Lily & Stella

I sat there in the basement waiting for my best friend Lily to come over. We were going to meet at my house and wait for our friend Devon to come over, and the three of us were going to go to a midnight showing of Pink Floyd's The Wall. We had been really hyped up for the movie for two weeks. Devon was coming home from college for the weekend so we invited him to come with us.

So I sat there in the basement wearing low rise jeans and a Pink Floyd t-shirt. I was watching the classic music video channel when the doorbell rang. I ran up the stairs and opened the door. Lily stood there wearing jeans and a purple t-shirt with a Celtic knot design on the front. Her hair was passed her shoulders and she always wore it down 'cause she hated her ears. Her brown eyes stared at me and she had a big excited grin on her face. I kept looking at her eyes; she always used just the right amount of black eye liner. I moved so she could come in. She took her flip-flops off and hugged me. Her hair smelled like raspberries. I took a deep breath and smiled as I hugged her. We let go and she did her little happy dance.

"I am so excited!" she said while dancing, "Its finally here we are going to have so much fun, is Devon here yet?"

"No," I said laughing at her dance, "but we can go downstairs and watch some TV. Until he gets here."

We went downstairs to watch some music videos. We sat side by side and made fun of the rap videos that we saw. We talked about where we would sit in the theater and about the candy we would sneak in so we wouldn't have to buy the food there 'cause it is so expensive. A video came on the screen and two girls were kissing during it and we watched it silently. After the video, Lily let out a sigh and looked at me. Her face was turning red and she cleared her throat and I turned to look at her.

"What's up Lily?"

"I was wondering something," she stopped and took a breath, "have you ever kissed a girl or wanted to?

"Ummm, actually I have wanted to kiss a girl but I never have," I said turning red myself, "Why have you kissed a girl or ever wanted to?"

"No I never kissed a girl but I always wanted to." She said.

We sat there looking at each other and she leaned in and kissed me. Her lips were so soft and felt warm. I kissed her back hard sliding my tongue in her mouth. We kissed each other without stopping. My hand slid up her shirt and I touched her breast. I slid my hands around her back and unhooked her bra. I never thought I would ever unhook another girl's bra especially to be able to touch her breast. My hands went back to her breast and I squeezed her nipples and stroked her breast. She let out small moans in between deep kisses. Her hands slid up the back of my shirt and unhooked my bra and she started to caress my breast and rub my nipples. I pulled up her shirt and ended the kiss to take her shirt and bra off. She took off my shirt and bra and we stopped and looked at each other.

I couldn't believe I was making out with my best friend. I always thought she was pretty and attractive but I never thought her and I would be making out half naked in my basement. She always said I was pretty and anyone who thought different was stupid, but I never thought this would happen.

"Stella, I never thought you and I would ever do this," she said looking at me, "I guess I always had feelings for you but was too afraid to say anything 'cause I didn't know if you felt the same about me or liked girls."

I smiled at her, "That's exactly how I feel. You are so pretty and just an amazing person. I always had feelings for you but I didn't want to say anything to ruin our friendship."

I leaned in and kissed her again. I laid her down on the sofa and kissed her chest as I unzipped her jeans and slid them off. I looked up at her and mouthed, "can I take off your panties?" she nodded and I slid them off. Her shaved pussy was right under my mouth. I licked my lips and wanted to taste her but I was scared and slid my finger inside her tight pussy. I kissed her stomach and listened to her moan as I pushed my finger deep into her. I slid two more fingers into her and felt her thighs quiver underneath me. I leaned up and kissed her mouth and she bit my lower lip as she came all over my hand. I slid my fingers out of her pussy and licked my fingers. She tilted her head back and let out a sigh. I kissed her and smiled at her looking into her brown eyes.

"Did you like Lily?" I asked her sitting up

"Oh damn, wow Stella," she said sitting up, "that was amazing, but it now your turn."

She pushed me down onto the sofa and unzipped my jeans and unbuttoned them kissing me as she did. She tore off my white panties and slid three fingers in right away. She pushed them deeper and harder then I had done to her. I went slowly and not so hard with her 'cause she was a virgin and really never had anyone do that to her. I stopped thinking about all this and just paid attention to her facial expressions and her fingers inside me. I arch my back as I moaned long and loud. My body shook as I could feel myself coming all over her hand. She slid her hand out and grabbed a tissue from the table in front of the sofa and wiped her fingers cleaned, but before she could clean my juices all off, I took her hand and put her fingers into her mouth. She sucked on them and smiled.

"MMMM...you taste so good!" she said smiling, "I want to taste more of you."

I smiled at her, "Oh you will in time, but now its time for me to taste you again."

I pushed her down and went to lick her clit, but the doorbell rang.

"Ah fuck who is bothering us?" Lily said sitting up. I got my clothes back on and rang up the stairs. I opened the door to see Devon standing there with a confused look on his face.

"Hey Stell, why is your shirt on inside out?" Devon asked playing with the tag underneath my chin.

"Oh it's inside out, I didn't even notice." I said blushing, "Lil is in the basement but wait up here a second I will call you down in a second."

I ran downstairs to tell Lily to get dressed but before I could get the words out I heard Devon come downstairs behind me.

"Holy shit you two were fucking each other weren't you?" he said with a huge grin on his face, "this is awesome!"

"We aren't fucking each other Devon, we are making love and exploring each others' bodies" Lily said smiling at us. I smiled back at her staring at her naked body wanting to go back and touch her.

"Devon," I said turning to him, "could you come back lets say in an hour?" I looked at the clock on top of the T.V. and it was only 9:45pm, still too early to go to the movies.

"Are you kidding?" Devon said sitting in a chair next to the sofa, "If you two do anything I want to see."

Lily and I smiled at each other, knowing for a fact if we did what we always wanted to do to each other and not include Devon it would drive him nuts. I took off my clothes and grabbed Lily by the hand and laid her on the floor. I got on top of her and put my pussy above her mouth and leaned down and started to lick her clit. It was already swollen and slippery from the times she came before. She tasted so good, so warm and sweet, so inviting I wanted more. I sucked on her clit and buried my face into her and slid my tongue deep into her pussy. Lily's thighs wrapped around my neck and moaned, biting her lower lip to hold in the screams.

Devon sat in the chair with his hands down his pants jerking off and had a huge grin on his face. Lily licked my pussy and kept missing my clit so I lowered myself onto her face and she was able to get it then. After that if felt so good and I started to cum on her face and felt her lick my juices off my thighs. I did the same to her and when we were done we sat up and kissed each other as we listened to Devon moan as he jerked off. We noticed when we looked at him he had taken his pants off. He looked at us and laughed.

"You can't expect me not to do this when I see two hot girls eating each other out!"

Lily and I laughed and I looked at her with a sly grin on my face, "Lil, today I am going to teach something new, I will teach you how to give a blow job."

"Really?" she said with a grin, "I always wanted to learn that, but its up to Devon."

"No its not," I said walking over to Devon, "I am going to teach you even if he doesn't want a BJ."

He stopped jerking off and just stared at us with his jaw open. I kneeled in front of him motioned Lily to watch me. I started to lick the tip of his dick and then slid the whole thing in my mouth and sucked hard. I was going to rub his balls but stopped myself. I slid his cock out of my mouth and turned to Lily.

"While I suck his dick you suck and lick his balls, bet he would like that."

She smiled at me and went to it. Devon moaned and pushed our heads down lightly as we sucked harder and harder. After a little while we switched and I had her suck his dick so she could taste his cum first 'cause she had never tasted cum. His leg started to twitch and he let out a load groan as he came into Lily's mouth. I could tell it was too much for her so pushed her away and took the rest. The cum we couldn't get we licked up.

After we did that her and I started to kiss again. Then I felt myself being pulled back and slammed on the ground. Devon was on top of me kissing me all over and biting my nipples. Lily sat back and watched Devon and I have hard rough sex right there. It felt good, but I secretly wanted to be with Lily again. After Devon and I were done, Lily grabbed me and kissed me. Devon pulled her away from me and held her down on the floor, he pumped his cock deep into her and she screamed at first but after a while she moaned with pleasure. He came rather quickly and once he was done he went into the bathroom to clean up.

Lily and I got dressed in silence. Though I couldn't stop looking at her. Her hair was a mess and she never looked more beautiful. She looked at me and whispered into my ear, "this isn't a one time thing between you and I. Maybe between the three of us, but you and I it wont be."

I smiled at her and kissed her on the lips. Devon came out of the bathroom with a big grin on his face, "This has been the best night ever, you chicks are awesome!"

I looked at the clock and noticed it was a quarter to eleven, "we better get going we want to get there early so we can get good seats!"

"Okay let's go, we are all cleaned up here." Lily said turning off the TV. And grabbing my arm leading me up the stairs.

"Man, I am so going to mellow and smoke some pot during this movie," Devon said, "after fucking you two tonight, I am going to just chill, I am fuckin' worn out."

I locked the door behind us and we got into Devon's van and drove to the theater. This was the most interesting night of my night. I got to do things I only dreamed about and it was wonderful. Lily and I are more than just best friends now and I couldn't be happier.