Zoe leaned back from the mirror. It had been a while since she had applied make-up, nearly a year since Mike had died.
Ali had been right; it was time to move on although accompanying her on a modelling assignment wouldn’t have been her first choice back into the “real world”.
Zoe stood up and reached for the white blouse hanging on the wardrobe. As she took it down she looked at her reflection in the full length mirror. Her figure hadn’t really changed since her 20’s. No children had helped as had the gym trips but for 40 she could easily pass for 25. A trip to the hairdresser had sorted her shoulder length black hair so she looked, and felt, good for the first time in months.
The harsh buzz of the intercom broke into her thoughts. Ali was waiting downstairs. Zoe put on the blouse, grabbed her jacket and left.
“About time” said Ali, “I’ll be late at this rate” she joked.
“Look, I’m not sure about this”, said Zoe, “I. . ”
“It’ll be good fun, just what you need. Now don’t worry, you don’t have to do anything…if you don’t want”.
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The way she said that, with a grin, left Zoe with some confusion - surely she was only going to watch ?
“I still don’t understand how you got into this whole thing”
“Well it was just an advert in a magazine - you know models wanted all ages etc - and I just rang up. I was at a bit of a loose end, having just divorced Dave, and they said come along for a test. So I did !”
Ah yes Dave - husband number 3. Ali was just a year older than Zoe but looked just as good with her long auburn hair and trim figure. Also no children - no time she said’ what with all the divorces !
Suddenly Ali drove into a yard. “Simon’s studio is in this converted warehouse. He is the photographer who has done all my shoots so far for the catalogues - I’ve only really done catalogues so far - but he has lots of other irons in the fire - so to speak!”
They parked the car and walked to the main entrance and rang the intercom. Zoe heard a brief exchange then the main door opened and they walked to the lift.
“Simon’s studio is on the top floor - it’s part of his apartment. Did I mention we’re doing lingerie today2
“No you didn’t!” said Zoe
“Well, it’s all part of the job you know - should be exciting !” Again said with that slight edge thought Zoe.
The lift stopped and they left - straight into a large loft style entrance. Zoe noticed a couple of doors off to the right. “That’s the apartment” said Ali, “the studio’s straight ahead with a couple of smaller studios to the left”.
They entered a huge open room with lights and cameras set up in different positions - all centred on a big bed in the middle of the room. Ali noticed Zoe staring.
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“Well what other prop would you use for lingerie and nightware?” she said.
Zoe noticed a middle aged man fiddling with a camera. “That’s Simon” said Ali, “Over there is Kelly” motioning to a stunning looking blond, probably early twenties and about 5 foot 18 with a well defined figure “She’s the assistant, helps set up the cameras and stuff. Aaron does the lights, he’s over there” Ali said pointing to a tall black guy in a tee shirt which showed his well toned body. “And Warren is the gopher learning the job”, she said nodding to a young guy emerging from a side room.
“Hi everyone” said Ali “this is Zoe”. They all exchanged greetings then Simon said
“OK get ready, nighties and pyjamas first”
“So glamorous” laughed Ali, “you can watch from over there” motioning to a sofa set midway between the bed and a partitioned off area where there was a table a mirror set before racks of clothing. “Mary does the dressing and make up behind here”.
Zoe just caught sight of a 30ish woman with mid length blond hair and a busty figure.
Zoe went and sat on the sofa and in about 18 minutes Ali emerged wearing stripy pyjamas and walked to the bed. “I just go and sit in the middle for about 18 minutes while they set the cameras up and that before we get started properly - then I’ll be flying backwards and forwards for hours”
And so it was - once the shooting started properly Ali was backwards and forwards in different outfits - each seeming more skimpy that the one before. Suddenly Simon called a break and they all walked through into a kitchen area for coffee. Zoe joined them.
“ So Zoe has Ali told you about today?” asked Kelly. “Well she just said it would be fun”.
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“Yes I guess it will be”. Everyone laughed. “Am I missing something?” asked Zoe.
“Well we’ve just got a special shoot to do at the end - but you can just watch if you like”
“Come with me while I get changed for the next session” said Ali. They trooped off behind the partition. Mary took a couple of outfits off the rack. “I think you will need to strip right down for these - there so sheer anything will show up beneath” she said.
Ali shook off the bathrobe she was wearing , unhooked her bra and took off her G-string.
Zoe caught her breath. Ali was gorgeous and had shaved her pussy, which Zoe couldn’t help staring at. Ali caught her looking “Everyone does it now you know”. “I didn’t mean to…I mean I just hadn’t seen you quite so naked since we were at school. Besides I haven’t, I just keep it tightly trimmed and neat. You really are gorgeous” “You’re not so bad your self - you just need to get back into the social side of life!”
Ali turned to face Zoe and Zoe could see her lips peaking out from between her legs - they always had been quite large. As Ali pulled on the next outfit Zoe went and sat back on the sofa feeling quite flushed.
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After another hour or so Simon called a halt for the day. “OK 20 minutes then we start the next session” Kelly emerged from the kitchen with a couple bottles of wine and glasses. No one said anything so Zoe thought this was normal practice “This will help us all relax she said” as she placed them down on the table and poured. “You too Zoe - you look like you could do with one”
After a couple of glasses each everyone stood up and disappeared to different tasks. “Right Ali I think we will start with some solo shots - go and pick an outfit while we set up” Ali walked behind the partition and Zoe could hear a mumbled conversation with Mary before she emerged in a thong and sheer top that left little to the imagination. She walked across to the bed and sat on the edge as Simon gave instructions. Ali posed in several positions and then Simon said “Ok shall we lose the top?”. At last the penny dropped - this was turning into a porn shoot. Zoe tried to think what to do next - go or stay? If she stayed should she, could she, watch? As she was wrestling with these thoughts Mary came over. “I guess Ali didn’t mention this bit” she said.
“Not exactly - I’m not sure I would have come if she had” “Look, have another glass of wine and just watch the show” said Mary matter of factly “or if you feel comfortable join in - no one will object I’m sure - you look stunning” Zoe blushed - this was all a bit much!
Zoe looked across to the bed. Ali had taken off the top and was posing on the edge of the bed. Her breasts were still firm and Zoe could see her nipples hardening and erect. Ali placed her hands under them and pushed them forward - she twisted the nipples between her fingers. Zoe could feel her own nipples hardening as she watched - this was a bit of a surprise but after 3 glasses of wine she was feeling quite horny and seeing her friend provocatively fingering her tits was turning her on.
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“I want you to enjoy yourself - do what you feel comfortable doing” said Simon. Ali smiled and piled some cushions up against the bed head and settled back. She slid one hand down the front of her thong. Zoe could see the fabric moving - God she’s fingering herself!
After a minute or so Ali slid the thong down and settled herself back, spread her legs and carried on. She eased her pussy lips apart as Simon kept photographing. She then eased firstly one finger, then two, into her pussy and leant back, her eyes closed.
Zoe watched in disbelief. Was this really Ali? Fine, she always was a bit forward but this? Heck she looked like she was really enjoying the moment.
Ali’s fingers were moving quicker now, her breathing more audible. Suddenly she arched her back and uttered a low moan as she quivered with a powerful orgasm.
“Hell that was hot” said Mary as Zoe looked round and saw her flushed with her hand down the front of her jeans.
Ali lay back breathing heavily. Zoe couldn’t quite believe what she had just seen but Mary was right - it had been hot. Zoe realised she was feeling distinctly damp between her legs, she was turned on by her friend’s display.
Zoe was just recovering when she noticed Kelly walk towards the bed - stark naked.
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What a figure, flat stomach, shaved pussy and high, firm breasts that hardly jiggled as she walked. She slid onto the bed - Zoe could hardly breath for anticipation.
Ali smiled as Kelly slid, almost snake like, up the bed towards her. Ali laid back and widened her legs. Kelly slid up her body and gently kissed Ali, at the same time easing two fingers into Ali’s soaking pussy. She gently worked her fingers in and out as she moved down to lick Ali’s erect nipples. She carried on for a minute or two before sliding down so her mouth rested against Ali’s pussy. Kelly began to easily lick Ali’s engorged lips sucking in first one then the other and rolling them between her own. Kelly then spread Ali’s pussy and licked it’s full length before flicking her clit with her tongue. Ali gasped and grabbed Kelly’s head forcing her mouth against her mound. “Yes lick harder” she gasped. Kelly did as she was bid. Then Kelly swivelled her body round into a classic 69 position. Ali placed her hands around Kelly’s waist and pulled her down so she could lick her as she was being licked. By now Kelly was tongue fucking Ali’s pussy, pulling her pussy lips wide apart.
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Ali responded and plunged two fingers into Kelly, frigging her.
Both were getting more frantic, Kelly lifted her face away from Ali and looked back. “Quicker and lick my clit” she hissed. Ali responded as she was told. Suddenly Kelly flipped over and spread her legs wide. Ali moved between her legs “Eat my cunt like you really want it” screamed Kelly “Make me come like I’ve never come before”
Zoe couldn’t believe what she was watching and could only think where on earth Ali had learned to lick pussy so well.
Ali pulled Kelly’s lips apart and lapped on her clit, sucking it into her mouth and stabbing her tongue into the tight hole. Then Kelly uttered a a moan and jerked on the bed for several seconds before relaxing back.
Simon was still trying to take photographs but Zoe had hardly noticed him.
Ali got off the bed and walked towards Zoe. “Heck that was good” she could barely speak. “ But where did you learn to do all that?” asked Zoe “Well I had to fill in time between husbands” said Ali. “Tempted?” asked Ali
Before Zoe could answer she glanced towards the bed where Kelly had been joined by Warren - stark naked and sporting a healthy erection of some 7 inches. He was slowly licking Kelly’s nipples in turn whilst inserting a finger into her sopping pussy. He then positioned himself between her legs and guided his erect prick into her and commenced a slow rhythm, sliding his full length in and out.
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Kelly laid back, her hands resting on his shoulders.
After a couple of minutes she raised her self and turned over on all fours. Warren positioned himself behind and plunged his prick into her again working faster this time.
“I think this will get interesting now” said Ali. Zoe noticed Aaron emerge from the side and could scarcely believe what she saw - the rumours were true afterall. Aaron’s prick must have been a full 18 inches long and 4 or 5 round. He knelt on the bed and pushed it forward towards Kelly’s mouth. She grinned and opened her lips as Aaron thrust forward. At first she seemed to be struggling, just sucking in the head, then she relaxed and took in more until she was taking in at least three quarters of his cock. Aaron kept thrusting forwards and back in time with Warren.
Warren speeded up his thrusts before suddenly jerking his prick out of Kelly and splashing his sperm over her back. Zoe, almost without thinking had her hand up her skirt and was gently massaging her pussy as she watched Aaron continue to fuck Kelly’s mouth. Suddenly he tensed and thrust deeper still into her mouth. Zoe could see Kelly suck harder and could imagine the sperm hitting the back of her throat as she swallowed. But she couldn’t quite take it all and some trickled out the side of her mouth.
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Mary had been waiting for this she quickly moved forward and gently licked the spunk from Kelly’s face as Kelly laid back on the bed.
Ali now stood close behind Zoe and pushed both her hands down the front of her blouse and into her bra. Zoe tensed but didn’t stop her. Ali’s fingers found Zoe’s already hard nipples and rolled them gently. Zoe felt waves of pleasure and relaxed back into the sofa. She unbuttoned her blouse, eased forward and removed it. Ali unhooked Zoe’s bra cupping her breasts. Zoe looked up into Ali’s eyes and, without saying anything stood up and grabbed her hand. They walked towards the bed and stopped. Zoe turned round and looked at Ali. Ali said “Only if you want to” “I want to more than anything else” said Zoe as she removed her skirt and panties. Zoe laid back on the bed as Mary, also naked moved forward, her large tits swaying. Mary started to lick Zoe’s nipples as Ali went to work kissing up each of Zoe’s legs, never quite touching her pussy. Kelly moved in as well and all three set about arousing Zoe even more. Mary and Kelly were each sucking on one of her nipples as Ali finally started to lick her clit.
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Zoe had never felt such pleasure. Kelly raised herself and eased a leg either side of Zoe’s head before settling herself down. Zoe looked up and could see, and smell, Kelly’s pussy close to her mouth. She realised Kelly was waiting for her response. “I want to suck your cunt, I want to stick my tongue in you and I want you to come all over my face” Zoe gasped. Kelly lowered herself down and rubbed her slick pussy over Zoe’s mouth as Zoe tongued her clit. Zoe could feel Ali working her clit and shuddered as Mary pulled apart her pussy lips so Ali could penetrate deeper.
Zoe felt Kelly move faster then fall forward as she jerked with another orgasm. Kelly moved off her face and Zoe felt two strong hands ease her round. She looked up and saw Aaron manoeuvring her round so her head hung over the edge of the bed, his enormous prick hovering over her face. Ali continued lapping at her cunt whilst Mary had now positioned herself kneeling on the floor so she could tongue Ali’s pussy.
Aaron steered his prick towards Zoe’s mouth. “Just relax” he said “ I won’t be rough”. He push the head of his cock against her mouth and she opened to let him in. He was huge and she struggled to take it all in.
But as Ali was licking her clit she grew more abandoned and relaxed her throat until she was taking in more and more.
She heard Ali moan and realised that Mary had brought her off. Ali moved away and began kissing Mary and was joined by Kelly in bringing her off.
Zoe concentrated on the enormous cock taking more and more into her throat, deepthroating Aaron’s prick like a professional. Zoe reached up to her nipples and tweaked them and grasped, kneading her breasts as Aaron thrust in quicker and quicker. She felt him tense and unleash spurts of cum down her throat. Zoe arched her back as she could feel her own orgasm building, struggling to swallow all Aaron’s spunk. Then she exploded, waves of her orgasm washing over her as Aaron withdrew from her mouth.
Zoe lay panting on the bed before raising herself up on one elbow to see a full fledged orgy around her. All she could say was “When ’s your next assignment - I think I might want to come along!”
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