Cathy remembers: Holly 2

by catlik

"OK you're right," she admitted. Silence reigned for a few moments then she said. "Cath, can I tell you a secret?"

"Of course Holly. We are going to be best of friends I know. Anything we say, or do (I added deliberately) stays between us. OK?"

Holly nodded slowly "promise?"

"I promise." Then she continued "When I play.. um.. Masturbate,(Omg she even makes 'masturbate' sound posh! ) I think of doing stuff with another girls." She looked close to tears. Biting her lip, looking at me as if I was to pass judgment.

"Anyone in particular?" I asked nonchalantly.

"No just girls I've seen," she said softly. Obviously taken a back by my casual attitude.

"You don't seemed shocked," she continued "Why should I? We all use something to get off. Thinking of boys, men, girls, women. No. Big deal."

"So you don't mind I might be lesbian?"

"It's just growing up Holly. It doesn't mean your lesbian, just sex mad like me."

We both laughed out loud.

"Then you do too?"

"Of course," I confessed. Another silence. I could feel another question coming.

"What do you think about Cath?" Holly asked eventually.

Here goes I thought. "Past experiences. With girls," I said and waited for her reaction.

"WHAT! You've done it with another girl?" Holly almost screamed.

"Shhh. Don't tell the whole school!"

"But. WOW! Cath. That is like, I can't believe it! Its so....WOW!" Holly's mouth was wide open in disbelief. It was, of course, all bravado. Whilst I had lay in bed or bath or sat on the loo with my legs wide open stroking my slit dreaming of such things, I had never touched another girl, but I knew what I would do, and I knew I wanted to do it with Holly. I started to get changed and Holly followed suit." What's it like. What did you do?" She asked quietly.

"Kissed and touched each other," I lied.

"Touched where?"

"We rubbed and touched each others pussies, got each other wet there."

A gasp from Holly. "Oh my lord Cath you are so, well, bold. What was it like?"

I didn't answer, my heart was pounding. Now was the time. I walked over to her and ran my hand through her hair then pulled her head towards me so our lips met in a kiss. Holly's lips were hard at first, shocked by my advances, she struggled and tried to back away but only backed into her wardrobe. Then as I broke away sure that I was in trouble I felt them soften. I looked at her, then to my surprise Holly closed her eyes and parted her lips. I took her face in my hands and kissed her again, this time she responded pulling me to her. My head was spinning, I couldn't believe it this beautiful girl was eager for me. I dropped my hand and gently cupped the small tennis ball that was her tit, squeezing it feeling the nipple stiffen through her thin bra.

"Ohh Cath," she mouthed as we continued to kiss, then she pushed back looking down at my hand "more.." she gasped "Cath, can you show me more.."

"You sure?" I said pecking at her lips playing for time to think, not really knowing what to do, but knowing what I would like done to me.

"Yes Cath," she breathed. We kissed again and I pushed my tongue into her open mouth. Holly was no slouch in the kissing department and sucked my tongue in then she opened her mouth wide so I could explore it. I licked and tasted her as I squeezed her tits, then her tongue was in my mouth, doing as I had done to her, then suddenly she was undoing MY shirt to run her hands over MY tit buds, which though smaller than hers were very sensitive. We tore off our shirts as quickly as we could, Holly's. Bra followed and we rubbed against each other, feeling each others rock hard nipples on our bodies which made us both gasp as we squeezed together in a frenzy. I felt Holly's hand on my thigh, stroking through my skirt, my she was getting into this. I reached for the zipper on her skirt but Holly pushed my hand away "No."She murmured through our kisses as her hand went. Back on my thigh.

"How long before the other girls arrive?" She murmured still kissing.

I struggled to see the clock over the door. "About an hour," I managed to reply.

"Plenty of time," she giggled and turned us around so that it was me up against the wardrobe. Then I felt Holly's hand start to move, still stroking it moved across the front of my skirt, then down to the hem and before I really knew what was happening it was underneath, her hand on my inner thigh, I tried to speak but Holly's mouth was clamped hard to mine, her tongue darted around my mouth. "Whumgh yugh" was all I could manage then a muffled gasp as Holly's hand cupped my crotch, pushing between my legs which seemed to open of their own accord an her hand gently rubbed my panties against my pussy. Our kisses became less intense as Holly concentrated on what she was doing. She bent her middle finger up to trace my slit, pressing firmly against the damp white cotton. I opened my eyes, Holly was staring at me, her mouth open in one. Long smiling gasp as she pushed her finger back and forth from the top of my slit to my bum hole.

"Undo your skirt," she commanded. I did as she asked. Holly reached behind me and pulled the curtain between us and the view from the door "just in case" she smiled before returning to stroking me moving only to let my skirt fall past her arm. I was naked now apart from my Black shoes, white knee socks and very wet white cotton panties. Holly was kissing me softly her. Beautiful blond hair framed my face her free hand now went to my hard nipple and tweaked it, I gasped, she giggled and lowered her head to lick the same nipple.

"Holly," I whispered.

Her finger came to my lips followed by a kiss then my neck, then both nipples then down, little pecks over my stomach as she crouched then knelt, her face level with my soaking panties. I looked down at the top of her head as she planted kisses all over my pubic mound, her hands on my bum cheeks kneeding them as she pulled me to her mouth. Her tongue licked at the fabric, then she was sniffing me like a dog, then kissing my mound again. I was in ecstasy, I gasped at each new sensation, I could feel my juices dripping into my panties. I held her head and pushed my hips forward.

Holly groaned, "oo you like that don't you?" and licked at my pantie crotch as I grunted my approval.

Holly's hands moved from my bum cheeks to the waistband of my panties and slowly started to tug them down 'Oh Holly! Oh my oh! I thought. And started to panic a little. I was shaking now, this girl had turned the tables and I wasn't in control. There was nothing I could do, even if wanted to, Holly pulled the back down first over my bum and I felt the cool air on my cheeks oh my God she was stripping me! Deliberately exposing my private parts so that she could see my pussy. Her hands came to the front. This was it! I watched shaking with excitement as she slowly pulled down my panties and exposed my soaking girly slit to her gaze. Holly left my panties at my knees.

"Oh yes!" She whispered to herself as I continued to shake "what a lovely little hole you have don't you?" She giggled. I gulped, unable to reply. "Open your legs a little more for me please Cath."

I did as she asked, stretching my panties between them and pushing my hips forward. Holly was now stroking my mound gently with the back of her fingers, her words and gentle touch were driving me crazy with lust. I slowly looked down. The top of her blonde head & her ponytail were all I could see, then she slowly looked up to meet my eyes, smiling she poked out her tongue then turned her face back to my crotch, Surely she wasn't going to.".. Yes she was! I let out a sharp 'oh!' My head snapped back and I groaned out load as Holly's tongue ran up, then slowly down, my slit. Oh my God! I had never felt anything like it I grabbed her head but she shook me off and continued to lick and suck on my crotch as I pushed into her face.

"You taste so very good Cathy," she said.

I blushed, she was tasting me! Suddenly a new sensation; her finger, pushing up into my hole, "Holly! oh Holly," I gasped but very soon she was up me and gently but firmly working a finger in and out of my fuck tube. "Holly-Holly-Holly," I gasped again in time with her thrusts she looked up and smiled, her rhythm never broke time as she finger-fucked me. I threw back my head, lost in the sensations slowly growing deep in my pussy as Holly continued to finger, lick and suck.

Still fingering me and pecking at my dripping pussy she said in a perfect English matter-of-fact voice "Cathy sweetie, when you cum, and you ARE going to cum soon. I am not going to stop pounding your pussy." I whimpered, Holly continued "Because I like pounding your pussy and because I want you to cum again."

If she had said 'I'm going to set fire to you,' I would have said OK. As it was I started shaking again and said "Arrghh" because Holly had forced another finger into me and was really working them. I grunted and groaned as I worked my pussy onto her fingers.

Holly was pleased "Oh yes!" She giggled. "Oh yes!"

When I did myself I always struggled to find that little perfect spot at the top of my slit that gave me the most pleasure, Holly had no trouble at all, she clamped her mouth over it and sucked hard whist her fingers pushed and pulled up my hole making the most vulgar slurping noises.

"OH! HOLLY - HOLLY! I'm GOING TO P-PEE MYSELF!" I yelled not caring if anyone heard.

"Possibly," she said "But It's more likely you are going to have your girly cum-juice running down your legs. " Oh my God! I had never heard such sex-riddled sentences. What did it all mean? I soon found out as Holly's fingers and mouth achieved their objective. The feeling of wanting to pee grew and grew until I was sure I couldn't hold it, then a feeling of relief shot through my body my pussy exploded, I shrieked as the orgasm, my first REAL orgasm, shot through me. My head span coloured stars were in my eyes. I could hardly get my breath, I was panting so hard. Holly was in my pussy, still pumping and I felt the juice she had predicted leak out to run down my thigh but only as far as her waiting tongue.

"You taste lovely Cath," she said but all I could do was moan as I leant back against the wardrobe. I Felt Holly's fingers leave my fuck tube, she sucked them. Then her mouth was at my slit sucking as I squirmed around trying to close my legs to no avail. Holly sucked and licked my pussy and all I could do was groan, whimper her name and hump her mouth until she got her wish and I washed it out with more girl cream than I ever remembered producing before. My head was back, my arms limp at my sides. my mouth hung open and my legs shook as she finally licked the last drips off my pussy slit and thighs. "Open your legs again Cath, let's see those panties stretched and I'll get your pussy too" Holly whispered seductively.

"Ohh! Yes, Yes OK," I managed to say between breaths. "But what about you?"

Holly's reply was cut of by th ringing of the end-of-day Bell, the other girls would Be here soon. "Quick get dressed" I said moving as quick as I could. Holly tugged at my panties as I tried to pull them up. "Give me those" she said. "Give me your panties."

With no time to argue I slipped them off and handed them to her. "Why?" I asked.

"I'll explain later, here put mine on," and she handed me her panties which I stepped into and pulled up tight. They were identical to mine but they felt different, so... Sexual and when I thought about them being on Holly's pussy felt myself leak into the gusset, which made me leak again. My God her panties were going to be ruined! I looked at Holly as she got my panties up her legs and rubbed them on her crotch smiling.

We finished dressing and were all 'prim and proper' when the others arrived. Although there was a distinct smell of pussy in the air no one made comment.

I took Holly around the dorm as the girls stripped off their uniforms to change into more casual stuff, I could see she was interested in the sights of tiny tits, bums & pussies that were on display as we introduced her and chatted to everyone. That done we headed for the food hall.

The food at school was good, if predictable. Today, being Wednesday, was curry or steak pie with all the veg and rice or other stuff you'd expect. We played safe and had the pie.

"OK. What's with the swapping panties?" I asked as we sat at a table out of ear shot.

"Jut a dirty little game I enjoy," Holly confided. "We will swap back at bed time."

I was confused. "And?"

"And your lovely pussy scent will be in them and my girl smell will be in these of yours." I must have looked blank "I'll show you later. OK?"

"Jeez Holly," I gasped amazed "You look gorgeous as if butter wouldn't melt up your bum, and you're a sex Mad pervert! Who taught you this stuff?"

Holly looked around, then said, "Well actually it was a friend of Mummy's called Lindsay."

I was aghast. "Your mum's friend taught you? Why? How?"

"Well I was at normal school until recently and I normally got the bus home but this one day I got a lift and was early. I guess they didn't hear me because when I went upstairs Mummy's bedroom door was open, she was naked on the bed. Lindsay was on top of her with this harness thing strapped to her waist like a man's dick and she was doing Mummy with it."

"Wow Holly," I said, eager to hear more. "What did you do?"

"Well Mummy saw me and started shouting, she wasn't very happy. I went back downstairs and sat in the lounge. "

"Then what?"

"They both came down and sat with me, explaining it was just a bit of fun. So I said if its fun can I try it."

I just nodded with my mouth open. Holly continued.

"Well Mummy sort of splutted and mumbled some sort of reason why not but Lindsay seemed to like with the idea."

"So then what?"

"They talked quietly for ages, obviously about me, then Mummy asked if I was OK, I said that I was fine. Then said she had stuff to do and left. Then Lindsay said if you are sure you want to play come on then and led me up to the bedroom."

"Oh hell, weren't you scared" I asked, more than shocked.

"Well yes I was but really SO excited."

"Then what?"

"Lindsay. Stood me in the room by the bed and told me to take off my uniform but leave my panties on, which I did. Then she lay me on the bed, pulled my panties up really tight, opened my legs really wide and felt me all over, licked my nipples and put her hand between my legs. Like I did to you. And rubbed me until I had that lovely feeling Now every time Linsday and I are home alone we do that and sometimes other things too."

I couldn't believe what I heard and 'her' panties were wet again if I had known what a nympho was I'd have described Holly as one. I tried to sound nonchalant.

"So who is this Lindsay?"

"She used to babysit me then she and Mummy became friends, she's only about eighteen. You may have seen her here. Her full name is Lindsay Crosse, with an 'E'. Daddy is a trustee of this school and he got her in as a student teacher. She only left recently, she'll be back next year I expect."

"Well you're a dark horse, keeping all that a secret," I said "And listening to you has made me excited again."

"Good!" Holly giggled "Your girly juice will be all over my panties you're wearing. Oh and one other thing Cath."

"What?"

"When you pee, don't wipe, just pull them up tight."

"Why?"

"It makes it more exciting," Holly explained.

"Makes WHAT more exciting?" I asked confused. Holly taped her nose.

"You'll see..."

------ To be Continued-------

If you would like to read Holly's full account of her and Lindsay; look out for 'Holly's story' coming soon.