Ficool

Chapter 432 - An Unexpected Encounter by perna

The night was just about over; the bartender had announced last call five minutes ago and most of Phil's friends had left. He and two of his friends, a married couple were finishing up their last drinks. They were accustomed to Phil sticking it out through the end of the night with them, often finding a way to link up with an old girlfriend who would drive him home.

Why he always had such luck was probably his physical stature. Phil stood 6'3" and about 200 pounds. He kept his head shaved and rotated between being clean shaven and having a rough growth of stubble or a goatee. He worked out every day and looked the part. His clothes fit snugly to broad, muscular shoulders and arms. His stomach was the definition of a sick pack and his chest bulged with pecks that he could flex at will. His legs were lean and well defined. Unknown to him why women liked guys' butts, he didn't mind that they liked his. His completely shaved 6.5" circumcised penis was nothing massive, but his stamina in bed was second to none, and after he'd been drinking, he was known to have sex for hours before cumming the first time. In college, Phil had pierced his tongue one summer and then again the following summer. He didn't wear the two studs in his tongue often anymore, but tonight he was. He hid the studs fairly well when he spoke though, and preferred his ex's to be guessing if they were in until his tongue was in her mouth or on her clit. Eating pussy and ass were two of his favorite sexual activities so much so that he almost enjoyed them more than having his dick sucked.

Back to his friends view of him. To the best of their knowledge, she would be taking him to her house, which more often than not, was absolutely the case. He'd drop a text halfway through the night if prospects looked dim. The wife in the couple, Katie, secretly always wanted to be the one getting that text or call and Phil had sometimes fantasied about Katie, but they both knew it could never happen. Once in a drunken moment of flirting, Katie had told Phil she had a crush on him. He made a point of never letting them be alone when drinking after that. His friendship with both Bob and Katie was too important to him to lose.

Tonight, though, he hadn't bothered to look for a ride home from an old girlfriend. He had spotted a tall blonde down the bar at about 10:45 and she was still there. They had made eye contact several times and exchanged glances regularly. Bob and Katie announced they were going and asked Phil if he needed a ride.

He had done his fair share of checking this tall woman out throughout the night. At 6'3", there weren't a lot of women who were as tall as him, but she was close. About the same height as Katie, she was probably 5'10" or 5'11" with an athletic build. Katie was probably jealous that she was getting Phil's attention; the blonde woman looked very much like her in height and build. However, this woman had a much larger bust than Katie. Katie had noticed Phil looking at her and had pointed out her boobs were fake. Phil had given her a hard time that she was just jealous, but it hadn't stopped him from wondering what they'd look like out of that tight shirt. She was wearing white, pocketless jeans with a dark thong underneath. Her ass looking amazing through those jeans he had noted when she'd walked by to use the restroom once. His attention returned to his friends.

"No, I think I'll be alright. I've got one coming, think we're going to another bar that's open 'til 4," he lied.

Katie replied, "Are you sure? You can sleep on our couch." She hated to see him go home with other women.

Bob answered, "I think Phil's going to be sleeping on more than HER couch tonight," he laughed.

Katie said, "OK, just be careful and don't hesitate to call if your ride doesn't come and you need a place to stay."

Bob and Katie left.

Once they were out the door, Phil made his way to the end of the bar as the lights came on. He introduced himself to the blonde who answered with, "It's about time you came down here, I was about to leave without you saying something."

Her name was Michelle and she was going to meet up with some friends at another bar across town. She had been stalling them in hopes Phil would come talk to her. She was extremely enticed by him, but wouldn't let it on.

The bartender allowed them another drink while they waited for a cab. While they waited they flirted and joked, clearly hitting it off from the start.

Michelle told him the bar was about 20 minutes away as they got in the backseat of the cab. She sat close to Phil, pushing in tight enough that he could smell the sweetness of her perfume starting to cling to his shirt. The cab was dark, and the tint of the windows didn't let much light in from the streetlights.

As they continued to talk, Phil could feel her hand sliding up and down his leg, getting closer and closer to his crotch with each stroke of her hand. He struggled to steady his breathing as he started to feel his cock stirring in his pants. He didn't know what to do, they only had another 10 minutes at most in the taxi and then he'd have to get out with a raging erection.

Michelle knew exactly what she doing; she could hear his unsteady breathing and tightness to his pants. She ran her hand over his now rock hard member and gave it a squeeze.

"Oh, fuck!" Phil tried to say as quietly as possible. Michelle knew her route and had timed it just as she'd wanted. "Well, we're here!" she exclaimed. Sure enough, the car rolled to a stop.

Phil paid the driver to buy some time to try and hide his hard cock. He tucked it into the belt of his pants and hoped he'd walk it off before anyone noticed.

They walked into the bar, a place called The Wrapped Gift, and Michelle immediately saw her friends. She hugged each of them, as well as dropping a kiss on the cheek of one and seemingly have forgotten Phil. Her friend she had kissed widened her eyes and motioned with them toward Phil.

"Oh, girls, this is Phil."

The one she had kissed replied, "You mean, this is the guy you've been texting us about all night and kept us waiting?"

"Stop! You know you're not supposed to say that in front of him! Don't scare him away, I just met him, bitch!" Michelle answered in a friendly, sarcastic tone to her friend.

She introduced Phil to her three friends.

There was Carol, a white girl standing about 5'7" with a cute face with greyish eyes, dirty blonde hair, not skinny or athletic looking but certainly not fat, and with some of the biggest tits Phil had ever seen bulging out of her low cut v-neck shirt. She shook his hand with focus in her eyes, seeming to look him up and down without her eyes ever leaving his. She returned to her seat the high bar table and her stool. She had a beer sitting in front of her. She seemed friendly enough.

Next was Caitlyn. She was the shortest of the three at about 5'4." She practically jumped into Phil's arms to give him a hug and say hello. A cute short blonde girl with piercing blue eyes, she was clearly a little tipsy but Phil could tell right away she was just a friendly girl. Caitlyn was built like a girl who wanted to be thin, but it just wasn't in her DNA. She was punky, wearing a Red Hot Chili Peppers t-shirt under a sweatshirt that was partially zipped down with blue jeans. Phil couldn't be positive because of her sweatshirt, but he thought that she might have bigger breasts than even Carol did. She was a little broad shouldered as well and had what looked like short powerful legs. Again, he struggled to tell through her clothes. She was drinking a mix drink, probably diet and hard liquor he guessed. He liked her immediately.

Last was the one who had given Michelle a hard time about taking so long to get there. Alisha was of a height with Phil, but the two couldn't be more different in appearance. Alisha looked like a queen out of an Irish folk story. She was 6'5" with her high heeled shoes on, with dark green eyes, curly red hair that seemed to nearly consume the neon lights in the bar. She looked like she probably had played basketball in her youth or probably even in college, with powerful looking long legs and chiseled calves that stuck out beneath her mini dress. Her dress clung to an incredibly shapely ass that left no doubt she worked out. Her breasts were obviously the smallest of the 4 women, but that would've been true for almost all of the other women in the bar. If he had to guess, Phil thought they were around 34C's, but may have been misled by the pushup effect of her dress. She handed Phil and Michelle drinks they had waiting for them, a martini for Michelle and a microbrew beer for Phil. "Cheers," was her introduction, with the slight hint of a smile. She had a margarita.

The bar was filled with people for karaoke. The group of five carried on having a good time, ordering more drinks over an hour or so. The girls had broken through Phil's armor and managed to get him on stage for karaoke. He went to his typical fall back on karaoke, an old hip hop song from his childhood. He reeled off line after line, bringing the bar to its feet as he dropped the microphone. It was about the last thing they'd expected as he'd taken the stage.

When he got back to the table, Alisha gave him a hard time for being the white guy that goes out and drops the mic after karaoke. She couldn't hide that she was impressed with his performance though.

After another drink, the bar was closing as well. It was almost 4am, and they were all fairly drunk. Oddly, Michelle's three friends had rebuked all the guys who had attempted to talk to them all night. Instead, they'd stayed focused on their small group and all four women had seemingly had no issue flirting with Phil all at the same time. As they'd rotated in and out of the restroom, often leaving just one at the table with him, the one at the table had gotten close to Phil. Whichever woman it was, she hadn't hesitated to put her hands on him, groping and commenting on his well built physique.

Now it was time to go though and Michelle offered for Phil to crash at her house in front of her friends. He'd had a blast all night with the women but wasn't sure what to do. The constant flirting with all of them suddenly felt like a trap, like he was being tested. At one point or another, the other three had all dropped the hint they wanted him to come to their home at the end of the night. Caitlyn had gone so far as to text him a picture of her ass she kept stored in her phone in an effort to persuade him.

What should he do?

Being on the spot and that Michelle had brought him initially, he agreed. The others looked disappointed, almost like they'd lost a competition. Maybe they had. In any event, he got into another cab with Michelle while the other three got into another. Theirs left first, and fast. The driver was struggling to understand Michelle's directions. She apparently lived just a few minutes away but her address wouldn't work in his GPS. Finally, she got fed up and announced they'd walk.

Disappointed and hoping for more of what had happened on the ride there, Phil got out. They walked and flirted the whole way, stopping once to make out as Phil pushed her up against a building for a moment, then moving on quickly.

It was 4:30 when they got to her apartment. The light switch didn't seem to be working when they walked in and she pulled him to the couch. She told him she'd be right back, going to make them more drinks.

He was already drunk, but he didn't argue with the pretty blonde. She brought him a vanilla-vodka coke. She turned on the TV and started flipping through channels while they sipped their drinks.

"Do you mind if I put on porn?" She asked.

Surprised at how up front she was, he replied, "Please, your house, your choice." He could hardly believe this hot woman wanted to watch porn with him, knowing what she had started earlier in the evening!

She stopped on a movie that was about to start. She started kissing his neck. The movie began and quickly, Michelle got after him.

Phil's cock was getting harder and harder as Michelle kissed his neck and began to move her hand to his crotch again.

She started pulling up his shirt and he practically ripped it off to speed things up. She started kissing her way down his chest and stomach. When started to undo his belt and pants, he thought he saw something move in the corner of the room.

However he couldn't take his eyes off her as she moved down to kneeling in front of him on the floor, and took off her shirt, exposing the outstanding breasts that had caught his eye in the bar earlier while talking to Bob and Katie. They had to be 36Ds and they were practically spilling out of her bra. She read his mind and took it off. Then she practically lifted his waist off the couch and pulled his pants off in one motion, exposing his throbbing cock.

She'd been timing this. She turned her back to him and started taking off her pants and panties at once. She pulled them down and bent over directly in front him, her round ass just inches from his face. That's when she grabbed his head and pulled his face into her ass and told him to start licking her asshole. When she pulled him back out to breath, she turned his head to the TV. The women in the porno weren't women, they were shemales.

It was then that the lights came on in the previously dark room, and there were Carol, Caitlyn, and Alisha. First he noticed they were all grinning, and then Michelle lowered his gaze with her hand, lowering his head and pointing with other hand. Each of them was stroking a dick sticking out of their clothes that was clearly their own. He had no time to look closer when Michelle turned around and her own rock hard six inch cock slapped him in the face with a soft thud.

"Open wide Phil, time to use those tongue rings you thought you've been hiding all night. Bet they've never been on a cock before, have they?"

Michelle pulled Phil's mouth down on her cock... 

 ------X------ 

 Michelle forced her dick all the way in, using her hands to pull his head forward and forcing Phil to go balls deep. She held him there for a second, and then pulled all the way back out. She kept it less than an inch from his mouth.

Phil had never sucked dick before. And here he was, sitting on a couch in a beautiful woman's apartment with one right in front of his face. A minute ago, he'd been in ecstasy, face first in Michelle's ass eagerly rimming her as porn played on the TV in front of them.

Now, he was no longer running his tongue over her asshole. He was looking up at her, trying to see her face above her massive tits, trying to will away the hard penis she'd just used to slap him in the face and subsequently thrust into his mouth.

Phil opened his mouth to say something but as soon as he did, Michelle seized the opportunity and all that came out was a mumbled sound that wasn't understandable. This time, Michelle didn't pull out so fast. Instead, she forced Phil's head up and down on her cock while she thrusted at the same time.

"OH FUCK THAT FEELS GOOD!" Michelle screamed. "Damnit I've been waiting to get into your mouth since I noticed the first tongue ring. Now, quit sitting on that couch and get down on your knees."

As Phil complied with her order, he noticed Carol had started to talk over from the other side of the room. She was stripping off her clothes as she walked. Phil was fixated on her tits. When she took off her top, they bounced around before her bra finally settled them back into place. As she walked toward him, they continued to jiggle with each step, like Pamela Anderson's tits on the intro to Baywatch he'd watched as a kid.

"Excuse me, you came back with me, not her, now fucking suck MY dick," Michelle said as Phil realized he'd been staring at Carol who had stopped a few steps away. "And you three know that I get him until I tell you to come over, which you also know I have done yet." Phil thought, so it WAS a competition!

Caitlyn and Alisha ignored Michelle's command and started to move across the room. Caitlyn had nearly stripped naked and was fumbling with getting her pants off as Alisha started to cross the room. When Caitlyn looked up and saw she was about to be the last one to get to Phil, she nearly faceplanted as she practically ran across the room, yanking her pants off on the way. She bumped into Alisha on the way.

"Damn Caitlyn, slow the fuck down, he's not going anywhere. Look at him, he's enjoying this too much," Alisha said through a sly smile and knowing eyes. Phil didn't know what to feel. He was starting to enjoy this. He wasn't sure why; there were any number of reasons it could be. He'd always been a tits man, and these were some of the biggest he'd ever seen here in this room. He was the center of attention, even if it was for four women all hellbent on taking advantage of him. And secretly, or not so secretly now, he was starting to get turned on from sucking Michelle's cock and the thought of sucking the other three women made him even harder.

How Alisha had known, he didn't know. At least he didn't until he realized he had brought his hands up to help in fellatio. He was using his right hand to stroke Michelle's dick whenever it wasn't in his mouth entirely. He'd started alternating between bobbing up and down all the way balls deep to coming up to just keep her head in his mouth and sucking on it while running his tongue rings over the head and stroking her shaft with his hand. With his left hand, he'd been playing with her balls, but had adjusted to just his thumb massaging her scrotum while using his index and middle fingers to play with her ass.

Michelle pulled him off her dick. "I think we've been fooled. You've definitely sucked dick haven't you? Go on, admit it, tell us how you suck cock."

This time when he opened his mouth, Michelle didn't force her cock in as he expected her to. He looked up at her, taking in those great breasts again and through heavy breathing he said, "Never. This is my first time. I thought you were going to suck mine after you ripped off my pants."

"Well then you're a natural. You'd better not get tired though, because you've got three more to take care of, and- " Michelle was cut off.

"He's only got two more for now, I'm getting some of his dick NOW!" Caitlyn exclaimed. She hadn't been able to contain herself any longer. She banged into Michelle, knocking her away from Phil. Michelle tried to slap her but missed. Caitlyn pulled him back to his feet and pulled his mouth to hers. She thrust her tongue into his mouth and pulled his hands to her tits. He was right, they were bigger than Carol's. They were the biggest he'd ever seen. She immediately wrapped her hand around his cock and gently pushed him onto the ottoman by the couch with the other. She dropped to her knees, rubbing her tits over Phil's cock as she slid to the floor. Phil still hadn't caught a good view of Caitlyn's cock and now it was hidden by the footrest and her massive tits.

By now, Carol was also naked. She had a 7" completely shaved cock that was standing to attention and she looked like she couldn't wait another second. Michelle looked at her and said, "Well you two might as well get in here too.

Michelle and Carol both stepped up to the sides of the ottoman at the same time. Phil was too busy pulling Caitlyn's head up and down on his cock to notice.

Carol cleared her throat, loudly. "UHHMM HMM HM." Phil ignored her on purpose. "Hey fucker, you're not getting that without giving something away too!" She said and slapped him in the face, not softly either but not hard either. Phil reached up with both hands, taking Carol's erection with his right and Michelle's with his left. He started stroking each woman's cock. He'd alternate sucking on one's cock and then the other.

Then he tried something on Carol. When he came back to her crotch area, he ran his tongue all the way down her shaft and took both her testicles into his mouth. He rolled them around before just sucking on one while stroking her shaft. "Oh don't stop doing that! Don't stop..."

Alisha had moved over to the group after what seemed like forever without her taking part. She stood above Caitlyn, looking down at the whole scene in front of her. She bit Carol's neck affectionately from the side and moved up to nibbling on her ear. "You can't cum yet," she whispered into Carol's ear. Then she grabbed Phil by the throat. "Spit her balls out and quit stroking her cock." Phil thought he was going to cum as his air was cut off by her powerful hand. "HEY! YOU. WILL. NOT. CUM. YET. EITHER." She told him. She pulled Caitlyn off Phil's cock by her hair. Caitlyn sprang to her feet in anger to look up at the tall beauty.

"Who made you the boss?" she said with a mixture of Phil's pre-cum and her own saliva running over her chin and down to those perfect breasts. For the first time, Phil saw her cock. It was huge. As she stood there staring face to face with Alisha, Phil had a front row ticket to looking at both of them. Alisha still was wearing her mini dress, which had ridden up to expose her incredible ass and her massive dick.

Despite being nearly a foot shorter than Alisha, Caitlyn's cock reach up to about two inches up Alisha's own massive shaft. They both were completely bald and had to be about 10" in length, but Caitlyn's was thicker by a little. She had the biggest tits, the biggest dick, and apparently, the biggest attention in Phil.

Caitlyn turned to Phil and again pulled his mouth to hers. She emptied her mouth of any of the pre-cum and saliva mix that she had left. Then she giggled, "Please get on your knees, it's time to repay the favor Phil." Phil quickly obliged. Alisha and Caitlyn stepped forth together. Phil, now with an incredible amount of pre-cum from Michelle, Carol, and now his own and saliva in his mouth, drooled onto each hand and took hold of the two monster cocks in front of his face.

He took turns on Caitlyn and Alisha like he had with Michelle and Carol. Michelle walked out of the room with her erection bouncing along and pointing the way. Carol forced her way back into the oral session and suddenly Phil was jerking two dicks while sucking a third. No matter which penis was in his mouth, all three shemales were using their hands to force his head up and down. He was deepthroating them and they were holding him there, choking him with their huge members. Saliva and pre-cum ran over his chin and from each of the cocks.

Michelle came back with a bottle of oil. "It's about time, Michelle. Where's the box?" Alisha asked her, taking the oil.

"Would you be patient, I couldn't decide which one I wanted to use. I'll be right back with the box, and you know it's not a box," Michelle answered.

"Just go get it!" Caitlyn practically screamed as she buried her dick in the back of Phil's throat. No one could tell if she was talking to Michelle or Phil.

As Michelle left the room again, Alisha stepped back from Phil and finally removed her dress. Her tits were the smallest in the room, but still looked fantastic, well-shaped and perky nipples standing up. Phil's guess from earlier was probably pretty close at 34C. Instead of returning her cock to Phil's mouth, she started pouring the sensual oil over Phil's body and rubbing it in from his shoulders down. The other two pulled him to his feet and continued to rub the oil in everywhere. Caitlyn couldn't stop stroking his cock and took him back into her mouth again. Carol and Alisha didn't stop her this time, they were too focused on his ass.

"I can't wait for this."

"Me either, this has to be one of the nicest asses I've ever seen on a man."

"Think he can handle that piece of black meat?"

"He'd better, because he doesn't have a choice."

Caitlyn released his cock from the back of her throat to say, "Fucking right he better, because I'm taking that ass if it's the last thing I do." She looked up at Phil, "You want this don't you? Don't you? You want our huge dicks in your ass. What else do you want?"

"I want you all to fuck me while I suck the rest. And I want to fuck you too. While I get fucked and suck dick."

Phil never imagined a night like this. It was nearly 6:00am. He'd been in Michelle's apartment for an hour and a half.

That's when she came back into the living room with what Alisha must have meant by the box. It looked like an inverted chair. It was covered in black leather and Phil knew right away what it was for. Michelle set it on the floor in the middle of the room. By now, Phil was slippery smooth with oil. Michelle just pointed to it and Phil dropped to his knees. He lowered his chest to it which forced his ass into the air. It had handles at the lowest point near his head for him to hold onto.

As she rubbed her fingers over his asshole, Caitlyn said, "Tell Michelle what you want. She brought you back here for this, tell her what you.. need."

Michelle said, "Yes, tell me. Tell me what you need. I want to hear it for myself. Tell me. Beg me. Beg!"

Phil moaned as Michelle moved her hand to his ass. She slapped it and moved to his hole. "Fuck me Michelle! Please! Fuck my-" She slid a finger in. "ASS!" She moved in and out a few times, then added another finger." "Yes, fuck me. Now, fucking shove your cock in my ass!"

Michelle continued to play. Carol had kneeled down in front of Phil and stroked her cock in front of his face. Phil started to suck on it but then Michelle took all her fingers out of his ass. He sat up on his knees and twisted around. He grabbed Michelle and pulled her the rest of the way to her knees and guided her cock to his asshole. Phil grabbed her by the throat and said, "Fuck. Me. Now." As he twisted back to the front and started to suck on Carol's cock, Michelle thrust her way in. 

 ------X------ 

 Michelle didn't stop until she was balls deep. As the head of her six inch penis hit Phil's prostate, he moaned with pleasure. Michelle stayed there for a moment, pulling his hips as close to hers as she possibly could. "For a second, I wasn't sure I was going to get in he's so tight," she told the group once she was able to control her breathing.

Carol's gaze was fixated on the muscular back and ass in front of her that was being penetrated by her friend. She nearly forgot her own seven inch penis was in Phil's mouth until he reached around and started rubbing her own asshole. He was using the drool and pre-cum mix running from the base of her cock to her asshole as lube to massage her hole. Carol moaned in pleasure. "You want to get inside me don't you, Phil? Maybe if you're good enough for us I'll let you have a turn in there. For now, you'll have to get by with just your-" Phil slipped the tip of his middle finger in her butt. "FINGER!" Carol squealed.

Michelle had started pounding away at his ass as it was forced up in the air by the sex arch. The only time her hands came off his hips was to slap his ass but just as quickly went right back to thrusting to him balls deep again and again.

Phil's mouth was still sliding up and down Carol's dick when she too started thrusting into his mouth. He grabbed back onto the handles and started forcing himself back to Michelle's balls and sucking off Carol while her massive tits bounced on top of the back of his head. Phil's cock was aching for attention, with the veins nearly bursting as his erection strained to keep from exploding.

Caitlyn and Alisha had been watching the threesome taking place when Caitlyn again saw her opportunity to get at Phil's cock.

The arch which he was stomach down on had an opening for his cock to fit through while the sides were open, exposing his cock for anyone on the side to see. Caitlyn knelt down next to him and ran her left hand over his oiled back and shoulders while her right traced down his back and down his ass to where Michelle was thrusting. She stopped there and rubbed around Michelle's cock, rimming Phil's asshole with her fingers. "Oh my, this is going to be sooo fucking great when it's my turn." She took Carol's cock out of his mouth and turned his head to look up at her crystal blue eyes. "I get you last, and I can't wait to cum inside of you while I look down at your cum-covered face," Caitlyn told him and forced his mouth back down on Carol's slippery cock.

Caitlyn's hands continued to play with Phil's body, but now her right hand moved to play with his balls and his cock, teasing him as she rubbed his own pre-cum all over his penis head. He made a muffled plea for more attention that she ignored and continued to tease his sensitive tip.

Alisha meanwhile, stood back watching it all still while stroking her huge 10 inch dick. She walked up to Carol, still on her knees in front of Phil while he sucked her cock. She looked down at Carol and grabbed her head and stepped over the top of Phil. "My my my you have such nice big tits Carol," Alisha said. "And such white skin. Why don't we have a little contrast in here?" And she sat down on Phil's back.

Carol looked at her and said, "I thought we were only going to use him tonight? I didn't think I had to-"

Alisha cut her off. "I am using him, as a seat right now," she dug into Phil's muscular shoulder with her long nails and squeezed, causing a loan moan that was stifled due to the meat in his mouth and being sat on, "but now I'm going to use those tits and that pretty mouth of yours while I wait my turn. It would be such a shame for those assets to go unused." Alisha had slid down to be practically sitting on the back of Phils neck and head, forcing him deep on Carol's dick and making him struggle to come up for aid. Carol was now too caught up in the pleasure being given to her genitals to care what Alisha did.

And Alisha knew it.

With her balls on the back of Phil's head, she placed her big black dick in between Carol's tits. She poured more of the oil over her cock and Carol's breasts and then squeezed them together and started thrusting up between them. "Open your mouth and lick that dick when it pops up from between your tits you slut." Carol looked down and did as she was told.

Then Michelle took one hand off Phil's ass and changed the TV channel with the remote. Suddenly, the room popped into the screen with a side view of the gangbang taking place. Michelle was there, fucking Phil doggy-style while he sucked Carol's dick who was kneeling in front of him as Alisha titty fucked her. Caitlyn continued to let her hands roam over Phil's body, biding her time.

Suddenly, Michelle pulled out of Phil's ass and said, "If I stay in his ass one more second I'll cum!" Alisha, who had stood up and was about to get head from Carol, turned and looked Michelle and said, "So? Go ahead and cum, you already won first dibs on that ass by getting him HERE."

Carol saw her opening and stood up, avoiding having to choke on Alisha's giant member. She moved around behind Phil and knelt down between Michelle's legs, who had stood up and was looking face to face with Alisha. "Now look what you made me do, I lost that mouth because you couldn't just CUM in him YET." But Michelle had been through this with Alisha before and pulled the slightly taller black woman to her. She thrust her tongue into Alisha's mouth and started stroking her cock.

Carol was bigger than Michelle at seven inches, and thicker too. With Michelle's ass in front of her face, she couldn't quite see what she was doing and had to feel her way to Phil's hole. She ended up making contact with the back of his balls with her head first. Caitlyn's hands had moved away so Carol took the opportunity to tease for a minute. She reached around with her hand and started to stroke his dick while she used her other to furiously beat his balls with erection. Phil's blue balls ached to cum and the beating they were taking only made it worse. Then Carol traced her head back from his balls, over the space between the back of his scrotum and his anus, and found what she was looking for. She started to push her way in.

"DAMNIT HE IS TIGHT!" She exclaimed. "You'd better let me in, because these other two are bigger than me Phil!" Phil could sense her desire and wanted her in him as well. No sooner had he spit into his hand and prepared his hole then Carol slid into him. She held his hand there to feel her cock sliding in and out as she started to fuck him. She kept his hand there for several minutes and he ran his fingers along the line running from her inner thigh to her upper hip that separates leg from genitals, occasionally touching the base of her penis. "You really are a natural bottom, you know what exactly what I want," Carol told him.

"That's probably because he's a pretty good top too and knows what he wants," Caitlyn said as she moved around to the front while the two tallest women continued to kiss as Michelle kept stroking Alisha's dick. Alisha's hands were moving between grasping Michelle's neck and throat and her big breasts. "I know what I want too, Phil, and I imagine you can guess what that is." Caitlyn got on all fours in front of Phil and crawled back to him. "In case there's any confusion though, start rimming my ass, now please."

Phil buried his face her ass while Carol picked up the pace in his. Like Michelle, she had grabbed his hips to increase the rate she could fuck him. Phil, meanwhile, was running his mouth up and down Caitlyn's ass, from her hole to her balls and back. He reached around and grabbed her giant cock with his right hand. He started stroking her erection while he rimmed her asshole. Caitlyn's excitement grew and she started pushing back against his face. "Stick that tongue out straight Phil, and keep it stiff," she told him. Phil did as he was told and as Caitlyn pushed her ass back to his face, the tip of Phil's tongue popped inside her ass. With one tongue inside her rectum and one on her anus, Phil started wiggling the tip of his tongue around inside her. "OOOHHHH MMMMMMYYYYYYY GODDDDDD!" Caitlyn half screamed and half squealed. "That feels so good, please don't stop, please don't stop, please don't STOP!"

Alisha and Michelle broke their embrace and looked down. It was now 6:30am. Phil'd been getting fucked for almost a half hour now.

"OK, enough. My balls are going to be almost as sore as his soon if I don't get in that ass. Time for this black dick to 'Phil' in your white hole, Phil," Alisha said. "Now get your tongue out of her ass and get up."

"I'm not done with him yet," Caitlyn said and held his face to her ass as Phil started to pull out his tongue.

"You are for now," Alisha said and pulled his head back by the neck and pulled Phil to his feet. Alisha pulled him in close, their dicks playing out a small sword fight as she looked him in the eyes standing face to face. "You're going to ride this," she said and looked down to her cock, his eyes followed hers. She grabbed her dick and said, "I don't want to make love to you, I want to fuck you. I want you to ride this monster cock like your life depends on it, do you understand?"

Despite being of equal height, Phil was still much more muscular and heavier than Alisha. He grabbed her and easily manhandled her to the floor. "What the fuck do you think you're doing? You're my bitch," Alisha said. The other three women watched with fascination as the strongest and most aggressive of their group was forced to the floor.

Phil got on top of her, face to face, and forced his tongue into mouth. He knew it would piss her off, especially after she'd just said she didn't want to make love. But he wasn't here just for their fun, he wanted his own too. He grabbed her by the throat as she'd done to him several times by now. "You stay right there, I've got something special for you."

And then Phil turned around, positioning his cock in front of Alisha's face. In the 69 position, he grabbed her dick and said, "Now you've got two choices, Alisha, you can suck me while I suck you, or I can force my cock down your throat and then fuck your ass while I give you a reach around and you suck off Caitlyn."

"OHHH I love that idea!" chimed in Caitlyn.

Alisha tried to force him off but he just used his superior build to keep her down. "Suck it bitch," he told her.

And when called a bitch, Alisha for the first time realized her prey had taken the upper hand and was his. She eagerly opened her mouth and took Phil's smaller than her own cock into mouth. Her hands reached up and around to his ass. She pulled him deeper into her mouth, but also took the opportunity to finger his ass and started thinking what it would be like to fuck him.

Whether it was her fingers in his ass, or that he had started sucking her cock too, Alisha's cock grew harder. He took as much of her raging erection into his mouth, and teased her by running his tongue over the thick veins pulsing up and down her shaft.

Caitlyn sat down spread eagled inside of Alisha's legs so her balls rested against Alisha's. It gave Phil access to both giant dicks at once and he continued to service each with his hands and mouth. He once tried to get both in his mouth simultaneously, but they were simply too large.

Michelle kneeled behind Phil then and reentered his ass. Carol got on into a 69 with Caitlyn and she and Phil took turns on the two mammoth penises, at times linking with a kiss and running their mouths and tongues the full length of whichever cock had its turn. Caitlyn spent more time enjoying the oral sex she was receiving than really sucking on Carol's erection, instead preferring to play with her asshole.

Then Caitlyn sat up, forcing Carol off her. Michelle, who was again nearing a climax stood up. "Ride that big black cock now, ride it good!" she said.

Phil quickly changed position. Once again he was looking Alisha in the face. He lowered his ass to her huge cock and she positioned herself to meet his hole. "That's it Phil, now it's time for some real dick. Oh I've been waiting all night for this."

Phil was sure how he was going to get this giant thing inside him. His ass was well worked by now from the pounding Carol and Michelle had given him, but this dick was so much bigger. He tried to slide it in but he just couldn't get it to pop inside.

Alisha was getting impatient; she needed release! Then Michelle had an idea. She laid down on the floor next to Alisha and pulled Phil to her. "HEY! IT'S MY TURN!" Alisha said angrily.

"Just wait a fucking minute you slut, he's already put you in your place once. You just aren't fitting in there yet." She turned her attention to Phil, "Now take me in you, go all the way down."

As Phil slid down her shaft, she pulled him face to face with her, putting more of his ass in the air. She whispered in his ear, "Think you can take Carol and me together?" Phil saw where she was going with this and nodded yes. "Carol, get down behind Phil and get inside him. WITH ME."

Happily, Carol got down behind Phil and started feeding her dick inside his ass again. Caitlyn poured more oil over his ass and the two cocks partially in him. Then, Carol worked all the way in. Carol and Michelle started fucking him together.

Together, Alisha and Caitlyn said, "Damn that is fucking hot. You're a genius Chelle." They were furiously beating their huge erections, their giant balls bouncing along with their tits.

Phil couldn't contain himself, "OH FUCK OH FUCK OH FUCK OHHHHHHHHHH!" He yelled as his prostate was hit again and again and again. Just before she came, Michelle pushed him off of her and back to Alisha.

This time, Phil slid right down the full length of Alisha's cock. When he was nearly balls deep, Michelle stepped over the top of them.

"Open your mouth," she told him. As he opened his mouth, she stuck in as much of her dick as she could but she was already cumming. One gob of ucm hit him in the chin and another on his top lip. She grabbed his head and pulled him down and blew the rest of her great load in his mouth and down his throat. She held him there, choking on her dick and cum for what seemed like forever. She slowly eased her cock out of his mouth.

She stood there looking down at him with cum dripping out of his mouth and bent down and kissed him. Now that Michelle's moment was over, Alisha took the opportunity and started fucking Phil. She bucked her hips up and was pounding his ass. This was so much more intense than even having had two in him before. Phil leaned forward and bit down on Alisha's neck. She slapped his ass and continued to fuck him. "That's it, take that big dick. Take it in your ass. You wanted it, now you've got it. Go all the way down and ride me now!"

Phil sat up and began to slide up and down on the massive penis inside his butt. Thinking to how girls had ridden him in the past, he teased Alisha by going just a little bit at a time and then back up to the tip of her cock, then going back down a little more than last time but then back up. When he should've gone all the way down, he stayed at the tip, teasing her cock by just taking the head in and out of his ass. Then, he slammed himself down to her balls.

"YESSSS! FUCK YES! You are my little butt slut. Just stay there for a minute, and don't move an inch or I'm going to cum," Alisha cried.

Carol stepped over the top of them and said, "You begged to suck our big dicks while you get fucked too. Now you can do both." She grabbed him by the back of the head and pulled his mouth to her dick. With Michelle's cum still on his mouth and some still inside, Carol's cock slid in and out rapidly. Her own pre-cum mixed with Michelle's cum and left Phil drooling over himself and Alisha. His own erection was becoming covered with the mixture, which Carol hadn't failed to notice.

"You look like you still need your own needs taken care of Phil," She said and tapped his dick with her foot. "Can he move yet or are you still too close, Ali?"

"He can move, what's on your mind?" Alisha answered.

Carol pulled Phil to his feet. He suddenly felt empty without the massive black dick inside him. Then she helped Alisha up and told her to sit on the couch.

"Now turn around and face me, and sit down on that dick again," Carol told Phil. "Ride her again." He did.

Phil bounced on Alisha's cock. Caitlyn and Carol watched greedily, both wanting to be in Alisha's place, but both wanting to ride Phil's bouncing cock. Then they got down on their knees together and took turns sucking his cock and both pairs of balls. Michelle had moved over the top and was again making out with Phil.

Carol had waited long enough, she straddled over the pair on the couch and lowered herself to Phil's cock and took him in her ass. Alisha, who had been thrusting into Phil, stopped and let Phil grind on her black dick and fuck Carol's ass. Phil used his right hand to jerk Carol's wildly swinging around cock. Caitlyn continued to play with the four balls and two assholes facing her. For a second, she teased Alisha like she would put her own giant dick in her.

"Don't even think about it?" Ali warned.

"Why not? You've taken more dick in your life than he has, and he's got YOU on the edge right now?" Caitlyn answered.

"OHHHH SHIITTTTT!" Carol's back arched, giving Phil a perfect view of her magnificent breasts and cum began to erupt from her seven inch shaved penis and balls. It was like it would never stop as cum rained down on them. Phil had initially pointed her dick at Carol, and she had her own cum on her face and tits but she'd turned it to him and Phil had more cum on his cheeks, mouth, and all over his chest. He pulled Carol close and they engaged in a long, heated french kiss as her asshole spasmed again and again while still a few more beads of cum came forth. They licked the cum from each others faces as Alisha started pounding again.

"Hurry up Ali, I can't keep watching this or I'm going to end up jerking myself off without ever getting in him for real!" whined Caitlyn.

"Have him finish you like that too!" urged Carol.

Phil turned around to face Alisha without ever letting her out of his ass. As he faced her on the couch, he began to ride her again. His cock poked her tits as he rode up and down. She took the hint and started to stroke his cock.

"Ah ah ah," warned Caitlyn, wagging a finger no while she grabbed his balls extremely tightly. "You don't get to cum until I do."

His riding pace quickened though, and Alisha couldn't last much more. Phil could feel her cock throbbing inside him. He got off her and pulled her legs over his shoulders as he kneeled in front of her. He was on the floor, she on the couch. He quickly spit cum, pre-cum, and drool into her ass and spread it with his tongue. Then he brought his cock up and positioned himself.

What Alisha said shocked him. He still hadn't fully realized she was his yet and not the other way around. "Please, please fuck me while I cum! FUCK ME PHIL!" she screamed.

And he did. Phil slid his cock up inside that toned, beautiful ebony ass. It didn't take long as he fucked her for her to climax as he stroked her cock. She pulled his head down into chest and onto her massive erection. He slammed into her balls deep and she blew everything into his mouth. He swallowed as fast as he could but cum was still pouring out of his mouth and onto her tits and rock hard abs. Phil took it all in and moved up and was about to spit what he hadn't been able to swallow yet into her mouth when she grabbed him and kissed him. She literally sucked her cum out his mouth.

"Well, well, well. It looks like someone is no longer the bad ass bitch she thought she was. Now you're just his bitch, and I'll make sure he uses you like it," Caitlyn said. "But that doesn't mean he's on top of everyone yet."The short, punky girl with the biggest tits he'd ever seen and the hugest cock in the groom pulled him off the black queen.

"Now you're mine, Phil, all mine!" And she started sucking his dick again. Phil was standing up looking down at the back of her head, making his dick disappear. She was going too fast and using her teeth too much, not the best at sucking dick, but he suspected she did it on purpose. She didn't want him to cum yet. He hoped that meant he'd get to fuck her too.

She looked up and Phil leaned down to kiss her. As he dropped to his knees he kept on going down to his back. She climbed on top and into a 69. She sat up though and put her asshole in his face. "Eat me, and eat me good. If I'm not happy, you're not getting in that ass." She added in a playful, begging voice, "Please, oh please, make me happy."

Phil forced his tongue back inside her. She squealed and began to grind on his face. Phil reached around and began to massage her throbbing dick.

"Oh, you want to play with that do you?" And she sat back, popping his tongue out of her hole and running her balls over his face.

"Open wide, and take a breath, you're going to need it," she said and thrust her massive cock down his throat.

Caitlyn throat fucked him for what felt like hours and when he thought he was going to pass out, she pulled all the way out. Phil hadn't even realized that Alisha had come back and was sucking his dick. She really was his.

"You just can't stay away now, can you? You like the taste of your ass on his cock, don't you?" she teased Alisha.

And then she was back down his throat, leaving him again to struggle for air, with her ass sitting over his nose.

He felt her lean forward and the reminder of her sucking his cock was there again. Where Alisha had used no teeth and taken him deep, Caitlyn didn't open her mouth as wide and he knew it was her locked into a rough 69 with him. She lightly tapped his balls with her hand.

She pulled out and spun around. As he caught his breath, he realized he was now inside Caitlyn. She was riding him, but entirely to her own pleasure. She didn't care what he wanted, and ground herself back and forth on him, massaging her prostate with his cock all the while her organ massive sex organ waved just inches from his face.

She stroked her cock and teased him about cumming soon. "Remember what I said? Not until I cum, so really not until I say so. YAY!"

Phil didn't care, his gaze was fixed on the massive breasts bouncing in his face. As he started to buck his hips up and fuck her, her cock began to bounce and drum on his hard ab muscles.

"OH YEAH! FUCK ME! FUCK ME! Enjoy it because I'm going to enjoy fucking you!" She screamed.

Then she got off Phil and put his legs wide and into the air. She lowered her cock to his stretched hole and told him, "What did you want again?"

"Please fuck me Caitlyn, fuck me hard and deep. Fill me up all the way now," he told her.

And then she eased her way in, never stopping, until she was as much inside of him as anything else ever had been. She held herself there, with his legs spread wide and hips slightly raised. Her tits reached down to his cock, teasing him with each breath of more titty fucking.

She began to thrust, going faster and faster with each thrust. Their breathing got shorter and shorter. Alisha had come over and was sitting on his face, stroking his cock. Her own was rock hard again, and so was Michelle and Carol's. The other two stood by, stroking theirs and looking on as Caitlyn railed the big man's ass.

Exhilaration filled the air as Caitlyn began to get close. She had raised Phil's hips higher to get deeper.

"Please tell me when you're going to cum, Phil, I want it all," Alisha said.

"No, he's mine now, and I'll decide where it's going bitch," Caitlyn said. "You still will not cum until I do. What you can do though, Ali, is slide that huge snake into his mouth and throat fuck him. Fucking cum down into his mouth. That's it, faster, faster, fucking cum in his mouth."

Alisha did as she was told, and Phil reached around and as he stuck his finger into Alisha's ass, she came in his mouth again, and pulled out to cum all over his face and chest.

"Now you two, get down on each side of him cum on his face and over each others cocks," Caitlyn bossed them.

They eagerly did as they were told. "Now clean that cum off them, it's almost our time!"

Phil eagerly sucked the white, thick goo off Michelle and Carol's dicks. Then he felt Caitlyn pull his lower body up and she told Alisha to hold him there. His own cock was pointing straight at his face!

"IT'S FINALLY TIME!" Caitlyn screamed as she started violently thrusting into him. "You will add to all that cum when I- OH YESSSSSSS!! YYYYESSSSSSSS!!"

And as she came in his ass, Alisha jerked him off and he came all over himself. His mouth was open wide as he knew that's what Caitlyn wanted, what all four women wanted. To see him cum in his own mouth. Her cock throbbed inside him, spurting load after load and even more as his ass closed tighter and tighter around her huge cock as his own cock spewed forth more cum.

When she was done, she stayed there for over a minute, out of breath and unable to come to grips with her inability to move her legs.

Alisha and the others and leaned down and were licking all the cum off of Phil's face and chest and once Caitlyn pulled out, she joined them. Alisha moved to his ass to start rimming the cum out of there, just to be able to transfer it to the group's eager mouths.

Finally, they all collapsed on the floor and threw a blanket over everyone. Phil fell asleep with Caitlyn and Carol's tits on his chest. Alisha's and Michelle's heads were in his lap, waiting for their chance to get at his dick and ass again.

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