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I'd just picked up two new propane tanks and had headed down the dock when I heard the Volkswagen. You know the sound, distinctive and always the same regardless of whether it is a bug or a van. Reaching the boat slip I turned in headed for the back of the houseboat ,with a glance over my shoulder at the VW van. It had just come to a stop, its passage revealed by the drifting dust cloud of powdered Utah sandstone. As my eyes focused, I saw a blonde step back from the driver's door and push it shut. I registered a bare belly and green bikini bra and had just caught a glimpse of the passenger getting out when I stepped beyond the houseboat window and they were out of sight. I was already setting the tanks down and stepping back to the window before I had a chance to think why. My titty radar had gone off, I'd realized the passenger had been topless. One step back and I could see a t-shirt going over the brunette's head; I was too late to confirm what I thought I'd seen. I watched them headed down the dock momentarily, then decided to finish the propane tanks before I distracted myself.

By the time I had the two tanks wrenched in place it was break time. Break time was anytime a good looking girl needed to be ogled. In this case, two good looking girls. Maybe I'd have to double my break time.

I walked up to the store and stepped inside, eyes getting accustomed to the darkness after the bright outside light. I stepped over to the cooler and selected a drink, while my eyes surveyed the small store for the girls. I spotted the fluorescent green bikini bra first, and noted positively that it covered two medium sized breasts located below a set of green eyes and a blonde pony tail. She looked over, our eyes meeting. I nodded and smiled and was rewarded with a smile in return. The T-shirt was on a brunette, short hair, I couldn't see her eyes, but the face was just as cute as the first. "Wow," I thought, "this is the best thing that's happened in a couple of days."

Not that I didn't see lots of good looking girls, actually just the opposite. But house boating is a family affair; mom and dad buy the houseboat, k**s of all ages come along. I saw cutie after cutie, got to speak and flirt with all kinds of young ladies; got to get glares from all kinds of protective fathers, sometimes smiles from mothers that appreciated a hard bodied male; and then half an hour later they were off for seven days. A week later, they'd show up again, sunburned, suntanned, and ready to go back to their boyfriends back home. Sometimes I'd get a phone number and an invitation to call them if I ever got to Timbuktu -- but I never did. Sometimes during the checkout I'd get an invitation to join them that evening for water skiing or dinner, which would only be a one time thing because the next day they'd be twenty or thirty miles away and I've have no idea how to find them. Most of the time that's all I got, lots of flirting, but not much action.

On that day, I was dressed as usual -- cut-off jeans and not much more. Working on the docks and boats, it was just too hot to not get wet whenever possible. Officially we weren't supposed to "swim" in the harbor area, but if there wasn't a prop that needed changing or a control cable that needed inspection there was always the "slip" and fall into the water. Sometimes we'd need to fetch a boat from a mooring. The excuse was that it was so much faster to just swim out, climb on and bring it back in, but we learned not to do that when the Rangers were around. I fell a lot during the summer.

I didn't think anything about my physical shape at the time. Two years out of high school where I'd been a running star, I'd kept up the running, five miles before work and before the heat every morning. Then working shirtless everyday, I was bronzed and buff. I never thought about it at the time, but looking back I realize now that often the girls were checking me out as much as I was checking them out.

I glanced back into the store as I went back out. We weren't supposed to hang out in the store, or fraternize with the house boaters. Non-house boaters were supposed to be the same, but they were often times not quite as intent on coming or going and I was never one to pass up the opportunity to say hi to a pretty girl. I went back out to the houseboat I was working on and pulled up a chair on the front deck. The girls, whenever they came out, would have to walk right by me.

As they walked down the dock towards me I saw the bikini say something to the t-shirt, and the t-shirt glanced up my way. "How's it going?" I said as they walked up. They had a bag of ice and two six packs of beer.

"Good. How you doing?" T-shirt answered.

"Real good -- as long as I keep wet and get a cold drink every now and again." I answered. "You been swimming?"

"Not yet. We just got here," bikini said.

"Best thing is to get wet and keep that way. Air conditioning at Lake Powell is neck deep and keep your hat wet."

They both laughed. "Where can you go to go swimming around here? We really haven't seen anyplace to get to the waters edge."

"Boy I tell ya," I began. "The truth is, Powell is real hard to get to -- without a boat. The highway crosses it in two places, and both are across high bridges. There's the campground, just down the way there, but it's nothing to speak of. Most anyplace else in this area requires a four wheel drive. You can go down towards the other marinas, it's flatter down there and you'll find some beaches you can get to -- but it's another 70 miles and there's tons of people too."

"Oh." They both looked sort of disappointed. "We were kind of hoping maybe there was someplace without a lot of people..."

"Never been here before?"

"No, this is our first time. Some friends told us that we should come down here, that there were lots of secluded canyons and places where we could get away from everyone and be by ourselves; catch a little sun -- that kind of thing."

"That's true. I've talked to people coming back in that have told me they've gone several days in a row without seeing another boat. But that's up here at the North end. Down south -- that's where all the crowds are. But without a boat -- it's dang hard." I paused momentarily. "You don't have to stand there in the sun, pull up a seat." I indicated the other chairs on the front deck."

They didn't hesitate, once I told them it was OK, they climbed right on with me. "Want a beer?" the blond asked.

"Oh, you bet, thanks." I took one of the offered beers, they each opened one too. The gentle wiggle of the brunettes breasts when she popped her beer top confirmed to me what my radar had told me earlier -- she was braless.

"You ladies got names?" I asked.

"I'm Tracy," the bikini answered, "this is Linda," motioning to her friend in the T-shirt.

"Jim." I offered. "Thanks again for the beer."

"So there's no place we can go and camp near the water without going to that awful campground?" Linda asked.

"Looking for someplace a little more private?" I asked, suspecting from their description they were looking to sun themselves sans clothes.

"Yeah, that and a place to camp." I nodded in understanding. I thought about it for a moment before answering. I described the two or three places semi-accessible from the land, none of them fitting their desires, and ending with Farley Canyon. Just a few miles south it would be accessible, but depending on how many people were around, probably not private.

"If you had a boat I'd send you up north. There are a couple of pretty nice places up there." They asked about the cost of a boat, and as I suspected they couldn't afford a rental. I suggested they try out Farley Canyon and if it wasn't to their liking to come back in the morning. "If you're here at 8 tomorrow, I'll take the day off and we can go for a ride," I offered, throwing out a hook to see if they were interested.

"Really? You'd do that?" Tracy asked. "That would be cool."

"Hell yeah -- I pretty much work all the time anyway, as long as the houseboat load isn't too much I can pretty much take off whenever I want. I already know tomorrow is practically nothing happening. Believe me, around here it's not often that I might have the chance to hang out with a couple of pretty girls."

We finished our beers just as I spotted an obvious houseboat party showing up. "Hey listen, I gotta go, those people are here for this boat. But I'm serious, show up first thing in the morning and I'll take the day off."

"Ok, we'll hold you to it, if Farley doesn't work out." She looked thoughtful for a moment. "We really don't have money, if it costs much..."

"Ahh, don't worry about it. Gotcha covered." I glanced their way as they got in the vee dub. I hoped they'd come back, I hadn't gotten lucky in a while. I couldn't help but wonder which one I had the better chance with.

A couple of hours later I hear someone say "Hey Jimbo! How's it going?" I glanced over at the fuel dock where an old blue beat-up tri-hull fishing boat was tying up. I recognized the older couple, some of our regulars, Wayne and his wife.

"Pretty good, Wayne. How's fishing?" Wayne was an avid fisherman. He'd come down for a week at a time, two or three times a year, and a couple of long weekends also. Easily in their sixties, he was nothing to look at, just a good ol' boy fisherman. His wife was a dumpy little thing, also nothing to look at, but the two of them were never apart. This was about the end of the year for them, though, the fishing kind of slacked off when it got too hot.

"Not so good on the fishing, just a couple. One good one, that's all." I wandered over to the gas float, and pulled the hose over to him. "You know Jimbo. You wouldn't believe what we saw over in Farley Canyon just a while ago." He may have thought I didn't know, but no sooner had he started talking than I knew exactly what he was going to say. "We was fishing along up in the back of Farley when Margie said "Well, will you look at that. Well I never." So of course I looked to see what she was seeing." Lowering his voice, conspiratorially, he continued "They was these two gals up there laying in the sun -- without a stitch on either of 'em." He glanced at his wife who was walking over to the store. "Shoot, if Margie hadn't made me move I'd still be there looking. They was a couple of pretty good lookers too, mind ya."

"You suppose they're still there?" I asked, not letting on that I'd been the one to send them there.

"Nah, we went around down around the bend and after a while I turned us around. When we got back up there, they was nowhere to be seen. They musta come in by the road, I didn't see no boats."

"Yeah, must have." I agreed.

I finished my run before the sun came over the hill, although even the cool of the morning wasn't very cool. I stopped at the weather station, the unmistakable white slatted box on four steel legs, and recorded the weather readings. The NOAA weather station at the marina was the only means of recording the weather within about 50 miles. Once a day I'd write down the reads, then reset the thermometers. Everyday I'd take the low temperature for the night before and add twenty two degrees, my prediction for today's high. I was more accurate than the Weather Service forecast, which the park service would show up with a few hours later. That morning was 82 -- it was going to be 104 later. A quick shower and a bite to eat, I was headed down to the docks at 7:30 when I heard a Volkswagen engine again. I glanced down the roadway and recognized the car approaching. I stepped over next to the roadway and waited.

"Good morning, Jim," Tracy said through the open window. She was driving again, only this time they both had t-shirts on.

"Hello, Ladies" I answered, leaning against the door. "Have a good night?"

"I've had better. It was pretty hot." I nodded in agreement. "Are you still willing to take us for a boat ride?" I confirmed that it was still in the cards, that all I had to do was a couple of things and that I'd be free until the following day. I asked how long they wanted to go for, whether it was until mid-day or all day, and then suggested that if they wanted we could take stuff along, camp over night, and come back the next day. I told them I'd supply dinner. They agreed that sounded fun, so I showed them where the boat was and left them to load their stuff while I finished what I had to do.

Lake Powell is peculiar in many respects. The longest shoreline of any lake in the United States, it has several rather large bays of water but is dominated by hundreds of narrow canyons that twist and turn, sometimes for miles. Except in some of the southern bays that may be 5 miles across, the lake is maybe only a mile wide at its very widest points. Most of the time the main channel is only a few hundred yards, or less. Many think that the lake extends from Page Arizona to Hite Marina at the north end, but in reality at high water the lake extends into Cataract Canyon for another 30 or more miles. Named for its now inundated many rapids, Cataract Canyon is still truly a canyon, with vertical cliffs stretching hundreds of feet into the air. Only a couple of hundred yards wide at the widest, it seldom gets the wind driven waves that can happen in the large bays down south.

The ladies and I headed up Cataract Canyon, leaving behind the crystal clear waters of the open bays and into the gray green waters of the Colorado River. Several miles up, I drifted to the left side of the canyon, which was only maybe 200 yards wide at that time. Searching for the narrow cleft, I slowed to wakeless speed and turned into the side canyon.

"Where are we going?" Tracy asked.

"Just watch," I answered. As the inlet apparently came to an end, I slowed to an idle, looking for submerged boulders waiting to devour our propeller. I eased around a large boulder, as big as a house, and turned hard left into a previously unseen channel. Now virtually no wider than our boat, I eased back toward a hidden cavern. Hidden from view by the light to dark contrast, it was little more than a gaping maw, the mouth of a dragon.

"HELLO," Linda shouted. "HELLOELLLOELLLOOO" the echo returned, bouncing back again and again. I shut the engine off, the sudden quiet deafening. Taking an oar, I pushed us back into the surprisingly large cave that opened up. Once out of the sun, the outside appeared bleached white in comparison, as our eyes became accustomed to the shadows. The coolness of the cavern was immediately apparent, probably 20 degrees cooler than in the merciless sun.

"How deep is it?" one of the girls asked. In response I took the paddle, shoved it down till it was nearly submerged then gave a shove and let go. The paddle disappeared, then moments later bobbed back to the surface.

"Maybe 15 to 20 feet or more," I answered. "It's really not very deep here; we're pretty close to the side. Two years ago, this place was high and dry. I climbed up here, but it was pretty tricky."

"This would be a great place to keep dry in a rainstorm," Linda said. "Just slide back in here and float in the boat nice and dry until it passes."

"Actually, it's not," I corrected. "This is a slot canyon, not a good place to be in a flash flood. The sandstone erodes really easily, when it rains up on top, it funnels into these canyons which erode very fast. Where there's a slightly harder layer of rock, the water breaks over the edge and creates an overhang and cavern. Now that the lake has risen, it's flooded this canyon leaving the access and discovery by boaters much easier than when someone had to climb cliffs to get here. Even then, not many people find it. But if it were raining, we could easily be buried under a torrent of mud and water."

"I don't think I would have found it," Tracy said.

"True, I've argued with people about this being here and they didn't believe me until I showed them." We floated in silence, listening to the waves lapping against the boat, and the echoes of our movements.

"Lets go out in the sun and go swimming" Tracy said, "I'm hot".

"Me too." Linda chimed in. I took the paddle and began moving us out into the canyon once again. Once out of the narrow slot we found our wake had dissipated, and in the windless morning, the lake was now just a reflecting glass. I shucked my shirt, stood on the edge of the boat and dove in. I surfaced, heard a splash behind me and rolled over. Clearing my eyes, I looked up at the boat just in time to see Linda dive off, topless. Tracy was already in, swimming toward me, and pulled up a few feet away. The water wasn't crystal clear, but I could see her bare shoulders. I wondered if she was topless too. Moments later she flung her hair backward out of her face and leaned back into a back float position, her bare breasts breaking the surface confirmed it. I felt my cock lurch in lust -- although I'd made no outward overtures, I was pretty sure I'd be getting lucky before the day was out.

We floated and talked, I made no comment about the girls state of dress - or rather, undress. After a while I went back to the boat and fetched three life jackets so we could float and talk. I told them all about how I'd come to be there and how long I'd been there, what I did, whether I had a girlfriend (no -- and it had been WAAAYYY too long since I'd gotten laid). They told me they'd come to Utah to work at a ski resort during the winter, and had held over for the summer season. They'd decided to take some time off and visit Powell on the advice of some friends that had been there a few weeks before. They were both currently unattached; their boyfriends had gone home after the ski season, much to my relief. The day was looking better and better. Finally I suggested we head on up, we could hike and swim when we got where we were going.

Climbing back into the boat first using the engine, I grabbed the swim ladder and hung it over the side for the girls. They both climbed on board, taking my proffered hand, and nonchalantly stepping on and aside as I saw them both topless for the first time. I swung the ladder back on board, and taking my hand stripped the excess water from my skin.

"Where's the towel?" Linda asked.

"Believe me, you won't need it. Thirty seconds after we get moving, you'll be dry." I tried not to ogle their luscious breasts, but as soon as I got my sunglasses back on, didn't hesitate to look sideways at their wonderful mounds of femininity. My cock had more than just lurched in lust; I was going to have to adjust it soon to get comfortable. Starting the engine, we moved in and out of the cliff morning shadows once again, until we got to the main channel which ran East-West and was in the direct sunlight. Easing the throttle up from idle, the evaporation practically instantaneously evaporated the water from our skins. Glancing sideways at first one and then the other, both girls had erect nipples from the rapid evaporation. I adjusted my cock, which upright practically stuck out the top of my cutoffs. I was glad I was facing the steering console, unusually situated in the center of the boat. Thirty seconds later, we were all dry, except for our clothes. Ten minutes later, they were dry too.

It was hard to hear quiet talk with the roar of the outboard and the whistling wind. Tracy leaned in closer, grabbed hold of my arm just inside the elbow. "We're ok like this? Do we need to put our shirts back on?"

I grinned back at her, trying not to laugh. "Not as far as I'm concerned. We aren't liable to see anyone else -- but if we do, that's up to you. I've seen river rafts coming downstream where everyone on board was naked, and not many others are ever up here."

"Good" was all she said. She didn't sit back, but continued to stand beside me, holding my arm. Occasionally the movement of the boat would cause her to lean into me, her breast coming in contact with my arm. I said nothing, but every touch got me more and more aroused.

Half an hour more and I slowed, this time turning right into a much more substantial canyon. "What's this called?"

"Dark Canyon," I answered. "It's deep enough and narrow enough that except for a couple of hours at mid-day, it's in the shadows all the time. It runs clear back up to the mountains and has a stream all year round."

We pulled into the canyon, this time half a mile or more before slowing to an idle and finishing the last few yards by paddle to prevent damaging the propeller. I turned the boat into a cleft and tied off, leaving the boat invisible to anyone that didn't practically bump into it.

"Ok, this is it," I told the girls, "From here on -- we walk."

The girls each had a sleeping bag and they had shared a small backpack. I had a foam pad and sheet -- all that I normally slept with -- along with my day pack. I'd thrown in a bottle of wine, three steaks, and a couple of paper plates for dinner. Along with some sandwiches and water, it was completely full. The small cooler we had along had beer, and we all decided we'd rather carry the extra weight than to have warm beer. The girls shared the sleeping bags and the cooler; I took the day pack and mat. Nowhere had the girls even hinted that they were bashful and wanted to put a shirt or bra on. We started up canyon, all three of us shirtless, and I assure you -- I was enjoying the view, both geographical and anatomical. Just the act of doing something had taken my mind away from sex, my hard on had drooped to just a semi-hard state.

Walking up the slick rock sides of the canyon, we crossed the stream several times. Still morning, for the most part the canyon was in deep shadow. The roughly hewn sandstone walls jutted fifteen hundred feet or more above, the reds and browns turning to whites and tans in the bright sunlight. Overhead a crystal clear deep blue sky was framed by the rock walls.

I was barefoot, as I was most of the time; the soles of my feet were like leather. I could stand on the hottest dock or walk on sharp gravel without problem. Sand, hot rock or uneven ground were of no consequence to me. The girls started out wearing sneakers, after the first water crossing, neither of the girls put their shoes back on. I knew we'd be ok, as long as we were in the shadows. Whether it was sand or slick rock, the canyon bottom was cool enough to go without. I knew from experience that mid-day would be different -- for them.

Several hundred yards upstream, we came to our first obstacle. The stream widened out in the first of many ponds. Fairly shallow, only a few feet deep, it was impossible to continue upstream without wading or swimming from one side to the other. We'd have to carry our bags and food overhead, wading barefoot on the rocks and sand, trying to not step on any sharp rocks. "What do we do?" Tracy asked.

"We've gotta go over there." I pointed. "We climb those rocks, then it levels off for another quarter mile or so." I hesitated. I knew what I wanted to do, but...

"Well? What are we waiting for?" Linda queried.

"It's just that," I paused, "Well -- if I were alone, I'd just take my pants off and go naked from here on. Working on the docks, when I get wet I always dry very fast in the sun. Down here, if you get denim wet -- it stays wet for quite a while. It's not bad for keeping you cool -- but it chafes something terrible when walking and we've got another mile or so..."

"Don't mind us -- let's do it," Tracy said. Looking right at me, she hooked her bikini bottoms and pulled them down, stepping out and standing in front of me naked. Linda almost simultaneously pulled off her short cutoffs, leaving me the only one clothed. I didn't hesitate a second longer knowing that if I continued to think about these two beauties I'd be hard as a rock. I pulled the buttons on my cutoff Levi shorts and stepped out.

"Wow, Tracy, look at that tan line!" Linda exclaimed, her hand snaking out and touching the line between my waist and butt where it went from practically black to practically white.

"Hey! Cut that out! You don't know what you're starting," I laughed, trying desperately to think of anything but the now naked girls I was with.

"I guess you're right, we don't want to start anything until we can finish it, do we?" I'd just picked up the backpack and bedroll and stepped into the water in response.

When I got to the far side, I set the load onto the rocks, and reaching back took the girls load and set it up on the rocks while they climbed out. Once Linda got on the rock she climbed the rock face, I climbed out behind her, passed the gear up to her then reached back and took Terry's load. Once we'd passed all the gear up, I followed Terry, getting a chance to view her naked tush from behind. Seeing her naked pussy and bottom before my eyes, before I could climb the rocks myself, I again had a hard on. I climbed the rocks behind them, stepped over and grabbed the gear. I know they both saw me, but nothing was said.

The canyon bottom was an easy sandy walk for several hundred yards, until it again turned and rose onto sandstone slick rock and boulders once again. Approaching mid-day, the sun was beginning to penetrate to the bottom of the barren canyon. The deep reds of the shade whitened out, lightening and even turning brown in the noon day sun. No sooner did the sun hit our shoulders than the increasing oven effect could be felt.

"Wow, that doesn't take long to get hot, does it?" one of the girls said.

"Don't worry, we have to go swimming here again in a minute" I answered. Just around the bend ahead we again came to a larger pool of water, this time much wider and longer. At the drop off where we had to climb out, it was nearly six feet deep. We would have to cross where it was fairly shallow, walk along the far edge, get back in the water and climb the rock face of the water fall. Here the water cascaded down the rock slope. The continuous immersion and splashing had left algae covering the path making it exceedingly treacherous and slippery. Although I'd slipped a time or two myself, I'd never had a disaster.

Linda led the way, I helped her climb the rock, holding the day pack and her sleeping bag while she climbed, then handed them up to her. She set them on a dry rock and turned back for more, which Tracy handed to me, and I handed to her. I almost told her to go ahead and take the first stuff up before coming back for more, but didn't. Turning around, Tracy handed me my pack, which I in turned handed to Linda. When Linda turned around, pack in hand to head up the slippery rocks, I watched it all happen in slow motion. Her feet went out from under her, the pack slung forward as she tried for balance, hitting the sleeping bags and day pack which tumbled off the boulder, along with the food pack, and Linda, landing in front of me with a resounding splash. The pack practically hit me in the face. I grabbed the food pack, with Linda still attached and fished her upright. I turned and handed the pack back to Tracy then grabbed at the now rapidly waterlogging sleeping bags. I pulled them out, they were too heavy to toss anymore, and handed them back to Tracy. Finally turning back to Linda, she was holding their day pack which had begun to sink. Water was pouring out of the seams, everything they had was soaked. I realized I hadn't even asked Linda if she was hurt.

"Are you OK?" She appeared to be rubbing her bottom.

"Yeah, I'm fine. I landed on my butt and it hurts, but I'll be OK. I didn't twist or break anything." She had waded back to the shallows and was looking at her left buttocks. "Well, I guess either we go naked or we wear wet clothes, huh?" shaking her head in disgust. "Sorry about that."

Tracy leaned over and examined her bottom. "You might have a bruise, but doesn't look like you even sc****d it otherwise." Having confirmed Linda was alright, we turned to seeing what we could do about our gear.

The backpack and food was uns**thed, the outside had deflected the water and everything inside was dry. The sleeping bags, however, along with my sheet and their pack and clothes were totally soaked. The sleeping bags were heavy enough we decided to try and wring water out now before we proceeded. I knew our only hope for a dry bed tonight was to get them out in the sun as soon as possible and hope for the best. This time Tracy led the way, we handed her the items which she carried to the top of the waterfall one at a time before gingerly walking back for the next.

From here the stream leveled out again, and soon we began to hear the sound of the real waterfall.

Coming around a bend we saw the canyon narrowed down to not much more than a slot canyon. A large boulder was pinched in the narrow spot, creating a free falling waterfall of about 20 feet in height. Impossible to travel further upstream without first going back downstream and finding a suitable place to climb higher on the cliff walls, this was the end of the line.

Beneath the waterfall was a pool that reached about 12 feet in depth. Behind the waterfall was a shelf where it was possible to sit with your feet in the water and be completely hidden by the waterfall. The pool was about 50 feet long, starting about three feet deep at the near end it sloped with a sandy bottom to the water fall. The perfect, idyllic desert swimming hole.

Off to one side was a sandy beach where we set out stuff down. I immediately took the sleeping bags and spread them on the boulders above us on the canyon walls that were in the sun already. In just minutes we'd all be in the sun, but for now that would have to do.

"Come on, let's go swimming and then get lunch," I said. I wandered into the pool until it got deep enough, then rolled over into a back stroke, looking back at my two naked friends. They were both standing talking, watching me in the pool. For the first time I was able to take an unabashed survey of my two nubile buddies.

Tracy was a natural blond. Her pubes were downy and thin, but all there. I'd say nice C rounded cup boobs, with larger light brown areola and so far, except when she'd been cold, nipples that were naturally flat. Linda on the other hand was brunette from top to bottom, her dark bush was much heavier than Tracy's, and I noticed pronounced labia. Her titties were probably a B cup, but more cone shaped with tiny pink areola and nipples. Unlike Tracy, her nipples were continually erect, and also continually catching my eye. She'd been holding something, when she turned around, I saw a slight red sc**** on her left buttock where she'd slipped on the sandstone.

When they both looked away, I turned and dove under water, swimming rapidly directly toward the waterfall. Not stopping until I felt the water pounding my head as I went under, I felt my way up the rock and surfaced behind it, turning and lifting myself up where I could sort of see through the water, and sort of hear over the roar of the waterfall pounding into the pool. By the time the girls turned around, I was nowhere to be seen. I could only hear bits and pieces, "JIM!"...... "..did he go?" ...."...don't know..." When I heard another loud "JIM!" with a touch of panic in it, I decided I'd pushed it too far and slipped back into the water, swam out toward the middle of the pool, suddenly popping to the surface just a few feet in front of them.

"WHERE THE HELL DID YOU GO?" They both demanded. I laughed, but they didn't find it funny. I apologized and told them about the small shelf behind the waterfall, then swam across the pool with them and showed them. The slope behind the waterfall was just enough that it was possible to stand in the water and lean forward with the full force of the water hitting you in the head. Both girls did this, sort of like taking a shower -- in a very forceful shower that is. I swam back over to the other end, observing them frolicking in the waterfall. Tracy was standing, her face peering out, her hands up pulling her hair back behind her head so her breasts were fully displayed toward me when Linda, who was apparently sitting on the shelf behind her reached around and cupped both breasts, lifting and then lowering each breast in rapid succession. Tracy, caught unaware, gasped and shrieked, then turned back to attack Linda. Both girls disappeared into the waterfall, then came swimming back toward me. I'd gotten into shallower water, only chest deep for me and was standing on the sand. My cock, which had ebbed a bit with a lack of attention, was once again at full staff.

Tracy swam up next to me on one side, Linda on the other, and I put my arms around each to hold them up as they couldn't quite reach. "That was a rotten trick," Linda said, her boobs spread, nestled into my side.

"I'm half tempted not to do anything for you," Tracy said, her hand gripping my cock, her boobs split just like Linda's, one nestled to my chest, the other to my back, "despite the fact that you've shown a much better time than we could have expected." She flipped my cock away, which in the water just wiggled. She reached back down, and met Linda's hand as it found me. I slipped my hands under their arms, fondling one of each of their titties. My thumb and forefinger found a hard nipple on one side, and a nipple that hardened on the other. Standing there in the water, we fondled each other for a few moments, then Tracy said "I'm hungry -- let's eat first. You can be dessert," and pushed off. She swam back toward the waterfall, but Linda continued to hang on my side.

"I don't know whether I'm hungrier or hornier," she said, her back hand sliding down to cup my ass, "but you've got a great ass." She pushed away and began walking out of the water. Any questions about whether we were going to have a sexual relationship were long gone.

We found a spot in the shade for the backpack now that the sun was reaching the bottom of the canyon. I checked the steaks, they were still frozen solid, I'd wrapped them in several layers of newspaper. As hot as it was -- I wouldn't need to get them out to thaw for several hours yet. I unloaded a small grill, and found the lunch: PB&J (peanut butter and jelly for those that don't speak American lingo) and beer. Ahh -- a gourmet lunch if there ever was one. Oh well, at least it was sustenance. The trouble is with the heat, you have to be very careful of food or it spoils before it's eaten.

As expected, the beer was the gourmet part of the meal. We only had the small cooler, which only gave us three beers apiece. We certainly weren't going to get much of a buzz, although I had made sure it was Arizona beer, not the Utah 3.2 crap. (Actually the Coors distributor clued me in on the reality there. Utah had a 3.2% "maximum", Arizona had a 5.4% "minimum" alcohol content. As he said -- "2.5 is less than 3.2, and so is 1.5. In actuality, the manufacturers only make two types of beer -- that which is less than 3.2 -- usually about 1.8 which goes everywhere and that which is greater than 5.4 which goes to Arizona." This explains for those that have ever noticed, Arizona beer would give a buzz with just one, Utah beer sometimes took all night -- and sometimes not even then.

We spread my foam pad to sit on, the only part of our sleeping arrangements besides my sheet that was not wet -- or dried after it did get wet. I checked the sleeping bags, they were still soaked and we only had about another hour of sunlight in the canyon bottom. I wondered whether they would be dry by nightfall. The girls also spread their clothes and towels out on a boulder, they wouldn't take long to dry at all. I sat on a rock, the girls sat on the pad, but we did our best to cram into the little bit of shade from the boulder we were setting up camp next to.

"It sure gets hot fast, doesn't it?" Tracy commented. I nodded in agreement and watched as she sat her beer down and walked over to the pool. She stepped in far enough to where she could squat and completely submerge, then walked back out without shaking any water off. As usual, the rapid evaporation brought goose bumps to her skin -- and her normally flat nipples extended slightly.

I watched her walk back over to where we were, and as she wiped her bottom off, I motioned to her breasts and said "Are those coming out for me to play with or are you just cold?"

She looked down at her breasts, then back at me and said "After what you did I don't think you should get to play at all!" and taking her boob in hand she raised it toward her mouth where she stuck out her tongue and began to lick her own nipple. With her left hand she raised her second boob and switched off, then said "See, just think, if you'd been good you could have been enjoying yourself too!"

Linda laughed and said "It's OK, Jim. Let her be a pill. I still need you, see?" and proceeded to demonstrate that she could not do what Tracy was. With her smaller boobs, there was no way she could do anything but just barely touch her tongue to her nipple, while Tracy could practically suck her own. I leaned forward from my rock, falling onto my knees and leaning forward to Linda. She didn't move, I leaned forward to suck her nipple. "Ummm. That feels good," she said, running her hand through my hair, holding my face to her breast. I leaned her back onto the mat, and almost simultaneously felt Tracy's hand on my back, slide across my ass, a finger trailing down my ass crack until her hand cupped my balls. Linda's hand had let go of her boob and slid down to grasp my cock. I'd been hard for literally hours, without so much as a touch from either girl besides whole body touches when they'd snuggled up to me in the water.

"I'm definitely ready for dessert," Linda said.

"Dessert?" I questioned, as I lowered my mouth to her titties again. I'd completely forgotten her statement earlier.

She giggled. "You, are dessert." She was pulling my cock toward her pussy, but I didn't anticipate that she'd be ready. Although I'd had a hard on for hours, we'd had no foreplay except for the visual. "And what I want now is a banana in my split." She laughed outright. "That's pretty funny."

Tracy was still behind me, playing with my balls and planting kisses on my back and shoulders while her boobs were barely touching my back. Linda's insistent hand pulled me right to her pussy, which I found to be totally drenched as I easily slid into her. No foreplay, apparently no need as she was as ready as I was. I tried all I could to hold off, but I knew I wasn't going to last long. I hadn't had sex in almost a month, and hiking and swimming naked with them all morning had done nothing to ease my arousal. It seemed, and probably was, just a few strokes and I erupted inside her. I'd lasted longer when I lost my virginity than I did that time with Linda. I groaned, and stopped involuntarily as I buried my dick as deep into her pussy as I could. She balled her hands into fists and hitting me in the side said "Don't you dare! You keep going!" I couldn't move at first, and her angry tone changed to a pleading. "Please, Please, Oh my God I need this." I recovered slightly from my uncontrolled paralysis and began to move in her again, still hard. I barely moved, slowly pulling out, then sliding back in, as the sensation on my cock was too much. But with every stroke, my highly sensitized cock head grew more and more numb despite the copious lubricant being produced by Linda's pussy. The more I lost sensation in my cock, the faster and harder I could pump; and the faster I did Linda, the more vocal she became.

"Oh my god. That's so good. Yes, Fuck me. Fuck me hard. Make me cum. That's it. Pound my pussy with that gorgeous cock." I'd never been with a woman that talked as much during sex as Linda. Until now, she'd really been the quieter of the two, but now she was everywhere. It was actually quite nice, instant feedback. "Raise my legs. Raise them over your shoulders." I complied, shifting first left, then right so I could bend her almost double, her legs d****d over my shoulder. "Oh yes, that's it. Now deep -- I want you deep! I can't get you deep enough. Oh God. I want you in me. Slow down, slow down, it's too fast." I slowed down. The whole time, Tracy was right behind me, rubbing my back and ass, her hand playing with my balls.

I did everything Linda asked. She wanted me to finger her clit, so I did, rocking slightly onto only one arm so I could free one to finger her clit. A stroke or two and suddenly "Let me" as her hand pushed mine out of the way and she fingered herself. She pushed my hand out of the way, so I moved it to her nipples, which apparently was a good thing. "OH yes, yes. That its, tweak them... tweak my nipples....Suck one... don't stop... suck one... that's it, Oh my god, I'm so close....so....close...and suddenly she was writhing, raising her hips to bang hard against my pubic bone with ease thrust. Her back arched, forcing her pussy upward against me. I didn't stop my movements, and soon she writhed once more in orgasm. A much quieter orgasm, versus the bawdy, high energy event of just moments before. Although I was hard as a rock, I knew I was going to have to rest a bit before I came again. I was numb and would have to quit getting so much stimulation before I could come again. I stopped my motion, buried to the hilt in Linda, her legs over my shoulders. She was idly stroking her pussy and clit, easing down from her orgasmic bliss.

When I stopped I again felt Tracy kissing my back and shoulders. She pushed Linda's first leg off my shoulder; Linda moved the other on her own. "I need some too," she said. Pulling me by my shoulders, I slid back out of Linda and Tracy spun me around and pushed me down on my back. She straddled me, leaned forward and began to suck my tongue from my mouth. She sat right down on me, my cum and pussy juice covered cock resting against her pussy. Our tongues dueled, my hands found her boobs. She began sliding up and down on my cock, the shaft of my cock between her pussy lips but not in her. I felt her nipples harden to my touch; I began to roll each between a thumb and forefinger. When she pulled up, arching her back for more pleasure, I began to suckle on the two pale boobs hanging in front of me. I pulled them together, licking back and forth between them and even pulling them close enough so I could put both nipples in my mouth at the same time. Although her nipples had been flat, they were now long and swollen. Her areola swelled as well, puffing out along with her nipples although at first I didn't particularly notice. Linda's nipples had already been hard when we started playing and stayed that way; Tracy's didn't get hard until we started playing. I wasn't sure whether it was my sucking her nipples or her masturbating against my cock that had aroused her the most.

Unlike Linda, Tracy was a quiet lover. Her juices were mixing with Linda's and mine; together we were quite slippery down there. I had just let go of one nipple I was sucking the other with my eyes closed when I felt wet hair on my chest. Opening my eyes, Linda slid her head in and began sucking Tracy's other nipple, As soon as she did, Tracy gasped, then I felt her arch her back and lean forward, forcing her clit against my cock harder, stopping her up and down motions to rock her clit back and forth across my cock, almost in a circular motion. She sighed, took a deep breath and paused her motions momentarily, then slowly began sliding her pussy up and down the shaft of my cock again. The first time, I figured it had just felt good and she'd just paused the action, however the second time I realized she was having an orgasm. Unlike Linda, Tracy's orgasm were quiet, seemingly subdued happenings, however her chest and tops of her breasts blushed pink and turned darker red with each orgasm. My cock felt like it was in a pool of liquid, Tracy's pussy was putting out so much juice.

With Tracy rubbing herself against my shaft, not the head, I could tell I was getting sensitive again. After what I figured was her third or fourth orgasm, I pulled her up a bit, then had her slide onto my cock. She sighed, orgasming again just from my penetration of her pussy.

We coupled like this for several minutes, me lying on my back, Tracy riding my cock and Linda leaning in to occasionally suck her nipples. Each time we sucked them together, Tracy sighed with another mini orgasm. I took control, taking Tracy's hips and controlling her up and down movements, forcing my cock deeper into her. Tracy sighed again, and this time she stopped her motions and said "Do me doggie -- I love doggie." I was happy to oblige.

Sliding in behind her I repositioned us on the mat, now that the sun was totally on the canyon bottom the ground temperature was rapidly getting too much to handle. Tracy dropped to her elbows, resting her elbows and forearms and forehead on the mat. I knelt behind her, grabbing her hips for leverage, her gorgeous ass bouncing each time I slammed home. I was hearing a sigh with each pump now, Tracy was practically having one long continuous orgasm. I could feel myself getting close again, the new position was better for giving me control over my own impending cum. Tracy's back and ass were glistening with sweat, as was I. Sweat was dripping down my forehead, occasionally I had to wipe my brow to keep it from running into my eyes. "Are...Are... you....almost... there?" Tracy asked only semi coherently.

"Almost." I grunted. "Just...a...little....."

"I.....need...to rest..."

"Almost there." I answered, leaning back to increase the pressure, which is all it took. I exploded inside Tracy's pussy, grunting and trying to force my cock deeper into her slick lovehole. I spurted just as I bottomed out and as I began to pull out felt another blast cumming and buried myself a second time, then a third, involuntarily trying to force my cock deeper into her heavenly tunnel. At last I could remain still, holding myself deep inside her, but Tracy wanted to collapse. I pulled out, and she just leaned further forward, lying face down on the mat. Suddenly I realized how hot I was, my heart pounding, sweat pouring from my forehead. I looked up and saw Linda once again in the pool. "You need to come in, you'll feel so much better."

I just nodded, catching my breath for a few moments, still kneeling behind Tracy. "Come on," I said, sliding to one side so she could roll over if she wanted, then took her arm and hand to get her to come with me. She didn't want to roll over or do anything except rest. I finally persuaded her we needed to cool down, and she came with me, although her legs were wobbly at first. Once we got into the pool she immediately sat down, neck deep and soon revived.

"That was fantastic," Tracy said. "I don't think I've ever had so many orgasms."

"I wasn't sure at first, you were so quiet. Unlike miss potty mouth over there."

"Hey, don't be saying bad things about me," Linda chimed in. She was six or eight feet away, floating neck deep in the cool water. "You liked it didn't you?"

"Hell yeah -- you were both great." Turning back to Tracy I asked, "Just how many orgasms do you think you had? You were so quiet I couldn't tell. Five or six maybe?"

"Oh you've got to be k**ding." She paused, looking at me. "There at the end it seemed like it was just one long orgasm. Thirty or more, I'd guess." She looked over at Linda. "Hers are different, she has a few really big ones, but not me. I take a long time to get there, but once I do I take a long time to come down, too. You were perfect, I got myself there and then you took over and kept me there." I slid down into the water again, then kicked off and swam across the pool to the waterfall, then came back.

The three of us ended up sitting on the sandy bottom, neck deep, talking. With the noise of the waterfall, we heard nothing until suddenly a male voice said "How's the water?" Looking up, I saw several people approaching the pool, just behind the one fellow that was the first to arrive. He was followed closely by a couple of young ladies, then three or four more people behind. I realized that a rafting trip must have pulled into the canyon. Sitting as we were, I was pretty sure they were unaware of our nudity.

"Outstanding. It's the only way to keep cool," I said. He nodded, slipped his shoes off and waded in to where the water was deeper then dove in, swimming to the far end by the waterfall.

The two girls stepped to the edge, taking their shoes off and began to wade in. Finding the sandy bottom one of them asked "Is the bottom all sandy?"

"Pretty much," I answered. "From the middle to the far end it's about 8 to 10 feet deep so you'll never know. There are a few big boulders over to that one side" I added, motioning to where they were.

"Cool" she answered, wading deeper, right toward where we were sitting. "We're on a 3 day river trip," she offered. "We put in at Moab day before yesterday and we're supposed to be done.... Are you naked?" she interrupted herself. She'd gotten close enough that she could see us through the water.

"I hope you don't mind. We didn't intend to embarrass anyone." Linda said.

"Oh it's ok. I wasn't embarrassed, I just had no clue until I got a little closer." She looked around at the rest of the rafters, "This is my second trip. Last year, we had a bunch of younger folk and we were skinny dipping almost the whole time. This year, nobody's gotten naked at all." She looked around to see if anyone was within earshot. "But I tell you, we only have two hours before we're supposed to be back to the boat. That's my boyfriend and sister," she continued, pointing at the other girl who had swum on by us to join the male by the waterfall, "and if these other prudes go on back to the boat soon enough we'll join you." She giggled, "We'd talked about going skinny dipping on the trip before we left and the opportunity just hasn't happened. I'll see you," she said, and leaned forward and began to swim towards the waterfall.

I looked at Tracy and Linda. "Probably a good thing they weren't here half an hour ago?" Tracy said.

I laughed. "They'd certainly have seen more than just us skinny dipping." The other new arrivals were coming into the water now, swimming on by with nothing more than an occasional "Hi". I don't know whether they realized we were naked or not, but when I glanced at the first three they were talking together and glancing our way. Soon there were eight people in "our" pool with clothes on, and the three of us just sitting there naked.

"I hope they move on soon, I'm beginning to get chilled." Linda said.

"5 minutes in the sun and you'll be ready to come back in."

"I know. I'm not embarrassed, it's just that after what she told us, I wouldn't want to embarrass anyone." Gradually over the next few minutes the eight strangers began to disappear back down the canyon. One couple no more than got there and looked at the waterfall and turned around to start back. The other six all went swimming, and after about ten minutes more the last three to arrive waded out past us, putting on their shoes and heading down canyon leaving our three potential skinny dippers -- and us. They had stayed over near the waterfall, I really hadn't been even paying attention to them until I realized the sister was heading our way.

She swam towards us somewhat laboriously until she reached the shallower water when she started wading. As she rose up out of the water we could see that she was already naked and carrying three swimsuits. "Now that they're gone, we can join you, although we've only got a few minutes - we're supposed to be back in two hours." She proceeded to wade out of the water, put their clothes on the beach and walked back in, pausing to talk. "Did you guys spend the night? I see you've got sleeping bags up on the rocks." She was standing upright, only waist deep but she was obviously unashamed of her pert A cup breasts. She was moderately tanned, apparently all over as she had very little swimsuit lines. What lines she did have was because most of her body was slightly red, normal for a river trip, but what was normally underneath was tan, not white.

"How's it been on the river trip? It doesn't look like you have't gotten sunburned too badly." Tracy asked.

Linda stood up and began wading out past our new acquaintance. "I'm getting cold -- I'm getting into the sun for a bit."

"Yeah, we've done real good. s*s and I have a pool at home and spend a lot of time outdoors, but still -- if we hadn't had sunscreen we'd have been fried."

"I guess that explains the tan lines, or should I say 'lack of" tan lines?" I laughed.

"Yeah, pretty obvious huh?" She raised up on one leg, shifting her hip out of the water just enough to show her bottom did have a tan line, at least more than up above. "See, actually I do have a tan line, just not up top. s*s and I seldom wear tops at home unless company is over, but mom always frowned on us going naked. At least since we were k**s. That never kept us from skinny dipping whenever they weren't around though." I saw her glance over my shoulder and her sister and boyfriend on the far side of the pool. "I don't know, it's just so, so, ..."free" being naked. At least to me, it seems kind of silly to wear clothes into a pool."

We continued our conversation for a few more minutes, Tracy telling how I'd volunteered to take them out away from the marina and it's terrible campground; how we'd come up early that morning and were going to spend the night, how we'd inadvertently dumped everything in the water and it was now drying out. "Well, it's been nice talking to you," she said, glancing again over my shoulder, "I guess it's safe for me to go back across now. We need to get going anyway."

I turned and looked, not understanding. "Huh? Why wasn't it safe to go across?"

She giggled, "Oh, they haven't been alone for about three days and basically told me to bring the clothes over and leave them alone for a few minutes." Looking back at the couple across the pond I realized the girl must have had her legs wrapped around the guys waist, she appeared to be almost sitting on him, her arms wrapped around his neck.

"You should have seen them a couple of minutes ago," Tracy chimed in, "if it hadn't been for the waterfall, you would have heard them. They were stirring up the water pretty good. "

I moved just a bit to turn around and found myself in shadow. Looking up, I realized our two hours of mid day sun was already turning into shadow. Our new friend swam away from us, back across the water to her sister and boyfriend. Tracy had slipped over a little closer, and reached out and grabbed my only semi hard cock. "Oh that's too bad," she said squeezing. "You ever done it in the water?"

"Hell no. I've done it in the back of a car. I've done it on the living room floor. I've done it in the garage and in the basement and in the shower. But until today, I've never done it even outside, let alone in a pool or pond or anything."

"Me either. Maybe we'll have to try it later." She let go of my cock, and started wading out of the pond. I followed, figuring it was time to see how the sleeping bags were doing. The surface was dry, although I could tell from their weight that inside they were still at least damp if not soaked like they had been. I flipped them over to catch the last of the sun, and when I turned around, our three new friends were emerging from the water.

Both girls had similar builds, natural strawberry blonde hair, and small to medium boobs. Tracy's had real melons in comparison to the other three. Just like her sister, the one with the boyfriend was virtually mark free above the waist, although her boobs were slightly larger. The boyfriends cock was hanging pretty good, like mine, although not hard by any means. "You guys have fun?" I asked, just trying to be friendly, but as soon as I said it, the blush from the sister said she'd taken it a different way. I laughed, "I didn't mean it that way, we ALL know that's fun. Hell, you just missed catching us having fun by about ten minutes." All six of us stood and talked for a couple of minutes, then they bid us goodbye, finished putting on their clothes (what little they had, the shoes were obviously more important) and started back down the canyon. They'd decided they'd really stayed too long and moved out at a pretty good clip.

Just like that the sun was gone from the canyon floor, although it didn't begin to cool down at all. The sandstone walls radiated heat, and would for several more hours before it would begin to cool down. It wasn't really until nightfall when a down slope wind would begin to move through the canyon that it would really cool off. I pulled the steaks, still rock hard, from their shadowy hiding place and removed the insulating paper. By the time they thawed, it would be time for dinner. Putting my shoes on, I began to scour the canyon for firewood. Linda and Tracy offered to help, I told them there was no need.

"Where's the firewood come from? Linda asked when I returned with an arm load of different sized pieces collected from all over. "I don't see any trees or anything..."

I stopped and looked around on the upper slopes, finally seeing what I was looking for. Pointing at the slope above the waterfall, where it wasn't easy for us to get to, I said "Look right up there. See that tree trunk? That's high watermark. That tree was washed down canyon during a flash flood, it got lodged up there and left behind. This canyon was literally wall to wall water, maybe as much as 50 feet or more deep. If we'd been here when that happened, we wouldn't have been able to get out."

"Wow. How much rain does it take for a flashflood like that?" Tracy asked.

"Not a whole lot. Generally when it comes it comes hard, but doesn't last long. 15, maybe 20 minutes, sometimes longer. But a quarter of an inch of rain, collected across hundreds of miles of slickrock will put torrents through here. But the really big ones, it's unbelievable. Not very often, but when the real gully washers happen we may get two or three inches of rain in twenty minutes or less." I dropped the wood into a pile. "I've gotta cool down," I said, and headed for the water.

"Me too," both girls echoed. The water seemed colder now, without the mid-day sun on us. I swam to the waterfall, stopping underneath, letting it pound on my head, then slid back behind turning to face out. I could see the girls just a few feet from me through the water. "You totally disappear back there," Tracy said, before following me behind the falls. There wasn't quite enough room for her to get in without the water still beating on her, so I climbed slightly higher, standing with my butt leaning against the wall just out of the water. I had to half support myself on my hands to keep from slipping off the rocks. Tracy slid right up in front of me, and without saying anything leaned forward and sucked my cock, which was right at face level, into her mouth. I'd easily recovered from our earlier sessions, and growing rapidly hard from her mouth music. Her hands slid behind me, cupping, squeezing and fondling my ass (where it wasn't pressed against the rock). Her mouth and tongue worked my cock, exquisitely teasing me, pleasuring me, building me towards ecstasy once again. Her left hand came around and began fondling my balls, and when her right hand disappeared, I opened my eyes and saw her slipping it between her legs.

"Hey you two! What are you...Oh." Linda had poked her head through the waterfall, then followed with her body, turning sideways to sidle in beside us. "You two having fun without me?" She reached between us with her left hand, fondling my balls along with Tracy, then rising a bit higher, wrapped her hand around my cock. She began sliding her hand up and down my cock, whether following Tracy's motions or whether Tracy's motions were following her hand, they were soon jacking and blowing me in synchronism. I desperately wanted to reach out and touch them both, but any attempt to shift weight to free a hand I could tell would bring me down from my perch. I groaned from Tracy's tongue caressing my cock head. Linda's hand stopped its motion on my cock, I looked down and saw her hand move to Tracy's nipple.


Linda twirled a finger around first one, and then the other of Tracy's nipples, drawing them out, until she could effortlessly pinch them between a thumb and forefinger. She rolled first her furthest nipple, then when she moved to the nearer nipple Tracy suddenly stopped moving her mouth on my cock. Her sudden sigh was the first that I realized she was nearing orgasm. She soon recovered, but by this time I was having a hard time holding myself up against the rock and I suggested that we retreat to the beach.

I took charge, moving Tracy onto her back on the mat. I straddled her, kissing her neck and shoulders and breasts, moving continually downward. She'd spread her legs for me, but I made no attempt to enter her, I wanted to return the mouth music she'd just played on me. My tongue teased her nipples, first one then the other. As I licked around and around, Linda sitting sideways next to us, rubbed my shoulder and arm as I ministered to Tracy's body. I slid my hand down her belly, still slightly wet and cool from the evaporation to her mound. I played with her hair with my hand while I suckled her nipple above. I moved to one side, giving room for Linda to help out. When I looked over at her, she had her hand between her legs diddling her own clit. I stuck out my tongue, flicking her now erect nipple and said "I need some help here." Her eyes twinkled with mischief as she leaned forward and began flicking Tracy's other nipple with her tongue. Tracy twitched slightly, raising up as if to position her nipples for us to suck but we each continued to just flick them with our tongues. She moaned slightly in protest, but as I slid my hand further down, sliding my finger between her pussy lips and against her clit the moan changed from being a protest to one of pleasure. I cupped her mound, slipping a finger into her, slathering her luscious lips with her juices. I didn't remember her pussy lips being as full as they were, but she loved the play.

I'd closed my eyes, but opened them suddenly when I felt Linda's mouth on my cock. I hadn't noticed her forgoing the attack on Tracy's nipple, but unheard by me she'd slid down and moved her mouth to the head of my cock. Taking my balls in hand, she fondled them while sucking me, at the same time I was fondling Tracy and sucking her nipples. I heard Tracy sigh, which by now I recognized as an orgasm. My fingers were suddenly wetter, and spreading her moisture around her pubic area with my hand, I felt Tracy twitch slightly, another orgasm. I found myself fascinated by her quiet orgasms, wondering if it was possible for her to have a loud, noisy, soul shattering cum.

Linda's mouth was having its effect on me, I was rising once again although I knew it would be a long time before I could cum. I twisted slightly at Linda's beckon, opening myself up for her attention better. At the same time, I noticed Tracy's other breast. Whereas, her areola and nipple had started flat, then her nipple had gotten larger, now her nipple was erect and the areola was swollen and a pink flush had swelled across her chest. I began to move my way down her belly with my tongue, swirling it around her belly button but inexorably moving my tongue closer and closer to her cum button. As I moved, Linda moved with me, administering to my cock as I administered to Tracy.

When I finally got in range of Tracy's nether regions I found that not had her nipples and areola swollen but her pussy lips had also swollen. I kissed her lips, nibbling and sucking on them, marveling on their fullness. Her juices were pleasantly sexy, intoxicating in their smell of arousal. Not strongly smelling, but