to unpack and put her clothes in one of the dressers and to one side of the large walk-in closet. The big closet was nice, but she would have preferred if it were a bathroom instead. The rooms in this building used communal bathrooms, of which there were two on each floor. No matter. She would get used to it.

She glanced over at the other bed and wondered who her roommate would be. She hoped it wasn’t one of those bubble-headed cheerleader types she’d despised in high school. She was just emptying her last suitcase when the door opened and a pretty blonde girl stepped in carrying two large suitcases. She was about five foot eight, maybe one hundred and ten pounds, and wearing a large grin. Her blue eyes sparkled under her blonde curls as they focused on Amanda.

“Hi!,” she said cheerfully as she walked in and dropped her bags on the floor. She walked over to Amanda, her hand extended. “I’m Melissa. Looks like we’re gonna be roomies!” Amanda smiled shyly and shook her hand.

“Hi. I’m Amanda.”

Melissa looked around. “I guess I’ll take that one!,” she said with a chuckle, indicating the empty bed.

“I can move, if you’d prefer this one. It really doesn’t matter to me,” Amanda said.

“No way!,” Melissa replied as she set her bags on the other bed. “You were here first so you get first pick. It doesn’t matter to me, either. I was just joking!”

Amanda finished putting her things away and sat on her bed chatting with Melissa while she unpacked. She decided she liked Melissa. Her bubbly outgoing personality made up for Amanda’s shyness, and Amanda found her easy to talk to. When she finished unpacking, Melissa stretched out on the bed while Amanda sat in the chair at her desk.

“So, do you have a boyfriend?,” Melissa asked.

Amanda shook her head, averting her eyes. “No. You?”

Melissa sat up, her blue eyes sparkling. “Not anymore! I’m ready for some college guys!” They laughed and Melissa noted Amanda’s baggy and unflattering clothes.

“Do you always dress like that?,” she asked. Amanda, suddenly very self-conscious, looked down at her clothes and shrugged.

“I guess so. Why? What’s wrong with the way I dress?”

Melissa stood up and walked over to her. “Why? Well, you’re not fat. Why do you hide your body under clothes like that?” Amanda shrugged, but said nothing.

Melissa smiled. “Hey, I’m sorry. I didn’t mean to embarrass you. It’s just that you’re pretty and seem to have a nice body. I was just wondering why you don’t show it off a little!”

Amanda blushed. “I’m not pretty,” she said quietly.

“Sure you are!,” Melissa said, pulling her to her feet. “If just took off your glasses . . .” Before Amanda could stop her, she reached up and slid the thick glasses from her face. Her bright green eyes shone from under her heavy bangs. “. . .and pull your hair back from your face a little . . .” She pulled her hair back and held it away from her face. “There! Much better! If you used a little makeup, you’d have to beat the guys off you with a stick!”

Amanda pulled away, letting her hair fall back around her face, and slipped her glasses back on. “I . . . I don’t think . . .I could . . .” She stared awkwardly at her feet.

Melissa touched her arm. “Hey, I’m sorry. I didn’t mean to embarrass you. Forgive me, ok?” Amanda looked up and met her warm, blue eyes, and nodded with a slight smile.

“I’ll tell you what,” Melissa continued. “On my way up, someone told me there’s party tonight on the first floor . . . kind of a ‘get to know your neighbor’ party. Why don’t you let me fix you up a bit with some makeup, loan you some of my clothes, and if you feel up to it, we can go together, ok?” Amanda hesitated, but Melissa was persistent. “Come on, you’ll have fun! I promise! You might even meet some cute guys!”

Amanda thought about it. What harm could it do? Melissa was right, it might be fun. She could always just come back up here if she didn’t like it. She nodded with a nervous smile. “Ok. Just go easy on the makeup, ok?” Melissa grinned and went right to work. She began digging through the clothes she had just unpacked. She tossed a few articles onto her bed.

“Try some of these on. Let’s see how they look on you.” Amanda nervously pulled off her baggy sweater and stood there in her bra and sweat pants. Melissa turned around, a red cut-off t-shirt in her hands.

“Whoa! You’re a little bigger in the boob department than I am, but I think this will fit!” She handed the t-shirt to Amanda who held it up to her chest. It was barely long enough to cover her 34 C chest.

“I . . . I can’t wear this!,” she stammered. Melissa laughed.

“Well, certainly not with those pants!” As Amanda held the tiny red t-shirt to her body again, Melissa rifled through her clothes and pulled out a pair of low rider jeans. She held them out to Amanda, who was still deciding on whether or not to try on the revealing t-shirt.

“Come on! At least try them on!,” she said with a smile. “Trust me, they’ll look good on you!”

After a pause, Amanda pulled the skimpy t-shirt on and found that it dropped lower than she thought it would. It still revealed most of her tight flat stomach, but at least her tits were covered.

“It’s a little too . . .,” she began, but Melissa understood her concern. Maybe it was a little too much for her first night out. She went back to her closet and came back with a white blouse that flared out a little at the hips. It was tight around her tits and still left her belly button exposed, but it covered more than the t-shirt.

She pulled off the sweat pants to reveal her white cotton panties. Melissa sighed and shook her head slowly. “I need to take you shopping, Amanda. You need a complete new wardrobe, including underwear!”

Amanda paused as she was tugging the tight jeans up her slender legs. “What’s wrong with my underwear?”

Melissa grinned and pointed to her cotton underwear. “I don’t know what it’s like where you’re from, but most of the guys I’ve dated wouldn’t find those granny panties very sexy!”

Amanda looked down at her panties. “Grannie panties?” Melissa laughed and unfastened her jeans. She tugged them down a few inched so Amanda could see the red silk thong she wore.

“This is what the guys like!” Amanda stared at the skimpy underwear. It was barely big enough to cover her!

Melissa found her makeup kit and sat down next to Amanda. She began applying the makeup. “I have a few new pair. Why don’t you try some tonight. You never know . . . you might get lucky!” Amanda grinned and nodded at Melissa’s reflection in the mirror. Maybe it was the sexy clothes or all the talk about guys, but she was beginning to like the way she felt in Melissa’s clothes. Amanda finished with her makeup and pulled her hair back into a short pony tail. Amanda looked at herself in the mirror. It was like a different person was looking back at her, a sexy, popular girl!

Melissa looked over her shoulder and grinned at her in the mirror. “Well, what do you think?”

Amanda smiled broadly, her green eyes flashing. “I love it! Thank you!”

Melissa hugged her shoulders. “You are very welcome. Let’s see if I can find you some sexy underwear!” She went over to her dresser and started digging through the drawers. She withdrew a new package of red thong panties like she was wearing and tossed them to her. “Here you go!” As Amanda opened the package, Melissa pulled out a matching red lace bra. “This was always a little big for me. I was hoping they weren’t done growing when I bought it,” she laughed, cupping her smaller, but very attractive breasts. “It should be just right for you.”

While Amanda undressed to try on the lingerie, Melissa looked through her closet for something for her to wear to the party. She chose a top that showed off her bare midriff and a mini-skirt. She began undressing as Amanda was pulling off her cotton panties, exposing a very bushy pussy.

Oh, uh . . . you should trim that up if you’re going to wear a thong, honey!”

Amanda looked down at her hairy twat and blushed. It was embarrassing enough undressing in front of a virtual stranger without her commenting on her most private area! She glanced over at Melissa’s panties and noticed that there was no hair at all sprouting out from around the tiny triangle of red material. Amanda looked up at her new friend and covered her mouth with her hand.

“Oh! I didn’t even think . . .” Melissa waved her off.

“It’s not exactly something you’d think about unless someone pointed it out to you. Don’t worry about it.” She glanced at her watch. “Tell you what, we have time for a shower. I’ll show you how to do it. It won’t take long.”

As they gathered up their shower kits, Melissa explained that she had been waxing and shaving her bikini area since she was old enough to grow hair there. “My older sister told me about it. She said it was a lot cleaner and that there were other advantages that I’d learn about when I was older.” She grinned. “And she was right . . . guys are more likely to go down on you, and stay longer, if you’re bare!”

Amanda stared at her. She could understand about it being cleaner, but had no idea what the other part meant. “Go . . . down on you?”

Melissa went over to the door and waited. “Yeah, you know . . . oral sex? When a guy licks your pussy?” Amanda’s eyes grew wide.

“Guys do that?!” It seemed disgusting, but somehow intriguing at the same time.

Melissa laughed. “If you’re lucky!” Then her face became serious. “Have you ever . . . gone all the way with a guy?” Amanda lowered her head, shaking it slowly. “Ever let a guy get to third base? Second base?” Amanda just looked puzzled. She had no idea what she was talking about. “Have you ever had a boyfriend or gone on a date?” Again, Amanda lowered her eyes and shook her head as she tied the belt of her flannel bathrobe.

“Oh, Mandy! I’m sorry! I didn’t realize and here I am going on about it . . . please forgive me!” She went over to her and hugged her. Amanda hugged her back, feeling Melissa’s soft breasts pressing into hers through the thin fabric of their robes.

“It’s ok, Melissa. You didn’t know.” Melissa released her embrace and smiled.

“But you do like guys, right? I mean, if you’re into girls, that’s cool, too. I’d just like to know who’s team you play for!,” Melissa said with a grin.

Amanda laughed, the tension broken. “No, I like guys. It’s just that I’ve always been too shy to really meet anyone. I’ve only been on one date; the senior prom last April. It ended in a handshake.”

Melissa laughed. “The guys are going to be drooling over you tonight, so prepare yourself!” She opened her shower kit, took out a small pair of scissors, and passed them to Amanda. “Come on, let’s get you trimmed up so you can wear that underwear. Start with these here and you can finish off with a razor in the shower. Then, I guarantee that if you want to get laid tonight, you’ll have your pick of the guys!”

Blushing at her comment, Amanda took the scissors and started clipping the hair from her pubic area while Melissa read a magazine on her bed, turning her back to give Amanda a little privacy. She had a lot to teach the cute, but shy little brunette. It was going to be a very educational year for her, in more ways than one!

After ten minutes of working with the scissors, Amanda had done about all she could with them. They walked down the hall to the shower room and went inside. Amanda was happy to see that they were at least semi-private, with individual stalls. The walls were about shoulder height between the stalls.

Two other girls were getting ready to leave and there were three more still in the showers. Amanda noticed Melissa giving them more than a passing glance, but thought no more about it. They selected two adjoining stalls and chatted about the party while they showered. When the other three girls were gone, Melissa said, “Come on over here and have a seat. I’ll show you how to shave without cutting yourself.” The shower stalls were all equipped with wooden benches, presumably so you could sit to shave your legs, or whatever. Amanda glanced nervously at the door. It would be a little embarrassing if someone walked in on them while they were both in the same stall with their legs spread. Melissa noticed her nervousness.

“Relax. This is college. No one will give it a second thought if they see us.” She grinned and shrugged, her tits quivering. “If they do, we’ll just start making out. That’ll send them running!” Amanda gave her a startled look, then realized she was joking and laughed. Melissa sat down and took out a razor. Amanda sat next to her and took another one from the package. Melissa showed her how to get all the hair off without cutting any of the sensitive skin. When they finished, Amanda looked down at her newly shaved pubic area. It felt strange, but nice, too.

“How does it feel?,” Melissa asked.

Amanda stood up, running her fingers across the smooth flesh. “Kinda weird, but I think I like it!”

Melissa laughed. “You’ll get used to it! Come on, let’s go get ready!”

No one had entered the showers while they were shaving, much to Amanda’s great relief. They gathered up their stuff, slipped into their robes, and went back down to their room. Amanda reapplied her makeup herself, with some help from Melissa, then got dressed in Melissa’s sexy and revealing clothes. As she was checking herself in the mirror, Melissa came up behind her.

“You look good! Just remember, don’t go jumping into bed with the first guy you meet! Shop around a little! Looking like that, there’ll always be another!” She grinned and winked at her.

“Melissa!,” Amanda cried, “I’m not trying to . . .”

“Get laid?,” Melissa finished for her. “Why not?”

Amanda looked at her. “Well, because I . . . I . . . I don’t know!” She smoothed her blouse over her stomach. “I guess it’s just that . . . I’ve never done it before and I don’t want to look like a . . . little kid!”

Melissa turned her around and looked into her pretty green eyes. “Mandy, everyone’s had a first time and no one expects you to be good at it right away. But don’t let me push you into something you don’t want to do, ok?” She smiled. “But if you want some advice, or tips, I’m here for you!”

Amanda returned her warm smile. “My father calls me Mandy.”

Melissa picked up her tiny purse. “Oh, I’m sorry. It just slipped out. Amanda sounds so formal!”

Amanda touched her arm and smiled. “It’s ok. I like it.”

Melissa grinned and took her hand. “All right then, Mandy! Let’s party!By the time they got down to the first floor, the party was in full swing. It was based in the common room where there were several couches and a big screen TV – sort of a communal family room – but had spilled over into several first floor dorm rooms. The doors were open and people moved in and out freely. Amanda looked around, overwhelmed by the number of people, but Melissa took her hand and led her over to where the bar was set up. She ordered them drinks, but Amanda couldn’t hear what she ordered over the music, which was loud enough here in the main room to make conversation difficult. Melissa nudged her and passed her a drink that looked like tomato juice.

“What’s this?,” Amanda yelled over the noise.

“Caesar! Try it!,” Melissa yelled back, and took a sip of hers as she surveyed the crowd. Amanda took a sip and was surprised at how good it tasted.

“This is good!,” she said.

Melissa grinned and nodded. “Be careful! You can’t really taste the alcohol and it sneaks up on you!,” she said, leaning in so Amanda could hear her. Amanda grinned and nodded. She hadn’t really had alcohol before, except a little wine at special occasions at home. Melissa nudged her again and indicated a couple of guys talking in the corner.

“There’s a couple of cute ones,” she said. “Come on, let’s go introduce ourselves!” She started walking toward them and after a moment’s hesitation, Amanda followed her. She was very nervous around guys and had a hard time making conversation, but Melissa quickly introduced them both and more than made up for Amanda’s quiet demeanor by talking almost non-stop. Amanda spoke briefly to one of them, a nice looking guy with dark hair whose name was Dave. He seemed nice, but she was very self conscious in her borrowed clothes and became a little tongue-tied. She resigned herself to sipping on her drink and nodding politely. Melissa went off to dance with Jim, the guy she was talking with, and Amanda watched as she gyrated and moved on the floor with him. She wished she had the nerve to do stuff like that, but she’d never learned to dance and politely shook her head when Dave asked her if she wanted to. He soon drifted away and Amanda was left by herself, watching Melissa and the others dancing.

She was considering going to get another drink when she felt a tap on her shoulder and turned to see a tall, good-looking guy smiling at her. He had short, light brown hair, blue jeans, a blue work shirt, and a warm smile.

“Hi!,” he said over the music, extending a hand. “I’m Mark! Do you live here or are you a crasher like me?”

Amanda found herself smiling back at him. “N . . .no, I live here!,” she replied. She shook his hand. She was a little shocked that such a good-looking guy would be talking to her. He was saying something else, but she wasn’t paying any attention to his words, lost in her thoughts.

“I . . .I’m sorry . . .what?,” she yelled, leaning in closer to him. He laughed, pointed to his ears, and beckoned for her to follow him. She looked around for Melissa and saw her dancing with a different guy. Mark was standing a few feet away, waiting for her. ‘What the hell,’ she thought, and followed him down the hall a little way where the music wasn’t so loud. He sat down on a bench along the wall, patting the seat beside him. Amanda nervously sat next to him, her hands fidgeting nervously.

“Easier to talk here,” he said with a dazzling smile. Amanda nodded, but said nothing. “I was asking you what your name was,” he said.

“A . . . Amanda . . . Mandy,” she replied, giving him a half smile. If he noticed her unease, he didn’t say anything.

“Is this your first year?,” he asked. Amanda nodded, staring at one of the bricks that made up the wall across the hall. “Picked a major, yet?”

She nodded. “Pre-med. I have a scholarship, so it’s a required course list.”

He smiled, seeming impressed. “Dr. Mandy, huh? Smart and beautiful . . . rare, indeed!” She blushed, not used to being complimented by handsome men! He continued. “I still haven’t decided between law and botany.”

She shot him a puzzled look and he laughed. “I was just seeing if you were really listening or just being nice until you could escape! Actually, I’m majoring in English lit, second year. Hope to be a rich and famous writer some day!” Once again, he flashed the mesmerizing smile that made her heart skip a beat. God, he was handsome! He looked down at her empty glass.

“Why don’t you let me refill that for you,” he said, taking it from her hand. “Caesar?”

She nodded but managed to say, “Yes . . . th . . .thank you.”

“I’ll be right back! Wait here, ok?” Again with the heart stopping smile. She smiled back and nodded. As he walked away, she caught herself staring at his tight butt. He turned a corner and she spotted Melissa grinning at her from across the room. She looked at Mark and flashed Amanda a thumbs up before running over to her.

“Remember when I said not to jump into bed with the first guy? Forget what I said! Yummy!.” she exclaimed with a giggle.

Amanda slapped her shoulder playfully. “Melissa! He’s really nice!”

“He sure is!,” she said as she watched Mark chatting with some people while he got their drinks. “Just let me know if you need some privacy later!,” she said as she stood up. Mark was coming back over and before Amanda could answer Melissa, she was gone and he was there in her place.

“Friend of yours?,” he asked, as he sat down and passed her drink to her.

Amanda nodded. “And roommate.”

They sat there for a couple of hours, just talking. After two or three drinks, Amanda found herself loosening up and was talking easily with him. When he offered to get her another drink, she glanced at her watch and saw it was nearly one in the morning.

She looked up at him. “I didn’t realize it was this late! I should go. I have to figure out my classes in the morning.” He looked disappointed for a brief second, then the warm smile returned. He took her hand in his, sending a shiver down her spine.

“I hope I can see you again, Mandy. I really had a good time tonight.”

She stared into his warm brown eyes and felt her heart skip again. “Me, too, Mark,” she said quietly.

“Maybe I could take you out to dinner sometime?,” he asked as he helped her to her feet.

She smiled up at him. “I’d like that.”

“Great! Why don’t you give me your number and I’ll call you,” he said, reaching into his pocket for a pen and piece of paper.

She grimaced. “I just moved in today . . . no phone yet.” She paused, then deciding she could trust him, said, “But I’m upstairs . . . room three-fourteen.”

“Ok. Why don’t I drop by some day next week? That’ll give you some time to get settled a little,” he said, taking both of her hands in his.

She nodded. “Sure, sounds good.”

He moved closer. “Well, Mandy, I can’t wait to see you again.” He leaned down and kissed her on the cheek, then pulled back and smiled at her. She smiled back, licking her lips. He immediately moved in and kissed her full on the lips, surprising her with his quick movement. He pulled away after a few seconds. “I’ll see you later,” he said with a smile, and was gone.

Amanda stood there for a moment, savoring the feel of his warm lips on hers, then made her way up to her room. She undressed and crawled under the covers, hardly believing that she, the shy nerd, had actually met a nice good-looking guy! And he kissed her! And he wanted to take her out on a real date!

She was still lying there in the dark, unable to sleep and thinking about Mark, when the door opened and Melissa looked in. She crept in quietly and closed the door. “Hey!,” she whispered, “Are you still awake?”

Amanda sat up. “Yeah, why . . .”

“Shhhh!,” Melissa said, cutting off her words. She crept over and sat on the edge of her bed. “I need a favor!,” she whispered, glancing back toward the door. “I need you to pretend to be asleep!”

“Why?,” she whispered, wondering why they needed to whisper.

“I have a guy waiting in the hall!,” she said with a wink and a grin. “We need my bed!”

Amanda didn’t understand for a second, then her eyes grew wide as she realized what she meant. “With me in here?!”

Melissa shrugged. “Doesn’t bother me.” Then her eyes took on a mischievous twinkle. “Hey! You said you didn’t know what to do! Watch us!”

Amanda stared at her in disbelief. “Are you serious?!”

“Sure,” she said, looking back at the door again. “I’ll tell Tim that you had a headache, took a couple of sleeping pills, and that you’ll be out for hours. He’s so horny, he probably wouldn’t care if you sat on the bed next to us!” She pushed Amanda back down into her bed and pulled the covers over her. “Just stay covered up, keep still, and enjoy the show!” She went over to the window by her bed and cracked the curtain so a shaft of light from a streetlight fell across her bed, illuminating it slightly. Then she unhooked her bra and pulled it out the sleeve of her shirt. She winked at Amanda and went over to open the door and get Tim.

Amanda couldn’t believe she was going along with this! She wanted to tell Melissa to forget it, she would just go somewhere and leave them alone. But something about it excited her. She was going to watch a girl she’d just met a few hours earlier have sex just a few feet away!

The door opened and Melissa looked over at her and winked. Amanda closed her eyes and started breathing like she was sound asleep.

“Shhhh!,” she heard Melissa say. “Don’t worry, she’s practically unconscious!”

“As long as you’re sure,” she heard a male voice whisper. The door closed and she heard smacking and slurping sounds as they began kissing. Amanda opened one eye a crack and watched them kissing hungrily, their hands searching each other’s body. Tim’s hand moved from Melissa’s waist to her tight, round ass and she moaned as he started to squeeze it, still kissing him passionately. They separated a little and Amanda saw Tim’s other hand slide up to Melissa’s breasts. She tilted her head back and sighed, seeming to enjoy his touch. He kissed her neck and throat, moving down to the cleavage of her breasts. She sighed and pressed his hand tighter to her soft tits.

Melissa suddenly moved back and pulled her top over her head, exposing her round, perky tits to Tim . . . and Amanda. Tim lowered his head and began licking and sucking on her erect nipples. She sighed and held his head in place, then looked over at Amanda and winked, a toothy grin on her face. Amanda smiled to herself. It seemed Melissa liked being watched as much as she was enjoying Tim’s attentions!

After a few moments, Tim’s hands slid back to her ass, but he didn’t venture under her short mini skirt. As if frustrated by his lack of adventure, Melissa reached around behind her and unzipped the skirt, letting it fall to the floor around her feet. Now wearing only the red thong, she backed up to her bed, a seductive smile on her lips as she beckoned for Tim to follow her. He stood before her as she sat on the edge of the bed. Amanda watched as Melissa unfastened his jeans, lowered the zipper, and pulled them down. She noticed her panties were getting damp as Melissa slowly undressed Tim and absently moved her hand to her own bare pussy, rubbing a finger over her sensitive labia.

Melissa grasped the waistband of Tim’s boxer shorts and slowly lowered them. Amanda stifled a gasp as his erect cock sprang out, right at Melissa’s eye level as she sat on the bed. She had never seen a real cock before, and was amazed at how long and hard it was! How did guys walk with that in their pants, she wondered?

Melissa looked up at him, smiled seductively, and licked her lips. Her hand grasped the seven inch prick just below the bulbous head and she began a slow and steady stroking motion, causing Tim to sigh and close his eyes. Melissa glanced over at Amanda and mouthed, ‘Watch this!’.

As Amanda watched in rapt fascination, Melissa stuck out her tongue and licked the entire length of Tim’s hard cock, starting near the base and working her way slowly to the large tip. She looked over at Amanda and then did it again, while her other hand cupped his balls and gently caressed them. Tim moaned and sighed as Melissa continued to lick and fondle his genitals, making sure they were turned so Amanda always had a clear view.

After a few more licks, she moved her lips to the tip, opened wide, and slipped almost half of it into her mouth! Amanda’s eyes went wide and Tim started moaning even louder. Melissa began bobbing her head back and forth, her lips sliding up and down the length of his hard shaft. Tim moaned and gasped, his hands going to Melissa’s head. His pleasure at Melissa’s oral treatment was very obvious and Amanda watched with great interest, wondering if she would be able to do that to a guy.

Before long, Tim’s breath was coming in short, shallow gasps and his moans got louder. Melissa slid his throbbing meat from her lips and stood up, pulling off his t-shirt. They embraced and kissed again. They separated and Melissa stepped back, hooked her thumbs under the spaghetti strap of her thong, and slowly wriggled them down, doing a bit of a strip-tease for Tim. He grinned as she finally removed them and tossed them in his face. He moved closer to her and slipped his fingers between her legs, bringing a gasp, followed by a low moan from Melissa. She lay back on the bed and slowly opened her legs to him. Amanda watched, wide-eyed, as Tim knelt down and prepared to stick his . . . thing . . . into her!

Melissa stopped him and pouted. “Don’t I get a turn?” She pushed his head down toward her wet pussy.

Tim, knowing what she meant, looked down at her bare twat, the juices glistening on her swollen labia, and shook his head.

“I . . .I’m sorry . . . I just . . . can’t!” He gave her an apologetic half smile. She sighed and pulled him back to her.

“It’s ok,” she said. Amanda could hear the disappointment in her voice. “Just fuck me!” He got between her legs and began awkwardly trying to find her opening. Finally, Melissa reached down and guided his cock into her. She let out a small gasp as he slowly pushed inside her until he was completely in. He buried his face in her shoulder and began to slowly move his prick in and out of her pussy.

Melissa turned to Amanda and pretended to yawn. Apparently, Tim wasn’t a great lover. She stifled a giggle and watched as he started to move a little faster. Melissa started to sigh and moan, but she didn’t look like she was really enjoying it as much as she tried to make it seem she was. At least not to Amanda. Tim took it as a cue to pick it up a bit, and began moving even faster. She wrapped her slender legs around his waist and began to move with him, matching his thrusts.

Suddenly, Tim’s body went stiff and he made a sound somewhere between a grunt and a strangled gurgle. At the same time, Melissa cried out, “Oh, yes! Yes! YES!!” Tim’s body jerked a couple of times, then he went limp and collapsed on top of her, not moving. Melissa stroked his hair and looked over at Amanda. She rolled her eyes and shook her head, a smirk on her lips.

After a few seconds, Tim stood up and Amanda could see a long string of viscous fluid connecting the tip of his noticeably smaller and less erect cock to the area between Melissa’s legs. Amanda could hear them whispering but couldn’t make out the words. Tim picked up his clothes and got dressed. He leaned down and kissed Melissa, then quickly left the room.

Melissa, still naked, rolled on her side and propped her head up on her arm. She looked over at Amanda, who sat up in the same position and looked over at her exhibitionist friend.

“Well that was a waste of time,” Melissa said, frowning.

“You mean, you didn’t like it?,” Amanda asked, surprised. Melissa seemed to start enjoying herself more toward the end, or at least that’s what it looked like to her. Melissa sat up, grabbed a few Kleenex from a box on her night table, and dabbed at her pussy.

She shook her head. “After I sucked his cock and licked his balls, he wouldn’t even go down on me! Then he came after only a few minutes! I wasn’t even close to cumming!”

Amanda frowned as she remembered Melissa sucking on his cock. She wrinkled up her nose. “You put his . . . thing . . . in your mouth! That’s disgusting!”

Melissa laughed and tossed the wad of Kleenex into her garbage can. She stood up, her naked flesh glistening with perspiration in the cold gray light of the streetlight. She pulled a long t-shirt from her drawer, slipped it on, and walked over to sit on Amanda’s bed.

“That’s called a blow-job, Mandy. And it’s not as disgusting as it seems.” She touched Amanda’s hand. “I actually like doing it. I don’t even mind if he cums in my mouth.”

Amanda grimaced, remembering the string of cum from Tim’s cock to Melissa’s pussy. “Ewww! What’s it taste like?”

Melissa grinned and licked her lips. “Cock or cum?”

Amanda’s face retained it’s twisted grimace. “I dunno . . . both, I guess!”

Melissa thought for a second, then said, “Well, cock is kinda . . . musky. But it’s not the taste, or the feel as much as the guy’s reaction. That’s what really turns me on! Gets me wet!” She pointed between her legs, then grinned, looking directly into Amanda’s eyes. “Did we make you wet?,” she asked, tugging at the covers.

Amanda held them tight. “Stop that!,” she giggled. She was wet, a lot more than when they’d first started having sex, when she first noticed he body’s reaction. But she was too embarrassed to tell Melissa.

“Melissa gave up the struggle and continued grinning at her. “If you’re fighting that much, you must be!,” she said with a laugh.

“What about the taste of his . . . cum?,” Amanda asked, trying to change the subject.

“Ah, cum,” Melissa replied, licking her lips. “It’s a little salty, but sweet, too. Like salty bananas. Every guy’s a little different, but that’s about the best I can describe it.”

Amanda screwed her face into another grimace as she tried to imagine the taste. It didn’t seem like it would be very tasty at all from that description. She asked a few more questions – how much does it hurt the first time; how long does the pain last; will she climax the first time she has sex. Melissa did her best to answer her questions, with only a few embellishments.

Finally, Melissa asked, “So what’s the deal with you and the hunk? You two sure spent a lot of time on that bench!”

Amanda blushed. “His name is Mark. He’s a sophomore – English lit major.” She looked up at Melissa. “He wants to take me out to dinner.”

Melissa’s eyes sparkled and she hugged her. “Way to go, Mandy! Tomorrow, we go shopping! You need a whole new look!”

– To Be Continued… –