By the time Kathy pulled into the driveway, Lynn was beginning to feel nervous
and excited, all at once.  Her legs were quivering as they got out of the car and
entered the house.  The desire that had grown in her body through the incredible
activities of the morning were constricting her chest, making it hard for her to
breath.  She was lightheaded, feeling almost as if stoned with lust.

"You look like you could use a drink," said Kathy.  "I'll fix you one, sugar,"
and walked over to the bar in the living room.

Lynn smiled her thanks, and sat down on the sofa.  Her thighs were wet from the
dampness that had seeped out of her burning sex, soaking through her panties and
tickling the soft skin of her legs as it dripped down them.  She kept her legs
squeezed together, as Kathy returned with the drinks, handing one to her and
sitting own on the other end of the couch.

Lynn took a deep gulp of run and coke, feeling the liquid burn down her throat,
matching the fire that had risen between her legs.  It only took a few moments
for her to feel the surging warmth in her gut from the alchohol, and she felt her
body relaxing inspite of her nervousness. Kathy, too, belted down her drink, then
went to fix them another.

After her second drink, Lynn felt warm and relaxed, at peace with herself and
Kathy.  This time, Kathy sat much closer to her, and as Lynn finished off the
rum, she placed her hand on Kathy's thigh, rubbing it idly through her dress. 
Kathy responded by putting her arm and Lynn, and pulling her head onto her
shoulder.

For some time they sat there, not talking, just pressed up against each other. 
Lynn saw the clock on the mantle of the fireplace, and realized that Michael
would be home soon.  If anything was going to happen, it would have to happen
now, or they would have to wait until another day.

She turned to tell Kathy this, and met Kathy's warm, wet lips.  Her eyes closed,
and she felt the rising desire again as she was swept into Kathy's arms, their
mouths opening as they kissed, tongues sliding together.  She turned to face
Kathy more fully, feeling her breasts brushing over Kathy's larger ones, her
nipples snapping into hard attention at the stimulation through her blouse.

Kathy pulled back from the kiss, her eyes taking in Lynn's body.  "Your nipples
have a mind of their own, sweetie," she said, running her hands over the front of
Lynn's shirt.  She began to unbutton Lynn's blouse, slowly peeling back the soft
material as each button was pulled free, then sliding it off her shoulders.  Her
hands stroked softly up the sides of Lynn's body, tickling her and making her
nipples grown harder through the lacy bra she was wearing.  When her hands
finally brushed across the front of her breasts, Lynn moaned, the sound drawn
from her unconsciously.

Kathy grinned, bending over to kiss Lynn's neck.  Lynn allowed her body to fall
back on the couch, Kathy's mouth following her down, fastened to her neck.  She
wanted to let the more experienced woman guide her, to let her have her
completely.  She wanted to be taken by Kathy, touched and caressed and led
through this day of sexual exploration.

Kathy reached around her back, unfastening her bra and sliding it down her arms. 
As her nipples sprang free, the cottony covering was immediately replaced by the
warm wetness of Kathy's mouth.  She sucked each nipple between her lips in turn,
opening her lips slightly so the tip of her tongue brushed the top of the
nipples.  Lynn shut her eyes again, enjoying the sensation of a Kathy's mouth,
and the pleasant feeling of her heavy breasts resting on her belly.

"Please  Kathy," was all Lynn could murmur as she ran her hands through Kathy's
hair.

"My pleasure, sweet lips," Kathy replied, pulling herself off of Lynn. She
reached down, taking Lynn's heels off and pausing to kiss each toe. Lynn was
astounded at how arousing that felt, and she was moaning again as Kathy sucked a
toe into her mouth, licking it almost as if it were a little hard cock.  Lynn
couldn't resist running her own hands between her legs, pressing the material of
her skirt down against her panties, the feeling passing through to her pubis.

Kathy peeled Lynn's skirt down, leaving her laying on the couch in just her wet
panties. She bent over Lynn, kissing her knees softly, then trailing her tongue
up along her inner thighs.  Lynn was swept by the loveliness of the vision before
her.  Kathy's mouth on her soft white legs, her long hair tickling her skin.  She
felt such adoration for her friend, and she lifted her hips slightly, letting her
know exactly what she hoped Kathy would do.

Kathy's mouth pressed down against the mound under her panties now.  The lust in
her body grew more urgent, and Lynn grabbed Kathy's hair, softly grinding her
pussy against her lips.  She could feel Kathy's warm breath through the damp
cotton between her legs, and the firmness of her tongue when it flicked out,
rubbing against her.

Now Kathy's fingers were sliding up her thighs, tickling and stroking her smooth
skin, finding the edge of her panties, and slowly peeling the wet material away
from her sticky lips.  For a moment, she paused, and Lynn could see her eyes were
closed, as she inhaled deeply the scent of her lust and desire, which filled the
room.

"God, you have a sweet pussy, Lynn," Kathy said.  "I wish I had seduced you years
ago.  I could have had this every day of the week".  Lynn could only moan with
desire, lifting her hips again and waiting for Kathy's mouth to touch her.

The first touch of Kathy's lips to her sex was electricity.  She groaned loudly,
grinding her pussy against the sweet lips of her friend.  Kathy rubbed her face
all over Lynn's pussy, covering herself with her juices, then slid her fingers up
to pull apart her lips.  Lynn looked down to see Kathy's tongue slide out of her
mouth, pressing flat over the entrance to her pussy.  Slowly it slid up,
following the shape of her wet lips, until it brushed softly across the hard
little nub of her clit.

She heard someone groaning, someone who sounded remarkably like herself, but so
swept up in the sensation of Kathy's mouth on her was she that she hardly
recognized it for her own.  Kathy continued to run her tongue up and down in
long, broad strokes over her pussy, and Lynn realized it would be only moments
before she came for the second time today.

Suddenly, as Kathy brushed her tongue over her clit again, and began to run
around it in circles, she slid a finger into her pussy.  Lynn thrust her wetness
hard against her friends face, and cried out as the climax swept over her.  For
an eternity, she rode the waves of her orgasm, crying out to her friend how good
her tongue felt, how much she loved being fucked by her sweet lips.  Kathy just
buried her face in deeper, sliding her fingers in and out of her wet sex as Lynn
bucked and thrust against her.

Finally, Kathy pulled free, allowing Lynn a few moments to relax, easing down
from her climax.  Her breathing was rapid and hoarse, and her body was ablaze
with the bliss of her orgasm.  Finally, when she could open her eyes fully again,
she pulled Kathy against her, crushing her in a firm hug as she found her lips,
tasting her own juices on her face.  She licked her mouth and cheeks and nose
cleaning, then kissed her deeply again.

Kathy pulled out of her arms and stood up in front of her.  "Do you want me,
Lynn?" she asked, as she ran her hands down the sides of her body.

"Yes, please," Lynn replied.  "Undress for me."

Kathy slowly pulled the dress up, exposing more and more of her legs to Lynn's
waiting eyes.  Just before she reached the mound of her pubis, she turned, and
slid the material over her hips.  Lynn's eyes took in the round, generous shape
of Kathy's curvy ass, admiring the sway that had attracted so many men over the
years.

Kathy removed the dress completely, dropping it to the floor.  She turned around
slowly, one arm across her chest.  Lynn first noticed that Kathy's crotch was
well trimmed except for a small patch of curly brown hair at the top which she
had seen earlier at the shoe store, her lips naked and exposed as she spread her
legs shoulder width apart. Then, she dropped her arm and Lynn got her first look
at those breasts she so admired.  Large, with a little droop to them, but it was
the nipples that most got her attention. Those large, pale pink aereoles, topped
by smallish nipples, pebbly in their hardened state.

Lynn stood up and pressed her body against Kathy, feeling those nipples rub
against her skin.  She wrapped her arms around her and met her lips with her own,
drawing her into a deep, passionate kiss again.  As their lips pressed together,
Lynn slid her hands down Kathy's back, and squeezed her ass, pulling her hips
hard up against her own.  Lynn slipped one of her legs between Kathy's opened
ones, and felt the wetness of her friends pussy rubbing down ontop of her thighs.
 She let her mouth slip down Kathy's neck, across her shoulders, and down onto
her chest.  Finally, her lips slid across one nipple, drawing the hard little
mound into her mouth, running her tongue around and over it.

Kathy sighed, rubbing her hand through Lynn's hair, and said "Let's go to your
bed, sweetie".  Then Kathy took her hand, guiding her from the living room into
the hallway where the stairs were.  As Kathy's began to wiggle her way up the
stairs in front of her, Lynn slid her fingers along the crack of that luscious
ass, sliding them down to feel the wetness of her lips below.

Kathy paused, parting her legs and letting Lynn feel her up.  She lowered herself
to her knees, her ass up in the air as she rested her arms on a slightly higher
step.  Lynn was left with a view of that incredible ass, Kathy's pouty pussy lips
parted and wet as she ran her fingers over it.

She bent over, kissing Kathy's left cheek, letting her mouth lick and nibble over
to the right one.  The smell of Kathy's pussy was intoxicating, and she had to
work hard to prevent her mouth from being drawn directly to it.  Slowly she
worked down her ass, pausing a moment just a small distance from the little
puckered anus.  She had never licked anyone there before, but the arousal in the
room, coupled with openess they had shared so far, pushed her far beyond her
normal sexual urges.  She let her tongue brush across it, and, hearing a gasp and
moan from Kathy, began to lick it freely.

But, this was only a distraction from what she really wanted, and shortly her
mouth worked down further, touching the very lower end of Kathy's sweet pussy. 
It was slightly saltier than her own taste, though no less enjoyable, and she let
her tongue slide up into Kathy's pussy.

Kathy had snaked down one of her hands between her legs, and as Lynn licked
around her lips and her vagina, she could feel and see Kathy's fingers rubbing
her clit, as the woman moaned and gasped, urging her to continue.  Lynn found she
could get the tip of her tongue inside Kathy's vagina, but wanted more.  "Roll
over, hun," she said, holding Kathy's helps and helping her turn onto her back.

Kathy opened her legs wide apart, hooking the right one through the banister and
holding onto the left one.  Lynn spread the wet lips of her pussy with her
fingers, running them along that sweet groove of flesh, before lowering her mouth
to them again.  Following Kathy's lead, she kissed her way along her pussy,
before sliding her tongue out, allowing it to remain flat as it pressed against
the wet lips, and then running it in one long stroke up and over the large clit
that protruded from the top of them.

"Oh, yes baby... that's it," Kathy was moaning as she watched Lynn. "God, I love
those sweet lips of yours.  I cant' believe your finally licking me."

Lynn licked faster and faster, urged on by Kathy's lust and her comments.  Kathy
was grabbing her hair, frantically fucking her face with her pussy, and telling
her how hot she looked.  She focused on Kathy's clit, sucking the large nob
between her lips, then running her tongue around and around it as she slid first
one, then a second finger inside her pussy.

"Oh god, baby... I'm cumming".  Kathy wailed and moaned as Lynn continued to
finger and lick her, her climax sweeping over her body. Lynn was caught up with
her, her free hand rubbing her own pussy to a third, smaller orgasm as Kathy
came, her juices running freely down her thighs and onto the stairway.

So caught up was Lynn that a small sound behind her didn't draw her attention. 
Her body and mind were in heaven as she helped bring her friend off, and she was
already thinking about getting her up into the bed upstairs to continue exploring
her body, especially those lovely breasts, when she heard the voice behind her.

"What the hell..." the voice began, then stopped.  Lynn pulled free from Kathy's
pussy with a cry, and turned, her hands and arms reflexively covering her nudity,
as she saw Michael standing in the hallway, his eyes wide as he took in the sight
before him.  Lynn felt a sinking feeling in her chest, saw the shattering pieces
of her marriage falling to the smoothly polished floors, and heard her own heart
pounding as her gut wrenched inside her.

"Shit.  Excuse me for a moment," said Kathy, retreating past Lynn's frozen body
and heading back to the living room.  Lynn was left staring at the floor, unable
to meet Michael's eyes as he stood in front of her.  She waited for the
inevitable, waited for him to tell her to get dressed and leave.  She braced her
shoulders against the shouted accusations she was sure would come.

But, his voice was soft, saying "Please go upstairs to the bedroom and wait for
me.  I'll be up in a moment to talk to you."

She turned and fled up the stairs, flinging herself onto the bed and pulling the
covers over her naked, sweat and sex covered body.   She stifled the sobs rising
in her wrenched gut, and waited for her husband to come accuse her of being a
slut and kick her out.