I gave a few more strokes, then pulled out(without cumming) and laid next to her on the opposite side, that I was. I carried on caressing her breast a...d thighs, then making my way to her pussy, which I caressed. Then he placed his hand on her thigh, stroking it then made his way to her pussy, she was moaning by now, and more so as the both of us caressed her pussy at the same, and then he moved onto the mattress, taking her other nipple in his mouth. I was caressing her clit as he caressed her. She was back in just minutes.I parked behind my house and we entered through the basement door.Both girls had been there many times before. Fay turned on some lights and Lisa got sodas from a refrigerator.We ate our food and I got a light weight sleeping bag out for Fay to sleep in on the couch.Lisa and I went into my bed room and she undressed and hung up her lovely prom dress.I had left the door open between us and Fay. As I undressed I heard the shower running in the bath.Lisa and I began to. I refilled my cup and sat down beside her at the table. She turned my head toward her and kissed me, curling my toes again. I finally broke for air and got that look from her that almost made me take her back upstairs. The sound of footsteps upstairs put that thought out of my head. She must have been reading my mind again because she took one look at my face and sniggered into her tea cup."Looks like you will have to wait until tonight, dear. Besides, I would guess from the look on your face. ”Mike pulled me close. I ended up on my side with an arm under his neck. Mike’s hands started exploring. His touch felt good on my tits. His touch drifted lower. His fingertips explored my recent shaving. I was surprised by the thought that his fingertips were not being overtly sexual despite where they were placed. I was comfortable and could have slept that way except for my arm under his neck which was starting to go numb. I finally had to move my arm.Mike told me what I had expected. “Jay.