Onced Upon in Wonderland Ch. 03

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Alice and Lizard rouse some wild mushrooms.
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Part 3 of the 4 part series

Updated 06/07/2023
Created 12/06/2013
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KrisMeads
KrisMeads
11 Followers

Lizard took Alice by the hand and started walking backward across the field, smiling at her with a luscious grin. Deeply curious, Alice followed, returning her smile. But she stopped after just a few steps.

"Let me take my boots off," she announced while sitting down in the soft grass to pull them off. It was a pleasantly warm day and the midday sun invited for a lightening of the outerwear. "I think I'll go barefoot so I can feel the soft grass with my toes," she declared decisively.

In fact, the tights had become very uncomfortable to wear. The soaked cotton clung unpleasantly to her now very sensitive pussy and painfully pulled into her still protruding folds with every step she took. She had realized after two steps that she could not walk far like this.

After her boots were removed, she spontaneously and roll them off her pale, slender legs, light pink lace gown.

"Splendid idea, Alice!" Liz encouraged her, hoping for some forbidden glances of Alice's pale, slender legs. She looked on in amazement when Alice, who sat facing Liz, actually started to pull on her tights with a complete lack of inhibition. Leaning back on her elbows she casually lifted her hips to pull the tights down over them before rolling them down her legs. Liz' eyes couldn't resist staring at her legs for furtive peaks up her skirt, but guiltily glanced up at her face in regular intervals to ensure she was not caught ogling.

With some surprise Liz had quickly realized when first fondling the attractive brunette's pussy that she obviously wasn't wearing anything beneath her tights. Despite that she was now struggling to maintain a casual and somewhat uninterested expression while satisfying her curiosity. She couldn't prevent her eyes from widening, though, when she saw Alice reveal herself in her plain view. Her legs were closed at first, giving Liz a good look of her nicely curved hips and upper thighs. But when Alice had rolled the tights down over her knees she pulled first her left foot, then the right one up to her hands to peel off the stockings. With girlish innocence she spread her thighs wide for this and Liz found herself staring straight down at her bare pussy. It was covered in a thin patch of soft, short reddish-brown down that didn't do much to conceal the slightly puffy lips. She could even make out the remnants of the glistening sheen that had visibly soaked her tights a short while before.

Stuffing her tights into her boots, Alice enthusiastically beamed up at Liz and bounced to her feet. Liz smiled back with a light blush, uncertain if Alice had caught her leering, indeed uncertain if Alice's behavior was perhaps more unabashed than innocent. She joined in, though, with Alice's delighted laughter as her bare toes brushed through the leafy grass and clover.

"Come," Alice squealed, enthusiastically jumping from foot to foot as she shouldered her boots and grabbed Liz's hand, "show me some onceing."

Liz picked up her improvised walking cane and, with a broad grin, pointed out the direction to Alice, again following her a few steps behind.

Their walk took only about half an hour. Liz found it increasingly harder to peel her eyes off Alice's slender long legs. Her pink lace gown reached down about a third of her thighs and Liz had again resorted to using her walking stick to teasingly lift the skirt and expose the top of her thighs and her naked tight ass cheeks. Alice no longer fought these intrusions, but rather seemed to use them for a flirtatious tease by swaying her hips a little more than usual.

Liz found herself quite horny by the time they crossed a small hill and reached a river. It flowed slowly and seemed shallow enough to wade through, so she decided to follow Alice's lead and rid herself of her leather pants and boots. She placed them in her cape which she rolled up and knotted tight across her back. Then, playfully splashing at each other they waded into the river. The water was cool but not unpleasantly so, and it was deeper than it had first seemed. Liz yelped when, about half way through, they suddenly stepped waist-deep into the water. She felt a cool torrent wash up between her thighs, soaking her panties. After the initial shock, however, she welcomed the chilling effect it had on the heat between her thighs.

They continued on, spreading their arms to allow their hands to float on the river surface. Only two steps later though, they lost ground under their feet and sank neck-deep into the water, forcing them to swim the remaining short distance. Soon they regained their footing and waded out of the river, dripping puddles of water as they climbed up onto a sunny green meadow.

"Well, that was fun," said Alice, shivering slightly and squeezing the water from the tips of her hair.

"We should take off our clothes so they can dry in the sun," Liz suggested, surprised by her own daring.

Then surprised again when she saw Alice immediately starting to open her dark red leather vest. Liz decided to help her out of it and proceeded to undo the delicate panel of buttons of the pink lace gown down Alice's back. When she neared the last buttons at the small of her back, Alice suddenly fell still, crossing her arms in front of her chest while allowing Liz to complete her task. When she felt the last button open, Alice turned her head towards her dark haired friend. Their eyes met and Alice's gaze revealed a deep tension in her, a longing to explore her new-found sexuality mixed with her inexperience of what to expect next and a sudden self-awareness and hesitation to break the taboos of the unspoken social norms that she had been raised with.

Seeing this surprised Liz somewhat after their intimate encounter just an hour earlier. But she also found it exciting and decided to play on this tension a little longer. She lightly placed both her hands flat on her naked back and felt a shiver of excitement ran down Alice's spine. The she pushed them upwards in soft strokes, caressing her soft skin while slowly peeling the gown off her shoulders in a massaging motion. The gown was now held in place only by Alice crossed arms. Drawing her close by her now exposed shoulders, Liz pulled herself up against her back. Alice's eyes now contained some anxiety but she also saw an urge in them for her to continue. Liz subtly leaned in, closing the remaining inch or so between their lips until they met ever so softly. Breaking their gaze, Alice closed her eyes and gave in to her longing. Her lips opened inviting Liz' tongue to play with hers, exhaling sharply when their tips met in a brief, sensuous play before melting together in passionate gyrations. Alice lifted her hands to clasp Liz' head, allowing her gown to slowly slide down off her body, exposing her to the warm sun and to the appreciative touches of Liz' experienced fingers.

Liz allowed her fingers to slowly caress along the underside of Alice's raised arms and down onto her chest. She gently grazed her finger tips past the soft outsides of her breasts, circling underneath them only to cup them in her open hands. She found them firm and modest in size, fitting nicely into her palms. A soft moan into their deep, insisting kiss rewarded her when she started to gently knead them in her fingers before capturing both her nipples between her thumbs and fingers. They were delightfully large, extending about an inch from their base, and fully erect and stiff from the chilly bath they had just stepped out of. Leisurely tugging on them and brushing her fingers across them to bend them every such way, Liz thoroughly enjoyed exploring this stark contrast of hard and soft in Alice's tits and felt encouraged by her increasing whimpers.

After some minutes of bliss she disengaged their kiss and turned Alice around to face her. Their eyes remained locked when Liz reached for her lover's hand and, turning it palm up, very slowly pulled it between her thighs. She saw confusion unfurl in her gaze as the intent of her gesture dawned on Alice. Or rather it was fear, no, guilt of again overstepping the unspoken norms of her prior life. But she also saw a desire in them, and when her fingers first touched the drenched fabric of her panties as they clung tight to the folds of her lower lips, her lover gasped lightly while her eyes saccaded back and forth between Liz's face and her almost transparent wet slip. Then they remained glued to the forbidden triangle where her fingers started cautiously exploring. Curiosity had won.

Liz gave her an encouraging smile. Her lover's hesitating touch electrified her and she had to inhale sharply. She released Alice's hand, allowing it to venture on its own, and hooked her thumbs into the sides of her slip to pull it down over her hips. Letting it drop to the ground and, stepping out of it, she parted her legs two feet wide to feel Alice's timid virgin touch on her naked pussy. Her lover's nervousness was palpable from the way her fingers cautiously explored it. It felt new, and exciting, and audacious, to both of them. Her middle finger had found Liz's slit and traced upward along its length in excruciating slowness. It stopped its travels entirely, centering directly on top of her clit, and Liz soon started to feel her blood pulse rhythmically through her sensitive nub under this very subtle pressure. She couldn't suppress a low moan, and her hips involuntarily started a slowly gyration against Alice's fingers.

In a quick and smooth motion Liz stripped the red-brown leather top up over her head, arching her back and exposing her naked breasts as her arms stretched out high above her head. She also made sure to give her hips a slight forward jerk, pushing Alice's fingers to invade between her craving lips and, breaking this slightest of seals, dip into the warm puddle of wetness that had formed behind them. Even before she could free her head from the tight neck opening she felt a second hand on her right breast, cupping it softly. She halted her struggle briefly, allowing Alice to fondle her breasts while she was helplessly caught arms and head in her inverted top, then leisurely emerged out of her leathers with a sly smile: hot, soft lips had just closed around her freezing wet nipple. The sudden scalding hotw sensation made her squeal - and bend backwards further to lift her tits up, making it more convenient for her lover to lavishly feed on her. Her smile widened as she relished the firm suckle of an eager set of lips. Curiosity had definitely won!

"The other one wants some too," Liz said after some minutes with a grin, slightly turning her torso right to encourage Alice to switch. She did so in a heartbeat, welcoming the new icicle of a nipple to nurse on with generous laps of her tongue. She also remembered her finger embedded between Liz's puffy lips and allowed it continue its long, slow strokes along the well lubricated slit, eliciting a long moan from her new friend. She continued for a few seconds before allowing Liz to gently nudged her off her nipple. Slowly straightening herself, she admired the look of Liz' slim body and her perky tits, only slightly smaller than her own and glistening from the generous nursing, before locking her eyes again with Liz' in an longing gaze for more.

Both girls now stood naked facing each other, their chill from the bath quickly relieved by the heat of arousal. Leaning forward, Liz gave her a demanding, messy kiss and Alice obliged, welcoming the intruding tongue in the soft and velvety embedding of her own, then instinctively closing her lips around the firm, phallus-like intrusion and starting to suckle it playfully. Liz moaned again, the sound muffled by their engaging kiss. Continuing their playful back-and-forth of dominance she pulled Alice to the ground to lay on her back while pushing herself on top and spreading her thighs apart to rest her knees between them. Alice's hand was still trapped on her pussy.

After a moment of adjustment where both focused on the wild chase of each other's tongues, Liz felt her lover's fingers starting to tease her more assertively, firmly massaging her clit as it grew more erect. She opened her eyes to meet Alice's in a smug grin as she felt two fingers slide lower, then bending inward as the reached her entrance. There they hesitated briefly while Alice readjusted her shoulder downward to gain the leverage she needed to slowly push in her fingers past the second knuckle. Her grin vanished, replaced by an uncertain look, as if questioning whether she had gone too far. It eased into a warm smile when she saw Liz's eyes flutter and her jaw open to emit a soundless moan. Liz lifted herself up to hover just inches above Alice. She angled her hips just right, then worked to push herself greedily onto the intruding fingers. Their breasts were still touching and started to sensuously rub one another as she began to slowly hump the long, slender digits.

She moaned again, louder this time, when Alice suddenly shrieked and scooted up some inches, pulling her arm back to lean on it as she sat up at an angle. She gaped in alarm between her legs which were now spread wide open. Liz quickly sat up on her knees, following Alice's gaze between her thighs where a round, pale-brown thing, less than half an inch in diameter and about 2 inches long, was pointing straight upward. It had a rounded cap on its top that bulged a little over the shaft below it, giving it a distinctly phallus-like shape. The shaft seemed to have grown out of the ground from between the dense green grass exactly where Alice had been sitting.

"What is that?" shrieked Alice, clearly alarmed. "I felt it push my buttocks apart! Why must it grow right here where I am sitting, and right at this time?"

Liz leaned forward, wrapping her hand around it and, placing her thumb on the cap, started to slowly stroke it. It was her turn now to grin mischievously at Alice.

"We're on the Phallus Field", she said. "These mushrooms grow when they sense an opportunity to couple. That is how they spread. Their spores are everywhere here." They both looked around them, where the rolling hills of lush green meadow, interspersed with occasional large, solitary oaks, spread across several smooth hills towards the horizon.

"Seems this pasture has seen its share of fun recently", Liz suggested with a naughty grin, pointing to a couple of nearby patches of shriveled, dark, and unsightly mushrooms. "People come here on special occasions. It can be quite a treat if you're in the right mood for it"

Alice sat openmouthed as her initial shock gradually morphed into astonishment. Her attention returned from the field back to the phallus between her legs. Her mouth remained open but showed an intrigued smile now as she sat up straight to join Liz in examining the mushroom with a delicate touch. The phallus twitched at the added intention and Alice laughed in disbelief.

"Look, it just grew a bit," Alice noticed with her entire focus on this new toy.

"They grow when rubbed, and they're quite flexible when fresh," Liz explained, bending the phallus towards Alice until it touched the light patch of hair above her wide open pussy. Leaning forward on her elbow, she then took the mushroom between her lips and pushed it into her mouth a few times while letting her tongue twirl it generously. It grew another half inch from that. When she released it the well lubricated cap glistened in the midday sun.

She pushed it again towards an astonished Alice who leaned back slightly, again supporting herself on her arms, but rounding her back and rolling her hip forward to watch the tip of the mushroom slide between her gaping lower lips under Liz's gentle guidance. When it touched her clit she gasped audibly, then held her breath while she watched - and felt - Liz slowly rubbing it left and right across her tender nub.

"Mmmmmmhhhh...that feels..good!" Alice moaned, hearing her own voice break up on the last word which came out more like a voiceless sigh.

"Raise your leg," Liz encouraged her with a nudge beneath her left knee. She obliged, awkwardly lifting her left leg a foot in the air and squealed when it required her to rebalance, pushing her clit more forcefully against the firm, velvety cap of the mushroom. Liz smiled in excitement, quickly swiveling her right leg around and underneath Alice's raised one, pulling it back down across her upper thigh. Then, leaning back a bit, she lifted her other leg over Alice's right thigh and scooted forward until their groins touched, trapping the mushroom shaft between them. It twitched visibly and Alice gave out a lout gasp.

"Oh my goodness," she whispered, her shocked eyes locking with Liz's in hope for some guidance. Her head was spinning from all the sensations and she knew she had long lost any judgment of what was or was not appropriate. But it felt so good.

"This is not dangerous, is it?" she tried in one last attempt to appease her voice of reason, now echoing faintly from a far away island in her mind. Her eyes briefly shot down to the light brown cap that obscenely bulged out between their meshed groins, then back up at her friend.

"Of course it is," Liz tempted her with a impish smile without moving for a few seconds. When she didn't pull back she knew Alice had realized the silliness of her question. Liz provocatively ground her pussy slowly against Alice's by way of the phallus between them and watched her eyes widen. She felt the shaft expand a little more, causing herself to inhale sharply. Mmmmm...this DOES feel good she thought to herself. She repeated the circular motion with her hips, gradually increasing speed.

Alice's mouth opened and her breathing became audible as she started to match her friend's lewd motions with her own. Hot sparks tingled through her body, all emanating from the focal point in her pussy as it so delightfully pressed and rubbed against the still thickening and very hard shaft - and against her much more experienced lover. Their rhythmic grinding grew faster, and the tingles in her belly suddenly intensified to a crescendo that robbed her of her breath for a few seconds. With her mouth wide agape she felt a monumental wave of pleasure discharge itself into her body, making it twitch and writhe out of her control, forcing the air out of her lungs in a loud wail of lust.

Liz had been riding herself hard, just beneath the edge of her own orgasm. This moment was for Alice, she was intent on letting her set the pace for their climax. And fortunately, Alice conveyed her state of arousal plain for all to see who cared to watch. Her breathing had grown more ragged after she had let her head fall back. When her taut belly started to contract more irregularly, Liz readied herself, and when she seized breathing, Liz went in for the final stretch, angling her hips just so the fine texture of the stiff shaft rasped delightfully along her swollen clit. She almost matched Alice's climax, cumming only a few seconds after her young friend with equally loud cries. She also felt the subtle pop of the membrane at the apex of the mushroom's cap and the rush of liquid seed as it pumped through the central shaft and rained down in globs of thick white mess onto both their naked bodies.

#######

His head shot up. The wind had carried two girlish screams across the fields from the west. Ambush? An accident? Or perhaps...

Never one to pass on an adventure, he had to inquire further into the matter - and being the gentleman he was, offer any help imaginable. He started sprinting across the field in the direction of the source. After a minute of running he came up a gradual incline and slowed near the top, not wanting to rush into some unforeseen scuffle. He cautiously peered his head over the hilltop to survey the situation. Two figures sat facing each other about 150 yards away, down near the river bank. Apart from that he saw no one, and the two of them seemed calm. But where were their clothes? A robbery?

KrisMeads
KrisMeads
11 Followers