Preludes Ch. 12: Flipped Pt. 01

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"Damn, dude. Are you jacking off over there? God, at least wait until you get home!"

Rachel coughed in surprised laughter as Matt's unexpected dig helped to take a little tension out of the room. She traced her eyes to Flip's shorts and then back up to his face. She brought a hand to her mouth to stifle her grin.

Flip reddened slightly and flashed his own smile. He hastily withdrew his hand from the front of his shorts and shook his head. He fidgeted with his silver chain as he defended himself.

"Yo, I can't help it! You know what it was like watching that? At least you got yours. I'm fucking dying over here!"

Rachel rolled her eyes and idly tucked some hair back behind her ear. She knew what she'd done to him but she was surprised that both he and Matt were speaking about it so brazenly. She shrugged. Guess he wasn't embarrassed about it. She thought again about how he'd surely be using her as a mental image to masturbate to. She wondered if he'd rush home to do it. He looked like he was in agony. She shook her head again and looked back at Matt to change the subject.

"You guys are crazy. So are we gonna smoke or what?"

Matt smirked and stared back at her for a second before he spoke. He looked over at Flip once again before bringing his attention back to Rachel. He let out a deep breath and nodded.

"For sure. How about this? I'll start packing it up. But real quick, before we blaze, how about you help my man out with his little problem?"

Rachel coughed again and raised her eyebrows in surprise. But the tips of her ears caught fire as she looked back at Matt and saw his casual expression. She felt her stomach flutter. He had to be joking. She laughed nervously.

"Haha what? I don't-. Help him out?"

Matt grinned and raised his chin with a smile. "Yeah, just take care of him real quick."

Rachel's stomach flutters morphed into a painful twist and a dull ringing started in her ears. She had to be misunderstanding. Her heart pounded in her chest as she spoke with disbelief.

" 'Take care of him real quick'? " She felt her throat getting dry. "What exactly does that mean?"

Matt exhaled and sat forward. He reached out and rubbed on her hand.

"C'mon you know. Just look at the guy! I mean, shit, he was rubbing his fucking dick through his pants a second ago!"

Rachel started to feel a bit light-headed as alarms began sounding in her brain. Was Matt really asking her what she thought he was asking? She glanced back at Flip whose eyes were as wide as dinner plates. She felt her breath leave her again. Matt was asking her to-.

"Matt! Are you out of your mi-? Oh my God, NO! It's bad enough that I let him, um-. Let him watch while I-."

Rachel trailed off and shook her head in disbelief. Of all the things Matt had ever tried to talk her into, this definitely took the cake. Less than a half hour prior, she'd agreed to show his friend her tits. Then she hadn't objected when he wanted her to keep sucking him while he watched. She'd even let him fuck her.

But now? She'd gotten him off so now he felt free to pass her along to his friend for a turn of his own? Like she was something he could loan out to his buddies?

Her senses burned with anger. But she also felt something unexpected. She felt the same strange, shameful excitement she'd felt when she'd made eye contact with Flip while she'd been with Matt. It felt wrong and like she was being used. But it made her tremble and pulse confusingly between her thighs. She was also aware of how close she'd gotten to getting off before. She felt dizzy as her conflicted emotions swam through her brain.

Pushing everything away, Rachel hastily pulled her hand back from Matt's and started to stand. No. No way was she doing this. Just being asked was a new low. Even for Matt. She looked down at Flip's half-nervous, half-desperate face and turned away roughly. She started to reach for her shirt again when she felt Matt grab her hand and hold her. She sighed loudly and turned towards him with an irritated glare.

Matt absorbed her harsh look but didn't flinch. He gently, but purposefully, pulled her by the wrist and brought her closer to him. She stayed standing but she allowed him to bring her closer.

"Hey, Rach, whoa! You don't have to get all upset. I wasn't trying to be a dick."

He smiled at her warmly and began pulling her down to him. His smile disarmed her temporarily and she found herself allowing him to guide her to his lap. She sat down across his legs with a sigh and looked into his face with pleading frustration.

"Don't get upset?? Matt! You just asked me to-."

"Shhh. Look, what you just did-. What we just did was so hot. Didn't you like it too?" Matt paused as the momentary softening of her brow told him that she had.

"I'm not asking you to do anything crazy. I'm not saying to, like, fuck him or anything. Just to-."

Rachel's eyebrows shot up again and she cut him off with a mocking smile.

"Oh, so I'm not fucking him! Oh okay! Because that's the point here. That makes it all bett-."

Matt again shushed her as he leaned her back into his chest. He ran his hands teasingly up her sides. Still in only her bra, her bare skin tingled at his touch. He brought his lips to her ear and gave her a gentle kiss behind her lobe before speaking in a low tone.

"Hey, you know that's not what I'm saying. I'm just saying look at that poor bastard. I got no problem telling you that he's got no game with the ladies. And shit, his balls are probably bluer than his hat."

Rachel looked over at Flip. He was shaking his head at Matt's dig. She had no idea if it was true or not but Flip seemed smart enough not to argue. But that didn't mean that she should just-.

"Well, maybe he should go, um, take care of that himself."

Matt stopped her objection with another kiss. Rachel felt herself melting. Matt didn't kiss her very often anymore; they mainly just got down to it when they hooked up. His delicate work around her ear was making her shiver. It felt good. She gasped as she felt his hand slide around her front and cup her breast softly over her bra. She locked eyes with Flip again.

It was just like earlier when Matt had started feeling her up in front of him. He was displaying her like she was a prize. Dangling her out in front of his friend like a show. She moaned almost inaudibly as she felt him grip the front of her bra cup and peel it downwards, exposing her breast and nipple to Flip once more. His other hand snaked around her waist and settled in on her inner thigh. Her head began swimming again. She licked her lips. She had to stop this now or it might be too late.

Before she could find the right words, Matt jumped in with a teasing whisper.

"Don't be cruel to the poor boy. I've told him before how good you are at it. Watching you do me had to be torture. C'mon, babe, it'll be so fucking hot. Just go over and help him out. After what he just watched, you know it's only fair."

Fair.

Rachel's head spun as she tried desperately to regain control over the situation. What had happened? Was she actually being talked into this? Matt was so smooth and he knew exactly how to manipulate her. He was making it sound like she owed Flip now after getting him all hot and bothered. He was turning it around so that she would be the one in the wrong if she wasn't just ready and willing to put her face in his friend's lap and casually suck him off.

She wanted to fight back. To say "no." To scream and curse and rail against the ridiculousness of it all with the blunt dismissal that it deserved. To simply stand up and leave like any normal person would do when presented with such a degrading proposal. But she couldn't. Just like every request she'd granted that day, she felt herself sliding quickly into acquiescence once again.

Her stomach knotted as she felt Matt's hands slowly pull back from her breasts and thighs. He gently nudged her off his lap and guided her onto the seat next to him. Rachel searched his face desperately, her eyes begging him to tell her he was joking and that the whole thing was just a game. She prayed that this was the case because if not, with shame flooding her senses, she was beginning to come to the horrifying realization that she was actually considering doing as he asked.

But Matt only grinned back and nodded in Flip's direction. It wasn't a joke. He wanted her to do it and he wanted to watch it happen. She wondered if it was the idea of watching her performing sexually with his friend that was getting him off, or simply the fact that he had such a power of her that she'd agree to such a crazy request. As Rachel felt her resolve slipping away, she realized it didn't matter.

She pried her eyes away from Matt and slowly turned to look over at Flip. He was just a few feet down the couch and his expression showed almost fearful excitement. Rachel let her eyes fall to his shorts again as she pictured what Matt wanted her to do. The knots in her stomach tightened. Would she actually do this? Slide down the couch and suck his friend off simply because he'd asked her to? A boy she didn't even know? Of all the various uncomfortable lines Rachel had crossed in her life, this one was at the top. She felt a shiver go through her body and her voice came out dry and cracking.

"I just, um-. I don't think that I should just-."

Matt interrupted her and she turned back to face him as she trailed off. Her eyes wide and desperate again.

"Go ahead. It's all good. Just do what you do best. He's going to love it."

Rachel's face went numb as she swallowed through Matt's words. 'Do what you do best.' That was what she was good for apparently. Being hot and sucking dick. She scoffed to herself. Well, why would he think otherwise? It was all she ever did for him. He'd text her and she'd almost always come straight over to get on her knees. Even if it were inconvenient, it didn't matter. She'd even done him almost immediately after doing other boys on occasion. Shane. Austin.

She smirked as she recalled a time a few weeks back when she'd done Austin again in their "special spot," the film room at the gym. She'd been driving home not fifteen minutes after finishing when Matt had texted her. Without even thinking, she'd changed course and headed to his house to take care of him as well. It was so wrong on so many levels. But she couldn't stop with him. And now she was about to do this.

Flip realized that he might need to actually help his own cause a bit, instead of simply letting Matt both set up and knock down the pins for him. He could tell that she was conflicted, but her face showed weakness. She was breaking down. With a little nudge, she might finally concede.

"Hey, c'mon, girl. For real, I just need a little bit. You already got me so hot. Just slide on over for a minute."

Rachel kept her eyes on Matt for a few seconds before finally turning back to Flip. She felt more shivers shoot through her fingers. She realized in that moment that she was beaten. She was going to do it. She was going to let him put his dick in her mouth and she was going to make him cum. Her earlier thoughts of superiority over how he'd be getting off to the memory of her later seemed to mock her now. It appeared now that he would indeed be using her to get off. But that she would be taking a much more active role in that beyond being the image of his fantasy.

With trembling movement, Rachel began to slide over closer to Flip. She couldn't look him the eyes any longer so she found herself staring at the obvious tent in his shorts. Her pussy tingled as she pictured him sliding off his tented shorts and grinning as he offered his cock for her to take soothingly into her mouth. This random boy who just a half hour prior had been a complete stranger was about to have her suck his dick in his buddy's basement. She couldn't believe she was going to do it for him.

She scooted up and stopped as she felt her bare shoulder make contact with his side. Finally bringing her shame-filled eyes back to up his face, she again became aware of how she wasn't attracted to him physically. He was the kind of boy she wouldn't glance at twice if they passed in the hall. She didn't even like his clothes. His chain and his crooked hat gave off a wannabe thug vibe, something she found distasteful. But none of that mattered. In a few seconds, she would be leaned over his lap, dutifully servicing him, giving him pleasures that he certainly didn't deserve.

The room was still as Rachel and Flip simply stared at each other nervously for a several seconds. Neither one was honestly sure what was happening and both of their throbbing pulses froze their abilities to move or even think. It almost took on the air of a junior high dance where the boys and girls would simply size each other up awkwardly from across the room. Both sides too afraid to make the first move.

In this case, Flip was completely on edge. His dick was throbbing in his pants and the blood-flow had left his brain long ago. For Rachel, she knew what to do, but she just couldn't bring herself to take the plunge. Even when she'd been completely naked with her legs spread and allowed Flip to watch her having explicit sex from a few feet away, she'd never in a million years thought she'd be doing anything sexual with him. The thought that she'd be putting her mouth on him and making him cum after the frenzy she'd worked him into made her dizzy.

Finally, Flip found the strength to take a first step. He wasn't the smoothest guy to begin with but given the state he was in and what he'd seen her do already, it didn't seem to matter. He smiled brightly and nodded his chin at her. Reaching forward, he brought his left arm behind her head and gripped her gently around her far shoulder. He squeezed her in tighter into a mini-hug. With his right hand, he reached out and began to trace his fingers across her upper chest, down to her trembling and deliciously displayed cleavage.

"Fuck, you're hot. So what's up? We doin' this?"

Rachel flinched as Flip's hand found its target and he gave her breast a probing squeeze over her bra. She shivered as she remembered how earlier when she'd first shown him her boobs that she'd told him that he could look but not touch. She scoffed to herself. So much for that. Not only was he now touching her, she was about to touch him in a far more personal way. She couldn't bear to speak so she simply nodded in ascension. Yes, they were going to do this. She was going to do this. To him. She licked her lips as her stomach continued to twist.

Flip sighed audibly as he received the final confirmation that she was in. His brain screamed out loud. Holy SHIT! She was going to do it! She was going to suck his dick! It was incredible. He realized that he didn't know if she was simply going to drop down and get to it or if there was supposed to be any type of foreplay. So he decided to take charge again.

With a grin, Flip leaned forward and brought his lips to her neck. He gave her a few soft kisses as he worked his way down towards her collarbone. Her skin was warm and she smelled sweet. He was still groping her with his hand and he felt his dick twitch again as his lips reached the softening flesh of her upper chest. He felt satisfied that he was doing something for her. Maybe it would get her hotter and more into it when she eventually got to work.

Rachel sucked in a breath as she felt Flip begin to kiss her. She didn't want it. He didn't turn her on at all and the kissing made everything seem more personal and intimate. She had resigned herself to what she'd be doing but she simply wanted to get to business and be done. She was reminded of her ill-fated evening with Shane when he had eagerly kissed and sucked all over her boobs before she blew him in his truck. The look he had given her as he'd pulled back had made her want to either laugh or cringe. He'd honestly felt like he'd been doing something nice for her. Like she was getting something out of the deal too by allowing him to "pleasure" her before she took care of him. In reality, it had just been awkward and uncomfortable. And it was the same feeling she was having now.

Rachel was grateful when she felt Flip retract his mouth from her cleavage and lean back upright. He shot her a cocky grin, obviously very proud of himself for "warming her up." He bit his lip and nodded before leaning forward pulling his shirt up over his head. He balled it up and tossed it aside and replaced his hat in its crooked position to the side. Leaning back into the cushion and grinning once again, he spoke out with an expectant look.

"Your turn, girl."

Rachel swallowed and ran her eyes down across his body. His shirtlessness did nothing to change her lack of attraction to him. His chest was slight and his skin was pretty pale compared to his arms, giving him a moderate farmers-tan look. With his large t-shirt gone, his chain looked even more oversized and obnoxious. Rachel couldn't believe what she was about to do for him.

Pushing all remaining doubt away, she twisted her body towards him and leaned in. Assuming that he wanted a similar treatment to what he'd just done to her, she brought her warm lips to his upper chest and kissed him softly. His body quaked at her touch and he let out a nervous laugh. Rachel ignored it and brought her left hand around to rest on his stomach. Another tremble. He was so amped up.

Rachel continued to kiss her way down his body as she got closer to where she knew he expected her to end up. Her mouth traced down from his chest down across his stomach and finally to his belly button. She could feel him pulsing as she kissed teasingly around his waistband. She was almost there.

Sliding her hand downward, she lowered the elastic of his shorts an inch or two so she could continue. The beginnings of his neatly trimmed pubic area came into view and Rachel continued to pull on his shorts to the point that the first inches of his shaft appeared. She brought her mouth to him and brushed her lips against his stubbly hair as she continued to kiss her way down. She reached his base and parted her lips to give the spot an open-mouthed kiss.

She could hear his startled breaths grow heavier as her mouth made the first slightest contact with a part of his dick. She poked her tongue out and teased around the area as he continued to quiver at her touches. Part of her actually enjoyed the slow-build work she was doing. With Matt, he usually just dropped his pants and expected her to open wide and start sucking him. Same with most boys from school as time was often of the essence. But in this case, she could take her time to get where she was going. It was a nice change of pace.

But there was only so long she could dance around the finish line before taking the plunge. She'd pulled his shorts down to reveal his pubic area and the first inch of his dick but any further and the clothes would have to come off. There was no sense in delaying. She wasn't down there to playfully kiss and tease him; she was down there to suck his cock. So she figured she might as well get to it.

Giving him a few final, tender kisses below his waist, Rachel raised her head back up and smiled weakly at his beaming expression. With a sigh, she slid off the couch next to him and onto her knees. She scooted up to position herself between his legs and re-did her ponytail. Satisfied with her work, she glanced at his shorts and motioned for him to take them off.

Flip sucked in a breath. This was it. With a steady movement, he raised his butt off the couch and gently slid his shorts down past his knees. He inhaled sharply as his waistband passed over his dick, setting it free. Rachel's eyes widened as she saw him finally revealed. His penis wasn't that big, but it was throbbing and purple. The tip was wet and shiny. He was definitely more than ready.