I was walking along the path that circled the lake behind my house. It was a quiet October evening just before sunset, the sky was a really beautiful painting-like color. The temperature was cooling off to around the fifty-degree mark, no mistake that fall was in the air.

As I walked, I took in the sweet sound of leaves rustling around and under my feet, I looked down and marveled at the way each of them, so different, looked as though they had been freshly painted from a colorful palette of bright oranges and reds. I walked this trail almost every evening and jogged it in the mornings to keep my young body firm and in shape. I loved the tranquility and the availability offered to me to think of all life’s little things as I walked.

I had approached the halfway point for my second time around, the sun had by now completely departed the upper horizon of our world, and darkness now replaced the once colorful sky. I looked up and sighed at the beautiful stars, so bright, and looking down on me like a million eyes of angels. The sight as usual was breathtaking. I continued walking and as I approached an area of the path, that had a scattering of picnic tables and benches, I saw a few friends of mine from the neighborhood sitting around laughing and giggling. There was Jeanine, a cute little brunette who I had known for about 7 years, Mark, a nice looking but troublesome type of guy, Tim, a hottie I had gone out with a couple times, and a black guy I didn’t know, they later introduced me too as Leon. They all hollered out their hellos and greetings, and gave me hugs, I love the hugs.

I did the lady like thing and shook Leon’s hand when they introduced us. They were all so giggly I just knew they had done something. Sure enough about that time, Mark took out a joint and lit it up…”Time for another?” he asked. “So that’s why you are all so weird tonight,” I said laughing. I sat up on one of the picnic tables casually talking with them all. About an hour passed as I watched my friends get even more stoned and stupid acting by the minute. I didn’t mind as I thought they were quite the comedy crew. Even though I don’t smoke anything, even cigarettes I have never had any interest in, I don’t care who does what. I am very open to pretty much anything. I just don’t get too close to anyone doing stuff like that.

Tim came over and sat down next to me and we started small talk, pretty much in our own little world. I wasn’t paying much attention to the other three, now delirious potheads, I call friends. Tim had always been so sweet to me, we had known each other for some time. He has always tried to get me to be his steady girlfriend, but I had never wanted to be serious with anyone at the time. We had gone out a couple times though, and always had lots of fun, ending the date making out, but nothing ever further. He was a gorgeous guy with a slight muscular tone, dark complexion and hair, bright blue eyes, and one of the sexiest asses I have ever seen on a guy. He was the type of guy my Mom had always told me to be careful around.

I jumped up and walked towards the lake, taking Tim’s hand in mine. The lake was like a mirror, you could actually see the stars in the motionless water. And the moon that lit up the entire area like a big spotlight sparkled across the lake. We walked aimlessly along the waters’ edge for about twenty minutes or so. He asked me to go to a Halloween Masquerade Party with him. I had heard all about this party, it was supposed to be huge. My best friend Lisa and I had talked earlier in the week about going to it with dates, we just didn’t know with which guy. I had been asked by a few people to go. I told Tim I would let him know. What girl wouldn’t want to be seen with a gorgeous guy like this, I thought to myself. We slowly made our way back to the picnic table. Suddenly, an outburst filled the almost silent night.

As we walked closer to the source of the squeal, the moans became more and more evident with each step. We both stopped in our tracks about ten feet from Jeanine, Mark, and Leon. I turned quickly to walk the other way, but Tim stopped me. He asked me what was wrong with what was going on, I said, “Nothing, but we shouldn’t just sit and watch, it looks kind of private” He quickly replied, “Private? Out here, knowing we were here, they couldn’t care about privacy”. I looked at him and then to the three and the sexual frenzy taking place before my eyes. I looked away again. Something though just kept drawing my eyes back to that scene even though my eyes almost couldn’t believe what they were seeing. Jeanine was on all fours on top of the picnic table, her skirt was pushed up onto her back. She was holding Marks hard cock in her hands as Leon thrust his huge black tool in and out of her from behind. With each thrust she squealed loudly.

I was stunned and mesmerized all at the same time. I found my mind telling me to leave, to just walk away, but I was unable to. I looked at Marks thick rippling dick in Jeanines’ tiny hand…every now and then she would concentrate enough to pump her hand up and down the length of his shaft. I then would look at Leon’s black cock sliding in and out of her. I had never ever seen a black boy naked before and certainly have never seen a black cock. From where Tim and I stood, the moonlight lit up the area enough to see a lot of detail. Leon was moving back and forth at a pretty fast pace, but still a portion of his thick cock would glisten from wetness in the moonlight with each withdrawal, and I would catch a glimpse just before it plunged back in Jeanines wet sheath. I had no idea how long it was but it brought a squeal out of Jeanine with every thrust.

Tim came up behind me and wrapped his arms around me holding me tightly. He whispered in my ear “Is this hot or what?” I could barely mumble a single word. He pressed against me tightly. I could tell he was enjoying the show at hand by the lump in his pants pressing against my back. I could actually feel his manhood throb every now and then. My mind wondered briefly at how his cock would look and how large it was. My own curiosity ended with yet another squeal and loud moan from Jeanine. She was now plunging her mouth up and down on Marks fat cock in synch with the man meat fucking her furiously from behind. I gazed at Mark’s cock. It was nice and thick, not very long but thick. Jeanine’s lips were stretched tightly around the girth. Her cheeks puffed out each time his flesh disappeared into her mouth. She was bobbing her head up and down at a very fast pace now. Mark lifted his butt up off the picnic table, thrusting his flesh into Jeanine’s hungry mouth. Leon was plowing her forward pounding into her pussy. She was moaning loudly now, mixed with the deep groans of Mark and Leon.

After about ten minutes the guys switched places. I watched as Leon pulled his slick dark pole out of Jeanine and went to her face. Mark positioned himself behind her. I watched as Leon took his big black dick and rubbed the slippery tip all over her face and lips. His cock was big, a good eight inches and fairly thick. Glistening from the moonlight, the veins stuck out so visibly. I knew now why she squealed with each thrust. I was transfixed to the scene before me, oblivious to the world around me, even oblivious to the throbbing cock against my back. Every now and then I would come back to reality feeling it against me. Tim was holding me very tight now. I felt that familiar feeling of excitement building inside me. I was wet and my nipples were extremely hard. I tried to hide my arousal from Tim the best I could, so I didn’t get into a situation that was too far carried away. My breathing alone, heavy and deep would have been a dead give away however, one I couldn’t quite hide.

Leon leaned back on his hands as Jeanine licked up and down the underside of his shaft. She then sucked a ball into her mouth and he moaned very loudly. First one, then the other. Then she consumed the head of his cock between her lips and sucked inch by inch of him into her mouth, stopping obviously when the tip nudged the entrance to her throat. She held him there not moving. By Leon’s moans her tongue was working him over. Mark was behind her holding onto her hips, then suddenly she screamed out loudly. I jumped from her sudden painful wail. My eyes widened. I instinctively looked to see if anyone was around. Then my glare shot back to Jeanine. Mark held onto her hips very tightly and yelled out how “tight her little asshole was”.

Oh my God, I thought, there is no way. He has his cock up her ass. That thick fleshy pole up her ass? I could feel her pain. Nothing had ever been there in me, I could not imagine. She released the cock from her mouth as she again screamed out. “No, no”, she pleaded. “Oh my godddd, please take it out, it hurts” she screamed. Mark just held her there tightly as she fought to move forward and try to remove him from her. She had no chance as he continued to hold his huge meat inside her ass. By the squirming and cries for him to stop, I presumed she had never had anything there before either. I was feeling I should do something but Tim held me tighter, he whispered to me “wait, she will be fine”. I watched, shocked at what was happening. Soon it seemed she relaxed and very slowly Mark began to move. Very slowly at first, he moved back away from her and then slid back in. Jeanine moaned so loudly again and again, but gradually lost the sound of pain in her tone. Each time seemed more enjoyable for her. She released her strangle hold on Leon’s poor dick and again took him into her mouth. Mark was now moving his ass back and forth slowly but consistently. My little ass hurt just from the thought of having a cock buried there. I almost cringed at the thought. I watched in awe as Jeanine now took that fat member in and out of her ass like a pro. Her squeals were loud moans now. Marks dick for some reason looked so much fatter sliding in and out of such a tiny place.

Tim’s hand caught my attention pulling my eyes from the threesome before me. He grasped my breast firmly massaging my hard nipple through my clothes. I was undeniably hotter than hot from what I was witnessing and Tim obviously knew this. Wanting to stop him was my first reaction but instead I closed my eyes and sighed as now both his hands were on my breasts. I did not want to get into something too deep, I reluctantly pulled away, he sighed an “awwww”. I giggled as I went behind him instead, wrapped my arms around him, and massaged his chest and stomach. He looked upon the three on the table as my hands drifted inquisitively lower. I soon reached the waist of his dockers, the belt, the belt loops. I lowered them further. I nudged up against his hardness, standing up in his pants, begging for release. I ran my pointer finger across the thick length of his penis and was amazed at how hard it was…like steal. Tim moaned out loudly at this simple touch. Curiosity was filling my mind. I wanted to know more.

I grasped his hardness in my hands and was thrilled at how thick he felt. His hips gyrated ever so slowly at my touch and another loud groan escaped his lips. I traced the thickness back upward towards his belt. “Oh my” I thought as my hand felt cock all the way. My tiny fingers reached for the belt and I slowly undid it. Then the button to the pants I undid. My fingers moved across the top of his pants and felt the tip of his cock head trying to escape. I slowly reached the zipper and undid his trousers, tooth by tooth, very teasingly lowering it. I have always loved to be a tease. I think it drives a guy wild to have a foxy gal tease him in such a way. As agonizing as it seems, guys love it! As soon as the zipper was lowered his huge cock fell out, almost pouncing out. Hmmm, I thought, no underwear to get in the way. That is so sexy. Tim sighed in relief at the freedom his flesh just felt and surely at the cool air that encircled his hot skin. My hands wasted no time in grasping the hardened situation. I tenderly wrapped my fingers around his shaft, or at least tried. My fingers could not even go around the whole thickness of his cock. I had never felt a cock so fat. I had never even known them to be this big. He groaned again as my hand held him, my other hand joined in and both my hands held his shaft tightly. I released one and reached for his balls. Again I was stunned as I grabbed the biggest balls I had ever felt. They hung down heavily between his thighs, like two hairy tangarines. I massaged them gently one at a time. My small hand could not even come close to holding both of them at once. Again I had no idea guys could be this big. I thought at how uncomfortable it must be to carry something like this in your pants all day. Suddenly I actually felt sorry for guys in general. Us women never stop to consider how you must feel with a huge swollen appendage pressed tightly up against the fabric restraints.

I slowly moved my hand down the shaft and loved the rippled feeling I felt on my palm and fingers. It was so hard, so rippled, yet so smooth to the touch. I felt the veins under my hands, thick and fat. They caused the swollen flesh to ripple even more. I could not help but wonder how many pussies had actually felt this monster tear into them? How many orgasms and screams had it caused? I wondered how the hell it could even fit? My mind reeled with so many scary and yet delicious thoughts. As the thoughts deepened I naturally, not even thinking, begin jerking Tim off with such enthusiasm. I stroked his huge flesh back and forth faster and faster enjoying more and more, the feeling of it, the feeling of the skin sliding back and forth over rippled cock. I pondered at how the walls of my pussy were aching to feel what my hand was now feeling, a cock much fatter than my entire wrist. And how my ass would be getting pounded by huge dangling heavy balls, on the very thrusts that only a man can deliver. Suddenly I felt Tim tense up, his cock unbelievably grew even thicker, I stopped only to hear him yell out “NOooooo, don’t stop, please don’t stop”. I continued to pound him as good as I possibly could with one small hand.

I felt him tremble and loudly moan “yesssss, oh goddddd yessss” Then it happened. With one huge throb, I leaned around to watch, my eyes grew at the sight of his big beautiful cock, as he exploded from the work of my hand. His white hot come sprayed so forcefully out of the tip that it shot about five feet forward and splashed to the grass below. Again he throbbed and again and again. Stream after stringy stream of goo emptied on to the ground. He came bigger than I had ever heard of or seen anyone do. I felt the steel hardness of his flesh slowly begin to soften in my still slowly moving hand. His flesh pulsated from the aftermath of a huge orgasm. It twitched uncontrollably. Soon he was limp, yet still was the largest cock I had ever held in my hand. I gathered my thoughts just in time to see both Mark and Leon come all over Jeanine. Leon took his cock from her mouth and with a few quick strokes his come splashed all over her pretty face. At the exact same time Mark had pulled out of her now tortured ass and squirted his man sauce all over the globes of her little butt. I could see the come catch the light of the moon, as it coated her skin. Tim kissed me deeply and said thank you for the way I made him feel. He had put his prized possession away much to my disappointment. I could have just stared at it curiously for hours. After a little small talk, I told him to call me about the Party and I took my horny butt home. The walk back around the lake was one that I had never taken. The pretty stars, the moon, the tranquility, were all gone from my mind. All I saw was flesh, huge cocks, bodies entangled, screams and moans of pleasure, and powerful orgasms. I greeted my parents at home with a smile that made them ask if everything was ok. They wondered what took so long, I just smiled and told them I ran into some friends. The smile on my face felt like it was stuck there.

After dinner that night I went to my room and ran a nice hot bubble bath. I love to take baths and try to at least once a day. I lit some scented candles and turned off the bathroom lights. The glow and smell was absolutely breathtaking. I went into my bedroom and slowly disrobed, thinking of the past couple hours events. I just giggled and smiled. I stepped up the steps to my bath and stepped into the hot water. I slowly lay into the bubbles and was quickly enveloped by the very hot water, it took my breath away momentarily. The bubbles tickled my skin slightly and the difference of the hot water and the cool air caused my nipples to get hard immediately. I finally lay back and sighed deeply. It felt so good.

I closed my eyes and soon had all the images of sex going through my head. I saw Jeanine sucking on one cock then another, Leons big black cock and Marks fat cock working her into a frenzy, and Tim…mmmm Tim. My hand went to the throbbing ache between my legs, my pussy was starving for attention. I rubbed my clit gently and instantly my body went rigid. I slowly worked my middle finger in between my puffy lips. I was so hot and wet inside. My finger slipped into the tight hole. I was happy at how tight I was, so very tight. My mind went back to Tim. I wondered how his cock would ever fit in my tightness. How would it feel if it did fit? I rubbed the insides of my sensitive pussy walls and thought of how unbelievable it would feel having his massively rippled shaft rubbing me there. A moan escaped my lips slightly, I plunged the finger in deeper. I arched my back slightly.

Suddenly I heard a voice, like it was miles away. “Brandi, Brandi hon” I opened my eyes and saw my Mom standing next to the tub. My first reaction was to just die of humiliation that I might have just been caught feverishly masturbating by my Mom. She looked at me with a smile and just softly said, “Nice thoughts?” I felt my face get very hot! If it wasn’t for the candlelight hiding it, I was probably about the shade of a big red apple. I just nodded and smiled back at her. She said she was just checking on me to make sure I was all right, and when I hadn’t replied she came into my room. My Mom is very young, she had me young, so we are very close thank God. She is more like a sister to me than a Mom would be. We always go out and have a blast together, partying, shopping, etc. I keep nothing from her at all. She is absolutely gorgeous, enough so that friends of mine have commented. Anyway my sex life is not closed to her at all, I tell all. We have many girl talks, and she knows everything I have encountered.

I asked if she would wash my back, and she said sure. I started asking her questions about guys, actually about guys’ anatomy. I am an only child and even though intelligent, I have been quite sheltered sexually. I finally told her about my encounter with Tim and told her how well endowed he was. I just hadn’t expected him to be that big. She giggled and then said “oh my”. I was just concerned about if the moment ever should arise that I was with someone like that, how would it ever work, and would it hurt and, I had a million questions. My lovers that I have had, two in all, were quite average, if the six-inch statement is true, they were average, maybe! Around six inches tops. I had never expected to have a penis in my hand that I couldn’t wrap my fingers around.

Anyway, she set all my worries and questions straight and I felt so much better. My dreams that night I must say were very nice, I slept the whole night with a huge smile on my face I’m sure. Weeks had passed and the night had come for the most anticipated party of the year. I had heard people talk about this bash and tell me I was in for a pleasant surprise. Everyone was allowed to dress as anything they wanted, the only stipulation was that you had to wear a mask big enough so no one knew who you were. Just to add to the excitement I guess.

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