It was August of 1977. Kelly and I were going to be seniors when school started back up. But before then our little town had its annual summer festival celebrating our local crop. Kelly and I had made our first trip to Milwaukee’s Summerfest several weeks ago and we knew that nothing in our little town could compare to that experience. Kelly’s sexuality was beginning to boil. She had dressed like a slut at Summerfest and loved the attention and the sex that it had brought her.

Even though her exhibitionist tendencies had started to show, our hometown was still a reasonably small town and she didn’t really want to be the center of that kind of attention. We had wandered around the festival grounds during the day on Saturday for a couple of hours and ate some food and went on some rides. The party, like all festivals, didn’t really start until dark. I picked her up in the Impala that night around nine thirty. She slipped out of the house and came out to my car.

Damn! She was wearing a pair of cut-off Oshkosh overalls. She had rolled cuffs in the legs right up to her crotch. She was wearing her pair of cowgirl boots (the Urban Cowboy craze had caught up with her) and her straw cowgirl hat. Under her overalls was a tight little white band of a tube top. It barely contained her tits and showed a nice line of cleavage at the top. Her nipples were hard as rocks. In the sunlight, you could see her areolae through that top, but it was too dark that night to get that view. She showed me how she could push the tube top down around her waist and flash her tits through the sides of the bib. The bib itself only came an inch or so above her areolae. She also pulled one leg of her overalls open and let me feel her cunt. Plenty of dark curly pussy hair, but no panties.

On the short drive to the festival, she left her tube top pushed to her waist and unhooked one strap, exposing a huge tit. I damn near wrecked my car a couple of times! My cock was ready to break it was so hard.

Kelly was five-feet-two-inches, just a few pounds over one hundred, and her boobs were barely contained by her 32DD bras as they had continued to grow throughout high school. Her long, straight, dishwater blond hair fell down to the middle of her little bubble butt. She was a walking, talking, erection-making machine. I was tall, six-feet-four-inches, and about one-eighty.

We paid the guy a few bucks to park. The guy bent down to the window to hand me my change and say “Welcome” to anyone in the car. Kelly had her strap up just in the nick of time but the guy stared at her exposed tit flesh hanging out the side of the overalls. Kelly tugged up the tube top as we parked. She unhooked one strap and left it hanging. Her nipples were still as hard as pebbles.

The main event of our festival, like most at that time, was the beer tent. Pretty much anybody in town who wasn’t a stick-in-the-mud and was between eighteen and fifty was in the huge beer tent. The kiddies were shagged home by ten or so and that left the under-eighteen teenagers to roam the carnival until it closed at midnight.

Kelly and I went on a bunch of rides. One of them was particularly wild and both of her boobs flew up and out of her tube top. They were both still out as the contraption stopped. The redneck ride operator first took a good look and then let her know her top came down before he unlatched our car. Kelly took a moment to pull the tube top back up and let him get a good long look at her exposed tit.

It was getting late and Kelly decided to push the tube top to her waist and hookup the loose strap. She hadn't been getting enough attention. We walked the grounds as other boys just stopped dead in their tracks and stared. Her nipples were still covered, but that was about it. The overalls also had a couple of buttons on each side to tighten them up to her waist. Kelly unbuttoned all of them which allowed a nice breeze into her crotch and exposed a view of her hips.

We saw a few people we knew, but the event drew many kids from neighboring towns so most of the crowd were people we had never seen before. Guys would come up to us and strike up a conversation and jockey for position to stand at her sides and get a good look in behind the bib to see her tits and see as much bare hip as they could looking in toward her crotch. Not one of them knew if she had eyes or not! Kelly was loving the attention her body was getting. In her mind’s eye, she was giving all those boys a reason to jack off later and spurt their cum thinking about her. Her pussy was dripping wet.

She was so turned on she decided to loosen one strap down quite a bit. One side of the bib kind of fell away from her chest giving a pretty good nipple view.

That drew a group of four guys like flies on honey. They tried to chat her up but were struggling to speak. One cocky dude blurted out “Those are fucking amazing boobs!” Kelly kept slowly walking as they stared at her tits. She led us off of the main walkway to the side of a concession trailer. She pulled the bib forward.

“Would you like to feel them?”

“Fuck yeah!” He slipped both hands behind the bib and mauled her tits and rolled her nipples. His buddies made clear his turn was done. She let all four guys feel up her tits. The first guy had moved behind her back and was rubbing her ass. She didn’t push him away so he slipped a hand to her crotch and worked his fingers up one leg hole inside her overalls. Once he felt her pussy hair, his hand made a mad dash to stuff his fingers into her cunt. He had three of them in her in short order and he was finger fucking her as fast as his hand would move. She grabbed onto my shoulder with both hands.

I hadn’t seen what the guy in her cunt was up to as I was watching the other three playing with her tits. But that two-handed grab told me she was about to orgasm. I put an arm around her waist and steadied her as the guy got her off. One guy had shoved the bib aside and was sucking her nipple. All five of us were tightly surrounding her. She moaned loudly as she came and squirted all over the guy's hand.

“Holy fuck!” he exclaimed as he pulled out his wet hand and was staring at it. He pulled Kelly’s hand to his shorts and rubbed it up and down over his hardon. “You can’t fucking leave me like this!” Kelly and I did a quick look around. I led the pack another twenty feet or so to a dark spot behind some electrical stuff. Kelly dropped to her knees. The finger-fucker pulled out his cock. It was a respectable size. One of the other guys unbuckled her other strap dropping her bib down and exposing both of her tits.

She swallowed the guy’s cock whole on the first stroke. She had her nose in his pubic hair and her tongue swirling all around his cock, with extra attention to that special spot at the base of his cockhead. After a couple of minutes working him over with her tongue she started bobbing her head and sucking him in earnest. He didn’t last another minute before he came. She swallowed in one quick gulp and the guy quickly zipped up. Only one other guy seemed interested in a blow job and he quickly stepped in front of her and pushed down his shorts releasing his cock. He had a small dick. Maybe five inches? Kelly went to town and he came even faster than the first guy.

About that time some carny yelled at us to get away from that area. As he was walking up Kelly was just standing up and he got a perfect view of her tits. Again, she took her time pulling up the bib and buckling up. We walked away and nothing more was said. The guys went one way. We went the other way. Kelly looked at me and said “I’m sorry about that, but he made me cum really hard and that made me so horny I had to have a cock. I hope you don’t mind?”

“Are you kidding? We’re so far past that. When I saw how you dressed tonight, we both knew what you were up for.” I pulled her hand to my crotch to feel my hard cock. Kelly took me by the hand and we walked out past the carnival rides to the part of the field where cars were parked. There was a row of scrub against where the first line of cars was parked.

We stood in the darkness behind a car and Kelly dropped to her knees. I pushed my shorts down to my ankles to release my hardon. Kelly attacked my cock. She was licking me up and down and then dove into my crotch and was licking and sucking my nuts, my sack, and as far back as her tongue could reach into my ass crack. She was jacking my cock as she worked me over down below.

She was so close to jerking me off I had to tell her I was going to cum. She had my cock in her throat before I’d blinked. It felt so damn good! I couldn’t help myself and I buried my fingers in her hair and held her head tight. I fucked her face for a few strokes and then buried myself in her throat and launched. I pumped blast after blast of cum straight down her throat. It takes more than a second to empty my nuts and by the time I could let go of her head she came up sputtering and choking with slobber dripping out of her mouth.

I quickly apologized. As soon as she had regained her composure she told me to shut up, that she loved it even though it wasn’t the easiest thing for her. It blew her mind, still, that I could pump cum directly into her tummy. She jumped up and gave me a big kiss and we walked back to the carnival.

The first ride we passed was the one where she gave the guy a good look at her boobs. He called us over and told us to get on. I told him I was out of tickets. He said “Fuck that. She can ride free forever. And I’ll let you on too!” We laughed, climbed the steps and found a seat. He checked to make sure we were locked in. He noticed her tube top was missing (it was still working as a belt). With a lascivious grin, he said: “I hope I can make them fly out again!”

As soon as the ride started to move Kelly unhooked one strap. The guy was nearly drooling every time we passed him and he saw her boobs bouncing. We heard him yell something. It took a couple of passes to make out “The other one!” Kelly unhooked the other strap and rode the rest of the time topless. He gave us a thumbs up. Our ride went on at least twice as long as normal. He’d slow it down so he could watch her boobs and then he’d speed it up to make them bounce around. He finally stopped the ride and we were the car at the very back of the ride (no surprise). He came around to unhook the bar on our car last. He reached out to feel up both of her boobs and pinch her nipples. After he was done playing he let us out and she hooked up both straps.

Kelly was looking a little green. She had just swallowed three loads of cum and had then been shaken in a blender. She was ready to skip any more rides. It was only a short time until the carnival was closing. I decided to give away some money at one of those games you can never win. The guy running the game was the one who had shagged us away from the electrical stuff. I won something small and he reached for a huge stuffed dragon, the biggest size they had.

He looked at Kelly and nodded his head down. She caught on, took a quick glance around, and then smashed the bib to the center slipping both of her tits out the sides. He walked up in front of her and said: “Unhook the straps.” Kelly thought it was no big deal, he could already see her tits so she did. He quickly shoved the huge thing into her chest and let go, she grabbed it with both hands, which left her with no hands to pull up the bib. We all had a good laugh and decided to go put that huge thing in the car.

Kelly hugged it and rubbed it against her bare tits on the way to the car and said “You might want to get jealous of this dragon. He feels pretty damn good!” We left the dragon to protect the car and Kelly pulled off her tube top and left that in the car too. She strapped up her bib and tightened it back up to normal. She also buttoned up the side buttons. Having both them and the straps undone had caused her to nearly lose the overalls all together on the walk to the car.

The carnival closed at midnight but the beer tent had two hours to do. There was a crappy band playing and we decided to head that way. It was well known that security was pretty lax, but with laws as they were then it was no big deal. Legal age was eighteen, you could drink if your parents or an of-age spouse bought for you. We knew both of our dads were probably in the tent (along with about five hundred other people) but her dad was well known in the group that ran the tent. Kelly just told the guy at the entrance that we needed to talk to her dad and we were in.

We had a good idea of what area to avoid to not run into our dads and we wiggled and squirmed our way to a far corner of the tent. Kelly had more hands on her than she could count. Countless guys slipped their hands in her bib and played with her boobs. A couple of times we had to stop and chat with drunks as they wouldn’t let go of her. Kelly has a way. She is sweet as syrup as long as you play nice. If you become an asshole, she can put the fear of God in you. Only one guy got that look. Everyone else was having fun and being cool.

Kelly was having beers shoved her way and we quickly both had both hands full and I was drinking as fast as I could. Of course, the guys liked having both of her hands full. It made it easier for them to play. We somehow ended up hanging with some people we didn’t know from out of town who were all, I guessed, in their mid-twenties. Kelly had one guy behind her back and had moved in really close. Kelly was yapping away with one of the girls in their group. She was wearing a halter with some nice-sized C-cup boobs and a couple of the other guys kept pinching her nipples. They had their own game of pinching her tits with every swig of beer.

The guy on Kelly’s back had his hands on her waist and was rubbing on her. Then she felt him unbutton both side buttons of her bibs. Soon enough he was massaging down her hips and towards her groin. He had both hands on the front of her hips and was pulling her tight against him. She felt his hard-on rubbing against her back. He had been far down her hips and knew she wasn’t wearing panties. One of his buddies noticed what he was up to: “Find anything?” was his drunken question.

“Not yet! But I’m still looking!” About then his search found a big mound of curly pubic hair. A second later he found a wide-open gash that was soaking wet and dripping. Instinctively one finger started to rub her clit. Kelly sucked in a deep breath. The girl she was talking too asked if she was okay. Kelly said she was. The girl took a good look through the dim light and thick smoke and then asked if she really was okay with him playing with her? It was nice she was concerned but Kelly made clear she was fine with what his hands were up to. By then he had two fingers in her cunt and one on her clit. Kelly had that look of near terror on her face milliseconds before she exploded with an orgasm and reached out to hug the girl.

“Oh fuck! OH FUUUCK! Fuck yes!” she moaned into her ear. “Fuck he made me cum!”

“Well ain’t you the lucky one!” she said back. I figured what the hell and I slipped a hand into the girl’s halter. Her nipples were big and hard. She turned and gave me a big open mouth sloppy beer-and-cigarettes kiss. She was wearing a skirt and I started to slip one hand down the front. We were still kissing. I went in past her panties. I felt some light pussy hair, nothing like the jungle in Kelly’s crotch. I had a finger in her slit riding her clit and she moaned into my mouth as we kissed. I was rubbing her slick nub at an increasing pace. She broke the kiss and pulled her mouth to my ear and was moaning. Soon she went to a “yes, yes, yes, yes, yes, yesssss!” As she was cumming she barked “Shove your fingers in my pussy!” I did and as I fucked her she had a second, much bigger orgasm. She hugged me tight and had her head on my shoulder.

I heard Kelly cum. I had missed out on what she was up to. I turned and she had two different guys, one on each side of her, both with their hands down her overalls. They were taking turns inside and out of her cunt rubbing her to get her off. We were all horny as shit and ready to pop. The guy who started with his hands in Kelly said: “Let’s get some air.” We all followed him out of the tent. It was Kelly and me, the girl and the three guys who had been playing in Kelly.

It was about a five-minute walk to his car. Everybody was laughing and feeling up something. The girl had her hand in my shorts rubbing my cock as I untied her halter and let it drop. She squealed but did nothing to pull it up. As soon as we got to his car he unhooked Kelly’s bibs and with the side buttons undone, it fell right off of her. He opened the back door and Kelly climbed in, wearing her boots, and laid her hat by the back window. Then she turned and laid on her back. The guy pulled down his shorts and climbed in with her. Kelly wasn’t buying it. If he wanted to fuck her he had to get naked. It was a struggle but soon enough he had off his shirt, shoes, underwear, and shirt.

The girl and I got in the front seat. She was in the middle, I was on the passenger side and another guy got behind the wheel. I pulled off my shorts and she dropped over and sucked my cock. Not even close to Kelly in skill, but she got me hard. The other guy and I were wrestling her skirt and panties off. Once she was naked she got on the seat on all fours with her ass facing me and went down on the guy behind the wheel. I got up on my knees and slid my dick up and down her slit. She had a tight pussy. Her little peach was closed up tight. Eventually, I had her lubed up and her slit opened and was slippery.

Kelly had already had an orgasm and the guy was bouncing the whole car up and down as he pummeled her twat. Kelly came a second time. Kelly could tell he had whiskey dick. He was hard enough, but not hard like steel. Kelly slid out and spun around on her back so that his crotch was above her face. She sucked his nuts and was stroking his cock. She used her other hand to tease his ass with her middle finger. It took a couple of minutes but she could feel his cock finally grow to full hardness. She slipped out again and got on all fours. He started banging her doggy style.

Kelly and I were looking right at each other over the seat. “Having fun?” she asked.

“Fuck yes! She’s so fucking tight!”

“Fuck her good!” The guy had sped up. Kelly got that look on her face and then dropped her head to the seat and screamed out “OH FUCK!!” as she came again. He was over the whiskey dick and grunted loudly as he pumped his load into my jailbait seventeen-year-old girlfriend. He pulled out and opened the car door. He got out of the car, naked and went around to the other back door and got in. Kelly lifted her head and laid it in his lap. Since his wet cock was right there, she sucked him clean.

The other guy was left outside the car with a view of Kelly’s just-fucked gash sticking in the air calling to his cock. He started to unzip and the guy who had just cum said “She wants you naked” so he stripped next to the car, tossed his clothes on the roof on the car, climbed in and stuck his hardon directly into Kelly’s little twat. Kelly squealed loudly!

“Holy fuck! Stay put! Give me a second!” The guy stopped moving.

The guy behind the steering wheel came with his own odd grunting sound. The girl complimented him on the nice load. I was still fucking away. Kelly had drained me less than an hour ago. I could fuck for as long as I wanted.

“What’s up, Babe?” I asked Kelly.

“His cock is really long.”

“Have fun!”

She told him he could start moving again, but slowly. It was a couple of minutes later when she asked him to speed it up. Minutes after that “Fuck me hard! Fuck my little pussy! Fill me up fucker!” The car was nearly rocking off its wheels! All you could hear was the sound of his flesh slapping the hell out of Kelly’s. Kelly’s pussy was dripping onto the car seat. He fucked her even harder. I picked up the pace to match him stroke for stroke. I could see the sweat running from his face and dripping on Kelly’s butt. The guy who fucked her first was playing with her boobs and tweaking her nipples. That took her over the top. She screamed so loud I still can’t believe the police weren’t called.

She came all over the place. She squirted on him and all over the back seat. The girl I was fucking was finally showing signs of life. Hearing Kelly cum helped to get her there. She came with a loud whimper. It was enough for me. I slammed her ass, clenched her hips and forced the second load from my nuts.

The whole car just collapsed. Eventually, some conversation started up. It was clear that these folks thought we were nearly ten years older, around their age. Kelly and I faked it for a few minutes and then announced we need to go. Kelly grabbed her hat and overalls and climbed out of the back seat. She walked around to the front of their car and squatted to take a piss and drain the cum from her cunt.

I only had to zip up and had met her in the parking lot to help her dress. She slipped her overalls back on and buckled and buttoned them back up. Their car fired up and they drove away as we walked back toward the beer tent.

It was after one a.m. and everyone in the tent was sloppy-ass drunk. The place was also maybe only half as full as before. We walked right in without a second glance. There were some drunks taking a swing at each other and that had the attention of the guys watching the gate. We moved right through the crowd. For the most part, they were too blitzed to notice Kelly’s boobs. We were both dying of thirst though. I told Kelly to find us a table or something and I’d get a pitcher of beer. At seventeen I had yet to perfect my skills at getting a bartender’s attention and it probably took me ten minutes to get our pitcher of Pabst. I found Kelly in the far corner standing at a little round table. There was a guy with her.

As I sat down the pitcher he said “Hi!” and then I realized it was Jeff. Jeff was a couple of years older than us, was attending college out of state, was a loose friend of mine through a different circle of friends, and had been one of Kelly’s brother’s pot-smoking friends. Plus, his hair was now about as long as John Lennon’s was in 1977, which is why I didn’t recognize him.

Kelly caught me up later. He noticed her and followed her to the table. Of all of her brother’s pot-smoking buddies, he was the one she always thought was cute and that was nice to her. After just a minute of chit-chat, he said: “I can’t fucking believe how big your tits are!”

Kelly said, “It’s been a few years and they’ve been growing fast.” Kelly’s pussy was far from done for the night. Sex, dirty talk, flashing, all just made her want more. “Would you like to feel them?” He had two hands full of tits in the blink of an eye.

“You know I’ve always thought you were sexy as hell.” He said.

“Yeah, I saw how you looked at me. I knew you were fucking me with your eyes. I was always looking at your crotch imagining what your dick looked like. You should have made a move. I would have fucked you in a minute.”

“Damn! I’m a fool. I’ve always wanted to fuck that little pussy of yours so badly.”

“Why are your hands still up there” He immediately dropped a hand to Kelly’s crotch. She unbuttoned the side buttons to give him more room. He was playing in her pussy hair and sliding his fingers along her wet slit when I arrived with the beer.

“Jeff and I just realized how badly we had wanted to fuck each other back when he was still in town. But he never made a move. I’m helping him along.” Kelly sucked in a deep breath. Judging by his missing hand I assumed he was finger banging her. I was very warm in the tent. It was August and there had been a lot of sweating bodies. Kelly asked me for my T-shirt. No big deal, half of the guys left had their shirts off it was so warm.

She slipped on my T-shirt over her overalls. I had my back to the rest of the tent. Kelly’s back was to the outside of the tent and there was a beer truck parked not four feet from where she stood. Jeff pulled his hand out of her overalls. We were both a bit confused by what she was up to? She slid a hand up under the T-shirt and unhooked both straps. Then she tugged at her hips and the overalls fell to the ground. She spread her legs as far apart as she could with the overalls caught around her boots.

She pulled Jeff in for a big kiss. She was rubbing his hardon through his shorts. She broke the kiss and said to him “Let’s finally do this. Shove your cock in me.” Jeff stepped behind her and fished out his cock through his fly. Kelly popped her ass back toward him. He slid around in her slot until he found the opening and then pushed his cock straight up her vagina. Kelly groaned loudly.

I told her she was going to have to hold it down if she wanted to fuck in a crowd. She promised to try harder. Jeff had a grin you couldn’t slap off his face. I wondered as I watched them fuck how many buddy’s-little-sister fantasies ever actually got fulfilled? Jeff clearly was trying to not get them busted and was basically standing still while using his ass muscles to thrust his cock into her. It was actually a good plan. He wasn’t slamming her so hard she was screaming orgasms all over the place. By the look on both of their faces, what was happening was making both of them very happy.

We were actually all continuing to drink our beers as they fucked. Jeff and Kelly had started a quiet conversation about what each of them had done in the past that had caught the other’s attention. I could only catch parts and pieces as the band was still playing. For Jeff, it was basically Kelly running around half-naked when Steve’s buddies were over to their house. She had told me all about that and it was definitely on purpose to drive them nuts. Tiny, tiny bikinis, tube tops, Daisy Dukes, anything she could get away with to flash as much skin as she could.

She told Jeff she thought he was good-looking and just oozed sexiness. She really remembered one time when the gang picked up her brother to go swimming. Speedo’s, thanks to Mark Spitz, were actually in fashion, for guys brave enough to wear them. Jeff had one on that clearly outlined his nice thick cock laying sideways. Kelly did all she could to get the best views. Jeff was kind of embarrassed his cock was showing and was trying to hide it as best he could.

The guys had climbed in the car and were ready to leave when Kelly found something her brother had forgotten. She flew out of the house, opened the back door and kind on climbed in handing it to her brother on the other side of the car. The move allowed her tummy to lay on Jeff’s cock. Kelly went inside and locked herself in the bedroom to masturbate thinking about that cock. Jeff told her he remembered that exact event. Having her lay on him, as he was looking at her little ass in cutoffs, caused his normal teenage cock to grow to full hardness. He couldn’t hide it. It was about seven inches long and decently thick. The poor Speedo was about to tear open. The guys teased him mercilessly and from that point on they all knew he had the hots for Kelly.

That part of the story brought Kelly to a quiet moaning orgasm. Jeff was thrusting a little quicker now. Kelly told him, “I’m ready to feel you cum in me.” Jeff firmly grabbed her hips and fucked her. Anyone looking their way could tell he was fucking her. After a couple of minutes, his head dropped onto her shoulder and he spurts his cum into her. Kelly was actually happy she wasn’t cumming because she could focus on feeling him cum. She told me later he came like I did, meaning a lot, spurt after spurt, and Kelly loved that feeling.

Jeff stood back up and pulled out. His cum fell out of her cunt in a big glop followed by strings of more cum. Jeff helped her pull her overalls back up. It was work getting the straps on from under the T-shirt and it wasn’t working. Kelly pulled off the T-shirt and held it in front of her boobs while Jeff attached the straps. Once she was situated we could all see that Jeff’s cum had landed right on the front of the bib and she had a huge cum stain front and center. There was a big glob hanging there and Kelly licked some up and tasted it.

“You taste pretty good. Maybe someday I’ll get it straight from the tap?” Jeff just groaned. He knew he would have many more nights of jerking off thinking about Kelly.

The band was done, the lights were turned on, and they were hollering for everyone to go home. We made our way out and Jeff walked with us to the parking lot. He stopped Kelly, gave her a big kiss, and thanked her for fulfilling a years-long fantasy. He shook my hand and thanked me too. He went toward his car and we went to mine. It was clearly going to take a bit to clear the lot. Kelly said, “You know who I haven’t fucked tonight, and the only one I really wanted to fuck?”

I played along, “No. Who?”

“You Big Boy. Get out that cock and fuck me” We both stripped and jumped into the back seat. Kelly tossed the dragon into the front seat. Kelly was on her back and I was in her twat. We were having a great fuck. We would hear drunks walking past and making noise as drunks do. Somebody noticed the car was bouncing. Being warm we had all of the windows down. Next thing I know there are four drunk guys looking in each window cheering me on as I fucked Kelly, each of them offering drunken help.

One reached in and was pawing her boobs. The guy on the other side got hold of her foot and was trying to tickle her. After a minute, they had their fun and moved on. Kelly said, “That was fun!” I pulled out of her, sat on the seat and pulled her up onto my lap, facing the front of the car. Now she was up in full view of anyone looking in the car. I was bouncing her ass up and down on my cock. A drunk man, maybe in his forties, came up to our car. His car was the one next to us. He noticed Kelly, turned and came right up to the window next to us, leaned down and watched us fuck.

“Jesus, those are huge fucking tits!” Kelly lifted them up in her hands and shook them at him. Then she rolled her nipples with her fingers. He kept standing up and looking around like he couldn’t believe his luck and he was deciding what to do next. He reached in and Kelly let him fondle her boobs. I could hear him working his jeans. I couldn’t see it but I could see that his arm was clearly jacking his cock. He would lean down and get a good look at Kelly’s body and then stand back up, feeling up her boobs and jerking his cock. Just a couple of minutes later he pulled his hand out of the window. I could tell he shot his load. He zipped up climbed into his car, gave us a wave and drove off.

The lot was getting empty. It was time for us to finish up. I rolled Kelly over onto her tummy and pumped her hard. I had a nice orgasm. Her ass always felt so good to be on top of. It wasn’t much of a mess. It was my third load of the night. I climbed into the front seat. Kelly asked me to pass back the dragon. I slipped on my shorts and drove away.

Kelly was rubbing that big-ass dragon all over her body. She was telling me how great he felt and she was pretty sure she was going to figure out how to get herself off on him. I told her we were almost to her house.

Kelly was dressed and had her boots and hat in hand when I dropped her off at her house. We shared a big sloppy kiss and she thanked me for the best night of her life. And for truly understanding her, who she was, and what her needs were. I reminded her that we were two peas in a pod. I had fucked a woman ten years older than me that night. She grabbed her new dinosaur fuck-buddy and went inside.