"Permission to come aboard?"

"You're already aboard, Lindley."

She smiled and took a step down, revealing the blond standing behind her. Audrey grinned and followed Jen into the cabin. "We aren't talking about the boat."

The corner of Pacey's mouth crooked up in a wicked grin. "Audrey."

Audrey reached out and tugged Jen's shirt from her waistband, lifting it over her head and tossing it aside. "Too much talking, sailor." Biting her lower lip, she grinned and removed her own shirt. "And you know what I say about too much talking?"

Pacey tugged off his red sweater and dropped it to the floor. "What's that?"

"You need to learn to do something much, much better with your mouth."

Jen slipped her skirt down over her hips and stepped over the pooled material, walking up to Pacey in nothing more than a pair of sheer panties. "Don't I have the bestest friends?"

Hooking his finger under the fabric, Pacey pulled her closer. He brushed her lips lightly, his eyes focused on Audrey as she tugged off the rest of her clothes, moving closer as well. "You do," he breathed.

Audrey walked around them and headed through the door to the cabins. "Again with the talking. Is everyone from Capeside like this?"

Jen laughed softly and pulled away from Pacey, following Audrey. Pacey joined them in the master cabin, kneeling on the edge of the bed where Audrey had settled. He slid his hands up her legs, parting them easily. "Yes," Jen answered as she watched Pacey lie down, bending his head to run his tongue along the warm folds of Audrey's flesh, using his fingers to part them and allow him access to the hard nub of her clit. "But it's not the only good thing that Pacey does with his mouth."

Audrey let out a little moan of pleasure as Pacey's tongue flicked languorously across her clit. She held out her hand to Jen, lifting her head to look at her as she arched her hips, allowing Pacey better access. "It's not the only good thing I do either."

Jen shed her panties and moved over to Audrey, holding onto the porthole to steady herself as she straddled the other girl. "Yeah?"

Audrey raised her head and nibbled on the inside of Jen's thigh, kissing her way up the smooth flesh then tangling her tongue in the dark blonde hair. Jen rolled her hips in invitation as Audrey smiled, intent on teasing until Pacey's soft growl shivered across her flesh as his tongue slipped down past her clit, moving inside her.

"Ooh!" Audrey gasped, raising her hands to Jen's hips, letting her fingernails mark trails of desire in the pale skin. Jen whimpered, reaching down and sliding her fingers between her thighs. Audrey shook her head jerkily and brought her hands around to capture Jen's, pulling them away and replacing Jen's fingers with the soft touch of her pink tongue.

Pacey heard Jen's breath hitch as he licked his way back to Audrey's clit, capturing it between his lips as he slipped two fingers inside her, thrusting slowly and deeply.

"Oh fuck," Audrey breathed against Jen's clit, sucking at the tender flesh as she imitated Pacey's actions, causing Jen to echo her low, deep moan.

Jen reached back with her free hand, burying her fingers in Pacey's dark hair. His groan rumbled in his chest as Audrey arched her hips, her thighs tight against him, her soft whimpers wreaking havoc along Jen's nervous system as she trembled above Audrey's mouth, pushing down against her frustratingly slow moving fingers. "Jesus," Jen breathed, "would you please just fuck me?"

"Fuck..." Audrey gasped as Pacey replied to Jen's demand as if it had been her own, his fingers pushing harder and faster inside her, his mouth fixed on her clit. "you...?" She gasped and shuddered, rising off the bed as she came, the hot rush bathing Pacey's fingers until he slid down and replaced them with his tongue, tasting her.

Jen felt the harsh groan and tightened her grip in Pacey's hair. "Audrey," she moaned, grinding down, pleading. Audrey gasped as Pacey's tongue kept moving over her, inside her. She moved her hands back to Jen's hips and pulled her down, closer, letting her tongue move over the hot skin. Her wet fingers dug into Jen's flesh, kneading it. Jen moaned and writhed above her, begging softly.

Audrey let out a soft whimper, causing Jen to shiver, her hands releasing Pacey and reaching out to wrap around Audrey's wrists. She pushed down against the exploring tongue, wanting more, needing more. Her plea died on her lips as Pacey moved up behind her, straddling Audrey as well, his jeans rough against the warm skin of Jen's ass, his denim covered cock pressed hard to her flesh.

"You want me inside you, Jen?" He whispered loud enough for both girls to hear. "You want my cock inside you? You want to dig your knees into my thighs as you slide down onto me?"

"Oh. Yes."

"Or do you want to watch me fuck Audrey? Watch her lock her legs behind my back and arch off the bed as I come inside her? Maybe watch her suck my cock, Jen? Watch it disappear into her hot, pink mouth as her fingers dig into my ass? Watch her suck the tip until I'm ready to scream and then slide the entire length into her mouth?"

He slid his hand around her hip then let it thread down through the downy hair to her clit. He felt Audrey's tongue dance over his fingers, tasting herself mixed with Jen before she relinquished the hard nub to him, letting her tongue move and slip inside Jen's tight passage, freeing her hand from Jen's grip so that she could ease two fingers back inside her. Jen's breath caught as she leaned back against Pacey's bare chest, grinding her ass against his cock. "I want it all."

Pacey's voice was soft, deep and sexy, enveloping her like the warm steam from a bath. "You gotta come for me first, baby."

"Yeah?" She breathed, her legs trembling as their fingers continued assaulting her, tormenting her.

His free hand came up to cup her breast, teasing her nipple. He pulled on it lightly smiling into the crook of her neck as she groaned, pressing down toward Audrey as she came.

Pacey eased Jen onto the bed, grinning as she slumped against the wall. "You okay, Lindley?"

"Mmm. Bones are overrated." She spread her legs as Audrey sat up and moved between them, leaning back against Jen. Her arms wrapped around Audrey's waist, fingers playing idly with the slick blonde hairs. Jen kissed Audrey's shoulder, letting her tongue play over the silver butterfly that shimmered on her skin. "You, on the other hand," she kissed her way up Audrey's neck, watching her watch Pacey, "look like you could use a little relief."

"What I could use," Pacey stated softly, unbuttoning his jeans and sliding them to the floor. "Is a nice, warm, wet pussy." He kicked off his boxers and moved back toward the bed, nibbling on Audrey's toes then working his way up her leg. "You two have any idea where a guy can find that sort of thing around here?"

"Aww," Audrey gasped as he nibbled the sensitive skin near her knee. "New in town, sailor?"

"Mmm," he muttered against her inner thigh. "Somethin' like that." He kissed the flat expanse of her stomach, moving up to the curve of her breasts.

"I know where you might be able to get some." Jen spoke softly, her breath teasing Audrey's ear and sending shivers down her spine. Audrey whimpered between them as Pacey's mouth engulfed one breasts, while Jen's hand captured the other.

"Please," Audrey offered quietly, her hands moving over Pacey's back as he released her, finding his way to her neck. He sucked lightly at the warm skin before moving up to her ear.

"What about you, Audrey?" He gasped softly as her hand wrapped around his cock, stroking it lightly as he whispered in her ear. "You got any ideas?"

She turned her head and caught him in a kiss, her tongue pushing into his mouth. Pacey moaned and let her take the lead, her hand leaving his cock to push him down onto his back. She moved away from Jen and lay almost on top of him, his cock hard between them.

Pulling away slightly, she smiled. "Lots of 'em." She turned her head to look at Jen, her eyebrow raised. "All of which involve you."

Jen grinned as Audrey moved over Pacey, letting Jen slip into the space she'd just occupied. She scooted over, pressing against him. "I was wondering if I was going to be stuck over there watching."

Pacey turned his head and kissed the tip of her nose then moved down to her parted lips. "Only if you get off on watchin', Lindley."

"Oh, I do." She cupped Pacey's balls in her hand, rubbing the smooth flesh with her thumb. "But I like to play too."

"So," his breath caught as she tightened her grip slightly, just as Audrey moved her hand up to the tip of his cock and started stroking steadily. "...I see."

"Jesus." Audrey moved away from Pacey's side, her hand still moving as she lowered her mouth, poised just above his cock. "What is it with you guys and the talking?"

"I..." Pacey stopped as Audrey's mouth closed around him, bathing his cock in heat. "Oh, fuck."

Jen watched Audrey's head moving slowly, her blonde hair pooled over Pacey's stomach and thighs. "You were the one talking too much and she manages to shut herself up." She shook her head and moved away from him as well, smiling as he groaned when she released him. "Whereas I think I can find a way to shut you up."

"Oh yeah?" He mumbled the words as Audrey's hand replaced Jen's around his balls, arching up into her mouth. "Like what?"

Jen straddled Pacey's shoulders and smiled down at him. "You really have to ask?"

"I thought you wanted me to fuck you."

"You will." Jen closed her eyes as Pacey's hands ran up her thighs, his tongue finding already aching flesh.

"Mmmm," Audrey pulled away from Pacey, replacing her mouth with her hand, despite his low groan of protest. "Don't."

Jen looked back over her shoulder, her eyes half-lidded with desire. "Don't?"

Audrey grabbed a condom off the nightstand and tore it open, sliding it along Pacey's cock. "Turn around so I can feel you while I fuck him."

Jen smiled slow and sexy as she pulled away from Pacey. He groaned in protest until she turned and settled above him. He slid two fingers inside her, his mouth sucking lightly at the swollen flesh surrounding him as Audrey moved over him and sheathed his cock with her body.

Pacey's hips arched up to meet Audrey's body as she moved. He thrust upward, his fingers moving in time with his hips as Jen reached out to Audrey, her hand resting on her shoulder and pulling her closer. Audrey's lips parted, welcoming Jen's tongue into her mouth.

Audrey's hands trailed over Jen's breasts, cupping the creamy skin, her thumbs rubbing over the dark rosy tips. Jen moaned and gasped as Pacey pushed his fingers deeper inside her, Audrey's fingers teasing her nipples.

The kiss trembled and broke, Audrey pulling away and sinking back onto Pacey's cock. "You ever fucked him, Jen?"

"No," Jen shook her head, almost beyond speech as Pacey's tongue moved to the tight puckered muscle of her ass, tracing it lightly. "We've got...holy fucking shit...no chemistry."

"Yeah," Audrey laughed huskily. "I can see that."

She eased off Pacey, ignoring his protest. "I want to watch Pacey fuck you." Audrey slipped the condom off of him. "I want to see you spread-eagled on the bed, your ankles on his shoulders. I want to hear him grunting as he comes."

Jen whimpered, writhing at the combination of Pacey's fingers and Audrey's words. "I..."

"And I want your tongue on my clit. I want to feel your fingers inside me. I want to come all over that pretty little face." Audrey reached out for Jen's hand and helped her move away from Pacey on shaky legs. Pacey lay there for a long moment, breathing heavy.

He brushed against Audrey as he stood, his body as warm as the spot he'd just vacated. Jen watched with wide eyes as Audrey kissed Pacey long and hard before moving over to the bed. "I've got a better idea." She pushed Audrey onto her back and straddled her thighs, leaning down to kiss her. Pacey stood beside the bed, watching as Jen's tongue traced Audrey's.

Audrey's mouth opened on a sultry moan as Jen's tongue slipped inside, her hands snaking around Jen's body and bringing her down on top of her. Pacey watched them as he walked to the end of the bed, grabbing another condom and slipping it on as Jen broke away from Audrey, kissing her way down her body.

She paused at her breasts, suckling the tight nipple of one while her hand teased the other. Jen whispered her appreciation against Audrey's skin as Pacey knelt behind her, his hands cupping her hips and guiding her back against him.

Jen left Audrey's breasts reluctantly, making her way over the flat stomach, her tongue dipping into Audrey's navel briefly before she slipped further down, on her hands and knees between Audrey's legs.

Audrey's arms trembled as she moved further up the bed, watching as Jen stretched out, her hands sliding under Audrey's ass and massaging the silky flesh, her own ass still lifted. She lowered her mouth to Audrey's thighs, kissing the inside of one before slipping her tongue higher and tasting her.

Pacey's fingers dug into Jen's hips as he held her still, the tip of his cock brushing over her clit. Her whole body shook as he rubbed it gently before raising his cock and pushing inside her. Jen's groan of pleasure was buried against Audrey's clit, echoed by both Pacey and Audrey.

"Jesus, Lindley," Pacey pushed deeper inside her and stopped, breathing hard. "You're so wet."

Audrey nodded, gasping a little as Jen's tongue moved over her, her fingers pushing up inside her. "She's got a sweet…" she paused, moaning quietly as Jen slipped another finger inside her. "Sweet pussy."

"So wet," Pacey punctuated each word with a slow thrust. "So hot."

Jen whimpered as Audrey's hips arched toward her, her thrusts matching Pacey's rhythm. "It's like I can feel him fucking you, Jen." Audrey whispered as Jen met their pace, her thumb moving over Audrey's clit now, her tongue chasing sweet trails of moisture. "So hard."

"So tight," Pacey added.

"So thick."

Jen was trembling, trapped between them, the smell of sex and sweat and come and heat overpowering as Pacey sped up his thrusts, his words still husky and low, desperate now as he tried not to give in to his orgasm. "So good."

"So…" Audrey barely managed the word as Jen followed Pacey's lead, increasing her speed and thrusts. "Oh…so…" She arched off the bed again, coming against Jen's fingers. Audrey's orgasm found Jen's tongue as she lapped at the skin, her own breathing jerky as Pacey's hand slipped off her hip and found her clit, wrenching an orgasm from her.

Pacey exhaled shakily as his body stopped, his own orgasm rushing to meet Jen's. He held himself tight against her, the soft curves of her ass pressed hard against his sweaty, bare skin.

Audrey reached down to Jen, pulling her toward her, bringing both her and Pacey down on top of her. They collapsed together in a sated heap as Audrey kissed Jen softly, tasting the warm heat from her lips. "You know, at the risk of talking too much and making everyone think I'm from some Podunk town like Capeside?" Audrey smiled over Jen's shoulder at Pacey, reaching over the blonde between them to stroke his muscled thigh. "I really, really fucking love college."

"Yeah?" Jen asked, sharing a quick kiss with Pacey before turning back to Audrey, their bodies pressed tightly together. "I think I'd have to agree with you."

"It's got nothing to do with college," Pacey informed them both, getting up and straddling both their legs.

"No?" Audrey smirked, her hand snaking down to stroke Pacey's hardening cock. "What then?"

"It's all about me."

"Oh yeah?"

"Yeah." He smiled and nodded, shifting his leg and easing his way between them, pulling them both down on top of him. "And I'm more than happy to prove it to you."

02/14/02