Learning Curve

Introduction:
(Aside)
“I want some advice,” Carley asked Hallie.
“On what?”
“On that stuff you do with Paul.”
“Ohh, that kind of advice,” Hallie nodded knowingly.
“Yeah…” Carley looked at the floor, somewhat embarrassed, then back up at Hallie. At 4’9’’ tall, she had to crane her neck upward to get a look at anything but the breasts of the buxom Hallie. Hallie herself stood at about 5’6’’, nicely developed for a girl of 16. Carley, though shorter and two years younger, was just as curvy, though barely wearing an A cup bra.
“Well, what do you want to know?”
“Well, um how do you do everything?”
“You…um, well, I don’t know, it’s kind of hard to explain.”
I arrived at Carley’s house at the tail end of the afore mentioned conversation. Being a friend of the family, and Carley’s boyfriend, I let myself in and looked for company.
“Hey, in here,” Hallie’s voice called in a half giggle.
Curious, I wandered into Car’s room. Haley was sitting on the bed while Carley sat in her desk chair. She looked comfortably gorgeous in sweatpants and a T-shirt. Don’t get me wrong, I loved Carley, but there was no denying that Hallie looked absolutely stunning in a black tank top that her c-cup breasts stretched to its limits. She too wore a pair of black sweats.
She patted the bed, “come sit down, we were just talking about you.”
“Oh, what about?” I asked, tossing my keys, cell phone and wallet in a pile on the dresser and plopping myself down on the queen sized bed.
Carley moved from the chair to the bed and kissed me on the cheek. I recoiled slightly in surprise. She was never one to publicly display affection. While Carley’s hand draped across the left side of my body, Hallie attacked me from the other side, running her hand up my chest.
Together the two girls pulled my hoodie over my head and tossed it on the floor. I was definitely curious at that point, and rising to the occasion in my lower regions. Haley ran her hand up my thigh, stopping inches from my now fully functional cock.
Without warning she ran it across the front of my jeans, giving my cock a squeeze. Carley watched in curiousity.
“Don’t let me have all the fun,” she teased.
Carley tentatively ran a hand up my leg, stopping just short like Hallie had. I leaned back to enjoy the events unfolding before me. Curious, but hesitant, she slowly moved her hand upward. Inch by inch she brought it over my outlined dick and gave a tentative squeeze.
“It feels weird,” she said to no one in particular, “so hard.”
Haley laughed at the young girl’s naivette and rubbed it playfully.
“You wanna see it?” Hallie asked. Carley nodded emphatically. “Me too,” she added with a wink.
Carley undid my belt, and after some fumbling, managed to slide it out and toss it on the floor. Hallie attacked my zipper, but stopped herself. “You do the honors,” she offered. “After all, he is your boyfriend.”
Hands shaking, Carley took several seconds to unbutton my jeans. She unzipped my slowly, brushing my cock in the process. She let out a little “oh,” of surprise as she did so.
They each grabbed a leg and slid them off me. Hallie couldn’t help but give another squeeze. “Ooh,” she grinned, “you’re a lucky girl. Feel it now.”
Carley tentatively grabbed me once more. Upon squeezing she pulled away in shock, but grabbed it again. “It’s so hard,” she said in awe.
She tugged slightly at my boxers. “These too?”
“Let’s take his shirt off first.” They each grabbed a side and pulled it over my head. Fascinated, Carley grabbed my cock again. Hallie laughed and grabbed the top half. Both girls pushed me on my back and kissed a cheek.
“Now you can take those off.” Carley slid a finger under each side of my waistband and curiously slid them down.
“Wow,” she said when they uncovered all seven inches of me.
“You’ve never seen one before, have you?” Carley shook her head. “Nice, isn’t it?” She nodded. Hallie gave her a sidelong glance. “I’m kind of jealous, he’s got Paul by a good inch.”
“Go ahead, touch it,” Hallie prodded as Carley continued to stare. “If you don’t, I will.”
That finally motivated the girl as she gingerly reached her hand down. She wrapped her fingers around it, and squeezed. “Ooh, it’s warm,” she said, “and heavy.” She giggled as she let it fall to my stomach with a thwack.
“Now what do I do?”
Hallie looked around the room for a moment, biting her lower lip. Finally she settled on and grabbed her prize, a bottle of cherry massage oil, a gag gift at Carley’s last birthday. “I knew this would come in handy some day.”
She poured some on her hands and did the same for Carley, rubbing them together before grabbing my cock. “You gotta rub him, like this.” She ran her hand up in down in a slow, slightly circular motion.
“Jesus Christ,” I breathed, stretching out on the bed and spreading my legs.
“See, he likes it,” she said with a smile. “You try.”
Once again, Carley approached my cock with trepidation. She wrapped a small hand around the base and started moving it up and down.
“It works better if you do it towards the top,” Hallie moved Carley’s hand upwards.
“Holy shit,” I squirmed as she brushed the tip of my cock. Carley was a lot less practiced than Hallie, but it still felt nearly as good. She moved shifted position, managing to get both of her small hands on my cock, and kept jerking me. I spread my legs further, allowing both girls to kneel together in between them.
“The faster you go, the more he’ll like it.”
“Oh, oh, oh,” I moaned as Carley suddenly sped up. I looked up at the two girls in a pleasured daze.
“Want to make him really happy?” Carley nodded.
Hallie shifted backwards and leaned over. She kissed my balls, then licked up the entire length of my shaft. She grinned at me and winked before taking the head into her mouth. She stared straight into my eyes as she bobbed her head up and down over a few inches of my cock. I met her gaze as best I could, but couldn’t help but stare into her ample cleavage.
Carley meanwhile had a look of disgust on her face. Hallie pulled off and followed my stare, laughing when her eyes met Car’s.
“Oh, it’s not that bad, I promise. Besides with this stuff, it tastes just like cherries. Try it.”
Carley shook her head, but her expression was beginning to soften. She couldn’t take her eyes off my glistening member.
“Come on.”
Carley said nothing, but began to lean down. She stopped a few inches away, hesitating, curious, but scared. All of a sudden her nose hit my cock as Hallie pushed her from behind. She whirled around and glared at Hallie, then grabbed it, pulling me closer.
“If you don’t, I will, and you can watch.” Once again, the challenge motivated Carley and she tentatively slid me in her mouth. She stayed down there, not moving for a few moments, then pulled me off. She had a weird little half smile on her face.
“What?” Hallie asked.
“It tastes like cherries,” Car said with a giggle. “I like it.” She slid me back in her mouth.
“Mmmph moo I mo?”
Haley snorted with laughter as Carley came up again. “What do I do?” she asked sheepishly, turning red in the face.”
“Put it in your mouth.” Carley complied. Hallie moved in behind her and put her hand on the girls head. “Now move up and down,” she said demonstrating. Carley slowly bobbed her head as she saw Hallie do. “The faster and deeper, the better,” Haley coached.
Carley got about three inches down before I started to gag her, but admirably did not break pace. She did a lovely job with her tongue, I suspected in part because of the taste of the cherry oil. Whatever the case, it felt fantastic.
Hallie let Carley work, and moved up the bed next to me. She leaned way over, al but spilling herself onto me. “Looking at these?” She used her arms to push them together, magnifying the effect. In doing so, one of her spaghetti straps dropped over her shoulder. She pulled the other down, then smiling mischievously, pulled the entire tank top down to her waist. She wore no bra beneath. Her unbelievable breasts didn’t drop an inch, and her nipples, surrounded by quarter sized areolas perked considerably.
“Go ahead,” she offered, sticking her chest out.
I didn’t need to be told twice as I grabbed and massaged them with both hands. Hallie put her hands on my head, giving me an unobstructed view and allowing me to fondle, squeeze and grope as I pleased.
Carley meanwhile, brow furrowed in concentration worked my dick like it was anything but her first time. She’d wrapped a hand around it to steady it, and was jerking it minutely while she sucked me.
Between that and Hallie’s incredible tits, it was about all I could handle. I could feel a powerful orgasm welling within me. I squeezed Hallie’s tits harder and arched my back.
“Oh God, I’m cumming,” I warned. Carley looked up, the word having no meaning for her.
“Don’t stop,” Hallie urged.
Carley’s head bobbed once more. My cock hardened, and I could feel Carley tense up. The first spurt of cum shot into her mouth and she jerked in surprise. To her credit, she kept her mouth on my cock, and paused for only a split second.
Her inexperience and less than perfect seal caused a few beads of sperm to run down my cock as I continued to shoot into her mouth. When I stopped, after several seconds, she pulled off and looked at Hallie with a shocked look on her face and a mouthful of cum.
The topless girl laughed at the expression on her face. “It’s ok, you can swallow it, it’s not bad for you.” Somewhat relieved, but a little disgusted, she gulped it down. Hallie noticed the droplets on my cock, and cleaned me off, causing a pleasured twitch from me.
“Wow, that’s way better, I may have to borrow him sometimes,” she said to Carley.
“Was that cum?” she asked.
“Yeah, what did you think?”
“It was weird, salty and warm. Not bad…just weird. It tasted kinda like cherries,” she said with a grin.
I laid back in relaxation, only to bolt upright when Carley put me back in her mouth and cleaned me off some more. The pleasure was almost too much. Carley laughed at me. “This is fun, I want to do it again.”
“You’re welcome,” Hallie told me, leaving the room still topless.

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