Give Some, Take Cum

This is a stand alone story, and everything you need to know to enjoy it and understand it is in here, but if you want to read about the action before the action, check out 'Chaperone Makes Three'.

Penny had never had quite so much fun—or felt so much anxiety—during work as she had today. As a saleswoman in a lingerie store in the mall, there were always those fantasies. Spending hours in a room filled with large posters of half naked models and couples searching for a sexy outfit to get nasty in could really get the mind churning, even for a straight girl like Penny who was usually never sex-starved enough to have to daydream about it.

At 18, Penny was by no means a twin of any of those larger than life supermodels that stared at her through each shift; she was average height at best, and her body was a bit thicker than the typical American image of what sexy was supposed to be. But Penny carried her few extra pounds like a champ. In fact, if she had been thinner, her D-cup chest and her thick, plump ass, which were among the best of her many remarkable attributes, would have made her look unreal or cartoonish. Instead, Penny filled out perfectly, and she knew it, and anyone who saw her couldn't deny it. Topping off this irresistible figure was a contagious smile, deep, blue eyes, and long, shimmering blonde hair.

It was surely her appearance, at least in part, which got her into this situation today. Her shift had started as a slow, but otherwise quite typical day working the sales floor. A young couple had been caught trying to fool around in the notorious dressing room number 7, and when Penny was asked to diffuse the situation, she instead played 'chaperone', and secretly let the two go at it while she watched...and while she fingered herself to a much overdue orgasm.

But time was the essence, and when the young couple had to leave, Penny was still dripping with excitement. In fact, she nearly pounced on a male customer who was sent to see her right after the couple had left, but she managed to find one last trace of control and aborted. Had she gone through with what she'd wanted, her appetite may have been satisfied, but she probably would have been caught and lost her job. No sense pushing her luck. Besides, the guy wasn't that cute anyway.

And so she toiled through the rest of the evening, watching the number of customers dwindle as the mall grew closer to closing time. It had only been four hours since the naughty little show in dressing room 7, but Penny felt each minute throb between her legs. While she had cum, she was nowhere near satisfied. It had been such a hot experience, particularly the end, when she watched the girl, Beth, take her first mouthful of cum.

Penny had a particular fondness for cum. Not just the taste, but the texture and the warmth and even the sight of it excited her immensely. And lately that little hunger had been growing almost into a full-blown fetish. And when she seen the cum shoot onto Beth's pink tongue, it reminded Penny of how long it had been since she'd had any of her own. Her boyfriend, Gavin, with whom she had an open relationship with, was the only person she knew who could answer a booty-call and actually give her the satisfaction she needed, but he was away on vacation. Sadly, it looked like it was going to be a long night.

Penny's manager left an hour before the doors shut, and her remaining coworker was just leaving. Now alone, Penny walked to the front of the store to shut and lock the gate, but was stopped when she saw two people approaching her. Penny's eyes went wide as she recognized them—Beth and Kevin--the couple from earlier, the ones who had started this whole dressing room 7 fiasco. They waved and smiled at Penny as they entered the store.

With the lights off, the gate closed, and the entire mall bathed in silence, the trio again hid in dressing room 7, and Beth, in her irresistibly cute way, bashfully explained what they wanted. She said they were grateful for Penny's help in standing guard earlier so they could finally get a little dirty together. Their parent's had done well at keeping the both of them virgins (even though Beth had technically lost her virginity to a special toy she kept hidden in her room, she had never been with a real man). Furthermore, they were grateful for the guidance Penny offered when Beth had become scared about sucking her first cock.

That's when Beth spelled out her and Kevin's request. Penny understood every word, but she couldn't believe what she was hearing.

"You want me to do what?" Penny said.

"I know, it's weird," Beth said, half laughing, but half in tears. "But I just don't think I'm ready yet."

"To suck your boyfriend's cock, you mean."

Earlier, when it was Beth's turn to please Kevin, she grew timid about the idea of putting a real cock in mouth. Penny felt sorry for what such oppressive parents had done to the poor girl, so she talked her into it, sort of. Beth got as close as putting a tongue on Kevin's dick, but for a guy who'd never had that pleasure before but had certainly been dreaming about it for years, that was all it took. Kevin emptied his entire load into Beth's open mouth, and she needed no coaxing to swallow it. Apparently even that experience hadn't completely prepared Beth to take the whole dick yet.

Beth simply shrugged. "Yeah."

"And so you want me to do it? To suck him for you?"

"Only if you want," Beth explained. "We understand if you're in a relationship or something. Or maybe you don't think Kevin's attractive. Or maybe this is just way, way too weird..."

"It is. It's so...wouldn't you be jealous?"

"I trust Kevin completely. He could have lost his virginity years ago with all kinds of girls, but he waited for me instead. If he was going to cheat, he'd have done it a long time ago."

A thousand thoughts were running through Penny's mind, and most of them made about as much sense as what Beth was proposing. According to Beth, after they left the dressing room earlier that evening, they found a hiding place elsewhere in the mall and started going at it again. Kevin again licked Beth's pussy until she had two more orgasms over the course of an hour

"After everything he's done for me, especially today, I can't just cop-out because I'm not ready."

"Actually you can," Penny reminded her, hoping Kevin wasn't pushing poor Beth into this.

"Okay, but I don't want to cop-out. And the way you helped us earlier...and we saw how excited you got. We thought we'd invite you to not just help, but have a little fun of your own. Kevin would lick you to thank you, and I'd love to watch..."

Penny didn't know what to say, and her silence apparently made Beth uncomfortable.

"I'm sorry," Beth said, again on the verge of tears. "I just thought...I don't know what I was thinking...I just felt so bad for him, since he went down on me, and I backed out when it was my turn."

"You swallowed my—" Kevin said, putting a hand of comfort on her shoulder.

"Yeah, but I barely touched you at all. I'm so sorry. This was stupid..." Beth started to leave, but Penny grabbed her by the arm.

"Wait..."

Penny didn't believe Beth "wasn't ready" to suck dick for even a second. But obviously Beth believed this, or at the very least, she didn't want to believe it, which was sad. Maybe she hadn't liked her cum load earlier, and this was the only way to please her boyfriend for all he had done. It was a quick fix that wouldn't solve the greater problem, and ultimately, evening simply presenting this idea was probably a huge mistake.

Yet it was undeniably naughty...and Penny was feeling very naughty tonight. All day she had been building a thirst that had yet to be quenched. And now this attractive couple was practically begging to give Penny exactly what she hungered for.

"I'll do it." And everyone smiled.

As instructed by Penny, Kevin got completely naked. He was probably just a few months younger than Penny, but looked younger, probably because of his sheltered life. He was thin, and not very tall, but not short or sickly. He had a cute face that made you like him immediately, with thick brown hair and baby blue eyes. As he undressed, Penny saw that he was in pretty good shape, but was most impressed by the size of his dick. He wasn't exactly large, but considering the size of the rest of his body, his growing hard-on looked huge.

When Penny finally managed to drag her eyes away from his erection, she saw the excitement and anticipation in his cute face, and she knew at once that she was going to give this guy the blowjob of a lifetime. How lucky for him, Penny thought, because she was exactly the girl to give it.

Penny dropped to her knees and removed her blouse, knowing her breasts, stuffed in a lacy bra and generating massive cleavage, would add even more excitement to this event, even for herself. She would have removed her bra, too, but didn't want to overstep her boundaries, as impossible as that seemed. For now, she was only going to do what was requested of her.

She placed her hands on Kevin's naked, trembling hips and leaned forward. His dick was fully hard, and she kissed the tip softly but wetly. It lurched at her in response. Then Penny licked him; slow, short licks at the base of his shaft, working her way up to the sensitive underside. When she finally licked him there, she felt his whole body respond, and he placed his hands gently on her head.

"Oh....God..."

From the unsteady sound of his voice, Kevin might have already been seconds away from cumming. Penny wanted this to last, though, and she knew he did, so she shied away and gave him a few seconds rest, lightly caressing his ass with her fingers. When she moved back to him, she ducked under and between his legs, going for his balls.

Like most girls she knew, Penny preferred shaved balls, or at the very least closely trimmed ones. Kevin's had probably been trimmed at some point, but not recently, as he was very hairy. But that would not stop or even slow her, and so Penny opened her mouth and sucked in a testicle, surprised at how warm it was. She sucked it and swirled her tongue around it, soaking it with her saliva before letting it pop out between her lips and going for the other one. Penny was impressed by how big they felt considering he had just released a pretty decent load only a few hours ago.

She went at him with purpose, stuffing her nose into his hairy sac as she sucked as much of it into her mouth as she could. Her tongue slipped out and pawed at what wasn't already between her lips, and soon Kevin's testicles were dripping with a thick coat of Penny's spit. Droplets of her saliva dripped down onto her face and dribbled down her chin, reminding her of how it would feel when he finally came. She felt herself growing very, very wet, and desperately wanted to touch herself.

Still juggling Kevin's balls in her mouth, Penny reached down between her legs and felt her soaking panties. She had only planned on a second or two of stimulation, but once she placed a finger there, she couldn't take it away. She rubbed her pussy lips for a while, then pushed her panties aside and dipped a finger inside herself. Meanwhile, her other hand began to inadvertently jerk Kevin's shaft.

"Mmmmm...." He groaned, not finding words.

The sound brought Penny back to her mission, which was to give this guy one hell of a blowjob. She didn't want him cumming from her hand, so she let his balls plop out of her mouth again, and gave his shaft a long, wet lick from base to tip.

"Oh yes! Fuck that's it!"

"Are you cumming?" Penny asked, hoping the answer was no. She looked at him, saw his eyes tightly shut and his face rigid. He was concentrating very hard to stay in control of himself, and it was very erotic to Penny knowing that she was having that effect already.

Kevin just shook his head, then, "I'll warn you when I'm close..."

Beth appeared from behind Penny and took Kevin's face in her hands, then moved in for a deep, passionate kiss. This was unexpected, but Penny was more surprised to see that Beth had unbuttoned her shirt and taken off her bra letting her large breasts swing freely with their pink nipples hardening.

At that moment, Penny knew it must have been love for these two, because while Kevin could have had his share of girls, Beth was simply a knockout who probably had every man drooling over every step she took. She had an irresistibly adorable way about her, from her facial features to the way she moved and carried herself. Beth's C-cup breasts were an obvious plus, but they probably took a lot of attention away from her tight little ass and tight, slender body. Her brown hair was long and a couple shades darker than Kevin's, and her eyes were almost the same blue as Penny's. Add that up and you had a very desirable young woman, even if she was afraid to suck a dick.

Penny found herself staring at Beth's tight abs and naked breasts, which caught her off guard. She had seen plenty of naked women, but had never looked at them in such a way, and never in a situation like this. Penny had never considered lesbianism, though, and it certainly didn't enter her mind now. She just longed for that feeling—for her own breasts to be set free in the cool air so she could rub and pinch them as she pleased.

Penny licked Kevin again, considering whether or not to remove her bra, and wondering how Beth would react. Certainly she couldn't get angry if the woman who she'd asked to suck her boyfriend's dick showed off her tits, too.

But Kevin seemed to be calming down, so Penny decided to wait to make her move and pay more attention to the man of the hour. She twirled her tongue around his cock head, and his knees buckled. He moaned into Beth's mouth as the two continued to kiss.

Penny then wrapped her lips around his cock head and slowly, wetly, moved down on him, taking him all the way to base on the first stroke. He continued moaning—he probably couldn't stop if he wanted to, and Penny wrestled his shaft with her tongue as his cock head held at just past the entrance of her throat. Then slowly she moved back, releasing his dick an inch at time until her lips were back at his head.

She worked the tip of her tongue on his tip, poking at his hole and working out as much pre-cum as she could get. She lathered his shaft with longer, faster, wetter strokes of her tongue, occasionally sucking an inch or two of him, then licking him again. With her free hand, Penny grabbed his wet, hairy balls and massaged them in her fingers, squeezing and pulling gently while rolling them together.

His moaning grew louder, and so Penny increased her intensity to match. She sucked him harder, faster, and more often, still breaking it up with fits of licking to make sure he didn't cum too soon. She loved the way he felt in her mouth, especially when his head was in her throat, and so she deep throated him as much as she dared without risking sending him over the edge. Kevin's whole cock was suddenly dripping with Penny's saliva, and her sucks and licks were punctuated by wet smacks and slurping noises. And now even Penny was moaning.

Penny pushed a second finger into her pussy, and she was full on finger-fucking herself, sliding them in all the way to the knuckle and out again at a feverish pace. She bobbed quickly and noisily on Kevin's dick, and released her grip on his testicles to reach back and unhook her bra. She shrugged it off herself, then went back to work, or, more accurately, play, with her large breasts hanging and swinging. She tweaked her hard nipples with the fingers that had been in her cunt, leaving traces of her own pussy juice on her hot flesh.

Penny was so turned on that sucking the dick was simply not enough anymore. She pulled it from her mouth, grabbed it at the base, and then started rubbing it all over her face. She licked at it hungrily whenever it passed her lips, but she made sure the head and it's seemingly endless supply of pre-cum touched every inch of her adorable face. Feeling the hot, wet cock against her cheeks, her forehead, her nose, and even the back of her eyelids was almost overwhelming. Then she ducked lower so she could feel his warm, wet balls against those same places. She sucked on his balls again, then took his shaft deep and choked for more.

Suddenly his body jerked hard, and he moaned with such force that Beth had to break off the kiss. Penny looked up, saw his scrunched face, and knew what he was going to say.

"I'm gonna do it! I'm gonna cum!"

Hearing those words was enough to push Penny over the edge. She fingered her clit excitedly and pawed at her own tits as she continued to pump Kevin's aching cock with her mouth. Penny's body went into convulsions as she reached orgasm, which probably only added to Kevin's enjoyment as she sucked him even faster and harder than before. Then, with her mouth still closed on him, Penny screamed, and Kevin screamed back, overcome by the sensation of her vocal cords reverberating her pulsing cock.

And then came the long-awaited cum load that Penny had been craving for far too long. The first shot blasted down her throat, the second hit the back of her mouth, and after that it was just a constant stream of sizzling, white cum. It flooded Penny's mouth, oozed out between her lips and dribbled down her chin as she reached another orgasm. But still not satisfied, Penny wanted to feel a few spurts hit her directly on the face before Kevin went empty, so she opened her mouth, and—

--Someone's tongue was thrust into her cum-filled mouth. Even before she opened her eyes, Penny knew it had to be Beth's. Though Penny had only kissed men before, this tongue was definitely that of a woman's. It dipped and swirled in the cum, and Penny found herself kissing back, more out of instinct than anything else. She was too stunned to do anything but what her body did instinctively.

Though Penny was staring bewilderingly at Beth as their tongues wrestled, Beth was not looking back, opting instead to keep all focus on this insane kiss. Kevin, meanwhile, had apparently not finished, for Penny felt more hot splashes of his seed hit the side of her face and neck. Still reeling from orgasm, and still as turned on as ever by her thirst for cum, Penny could only respond by continuing with the kiss.

After a few more seconds, when Kevin's balls had apparently reached empty, the kiss was as bold as ever, and Penny noticed something about the unusual technique Beth was using. It wasn't so much a kiss as a method—a method for drawing the jizz out of Penny's mouth and into her own. Penny had only gotten to swallow that first shot that went straight down her throat. The rest was gone because Beth's tongue had swapped it.

Penny pulled away, confused, breaking the kiss and allowing virtually the entire load of cum to spill out of her and Beth's mouths. It splashed onto Penny's tits, coating them white, which normally could have brought Penny to another orgasm. But now she was too overwhelmed with what was happening, and looked at Beth for an answer.

But Beth was obsessed, and responding to Penny's look was not an option. Instead, just as the cum was splashing onto Penny's tits, Beth was already lunging for it, wrapping her arms around Penny's waist and coming at her chest with her mouth open and her tongue, dripping cum, hanging out.

Beth pushed her face into Penny's cum-soaked tits and licked at the sticky cream wildly, lapping it up at first, and then putting her lips together and actually slurping it noisily into her mouth. She sucked the nipples, buried her lips in the cleavage, even followed a stream of it down Penny's tummy to just past her belly button.

Penny just let her do it, still shocked beyond belief, but undeniably aroused by Beth's total loss of composure over her shared favorite treat. Amazingly, it took only seconds for Beth to clean all but the cum's film from Penny's chest. But it didn't end there. Beth moved up and licked Penny's neck where one of Kevin's last shots had hit, and then she licked Penny's cheek, and even her chin, where cum remained from when it had first spilled after the kiss. This little fiend wasn't missing a drop, Penny thought, still confused but also impressed and excited.