Helping Mistress Make The Grade Ch. 02

This is another story in the series I share with "bi_candi". I can only encourage you to read her work it is fabulous.

I spent the first hour listening to Mistress and her guest making love to one another. I could see clearly how Mistress started by kissing JoAnna on her lips and then she moved to her neck and ears and managed to kiss just about every inch of JoAnna's creamy white skin before settling in her pussy. JoAnna must have been very wet because I could clearly hear Mistress slurping as she ate her guest out. JoAnna was not the quiet type so when she was building to orgasm she loudly encouraged Mistress to lick this and suck her than culminating with her thanking god for Mistress and wrapping her well toned legs around Mistress's head.

They rested a bit before JoAnna returned the favor and made love to Mistress's entire body, a treat I am familiar with. I have had the pleasure many times of kissing and nibbling on every square inch on Mistress. I find the area in the back of her leg where the leg meets the ass to be so tender and tasty. Likewise I have developed a habit of sucking her toes perhaps to the extreme. Mistress chocolate skin is so soft no matter where your lips touch you meet warm soft inviting skin. I envied JoAnna for the time she had with Mistress and judging by her reactions Mistress was really enjoying the attention JoAnna was giving her. Mistress orgasms are loud too, but much more controlled then JoAnna's. As I listened to her cum, I smiled and closed my eyes to sleep; tomorrow would be a long and difficult day serving a new Mistress.

I awoke long before the ladies and quietly stole to the kitchen to prepare coffee and hot tea along with some breakfast. I knew from past experience that my Mistress expected to have her breakfast in her bed as she awoke. I was unsure of what Mistress JoAnna would enjoy, so I made both the coffee and tea as a precaution. Fresh fruit that I had picked up yesterday on my way over was peeled and sliced and arranged on two plates along with fresh hard rolls and butter. Collecting the necessary condiments for the beverages and the rolls I took a tray of sugar, cream, jams and jellies to the bedroom and then returned for the hot beverages and the food.

As I returned with the food Mistress Sade greeted me.

"Good morning slut, and thank you for the breakfast. If we are lucky our Mistress for the day will be pleased with your efforts. So go back to your corner while I wake Mistress JoAnna."

I went back to my corner and watched as Mistress Sade kissed Mistress JoAnna awake. They maintained that kiss and embrace for several minutes before their lips parted. When Mistress JoAnna looked my way she seemed to realize my presence, like she had forgotten me in her sleep. Blinking recognition she said.

"Slut come here and kiss your Mistresses' pussies good morning and then serve us this wonderful breakfast you have prepared."

I did as ordered and enjoyed the taste of two fresh morning pussies before I busied myself with serving their morning meals. Once the women were done they had me clean up the room and kitchen while they enjoyed one another. Upon my return to the bedroom Mistress commanded me to prepare a scented bath for her and her slut Sade. I went and did so, scenting the water with lilac one of Sade's favorite scents. When the tub was ready I laid out a number of big fluffy towels and two matching robes. Then I went and announced that the bath was ready.

Mistress JoAnna had Sade test the water then help her in and settle her. Then Mistress JoAnna had Sade wash her slowly and gently all the while Mistress JoAnna played with Sade's tits and pussy. Then she had Sade lay with her and they both soaked until the water had grown cold. At Mistress JoAnna's look I hurried to her side with one of the towels and wrapped it around her as she stepped out. As Sade followed I did the same then went back to my Mistress and used another towel to assist in drying her before helping her into one of the robes. Once I had performed a similar action on Sade the ladies left me to clean up. I was told to join them in the bedroom when I was done.

As I walked into the bedroom I heard the tail end of a conversation.

"..then lets all go there."

Upon seeing me enter the room, Mistress JoAnna said.

"Sade tells me you have a room decked out like a dungeon. I have decided that we will go there today so that I might teach the two of you some discipline. Now the two of you, dress me."

As commanded Sade and I dressed Mistress JoAnna. We dressed her first in silk panties and bra, then a short flowery dress with a scooped neckline, showing off her delicious cleavage. She wore a pair of 4" high heels and a big brimmed straw hat adorned with flowers akin to those on her dress. Then she handed Sade and I our clothes. I was a little shocked to see only one piece of clothing for me. It was a tiny black men's thong that just encased my cock and had a string going up my ass crack. Surely there had to be more. I looked to Sade for help and saw that she too was wearing only a small black thong, nothing on her tits. We looked at each other and shrugged.

When it was time to leave Mistress led us outside and made us stand by the car while she 'struggled' to unlock it. I noticed several cars pass and slow down, one driver tooted the horn and another yelled out.

"Love them tits honey, come here and I'll let you suck my cock."

Once we were in the car both Sade and I relaxed as much as we could knowing we still would need to get from the car to my house. Hopefully there would be a parking space nearby or we would have to walk like this. Fortunately, Mistress found a space near my house and our walk was only a half block. Still we became the target of a good deal of ridicule from passing drivers both male and female. I know I turned red from the language but with Sade's chocolate skin it was hard to see her embarrassment. Her nipples were very erect so I knew she was turned on by this whole escapade.

Once we were in the house I hurried to put on lights and lead the ladies to the 'dungeon'. You know if you have been reading this series, that there is a bench designed to secure someone by their arms and legs yet leave their sex available, and there is a set of chains in the center of the room that can keep a captive spread eagle on their toes and at their Master's mercy from front and back. Also along the wall is another bench set up to allow the slut to bend over a padded bar and have their arms secured to another bar in front and their legs to rings set on the floor. There is also a cabinet full of toys, plugs, crops, whips, vaginal and anal vibrators, chains and other restraint cuffs as well as various dildos that could be used alone or placed in a strap on harness. Thankfully there was also a generous supply of lubrication.

Sade and I stood and awaited Mistress JoAnna's commands. I know I was both excited and nervous. I was excited to be with Sade and another beautiful woman nervous because I did not know the level of sadism Mistress JoAnna preferred. I noticed that Sade was quietly rubbing her legs to satisfy an itch that was causing her pussy to leak I could smell her arousal and recognized the look in her eye. Then our Mistress spoke.

"Slut Sade and First Slut. Both of you go to the center of the room and face one another."

We did as commanded and soon we were cuffed and then secured to the overhead chains, then our ankles were likewise cuffed and secured to the chains on the lower wall. As Mistress tightened the overhead chains we were both pulled to our toes. Then Mistress tightened the side chains and our legs were spread, opening our sex for Mistress's use.

This position would soon get painful as pressure was on out shoulders and wrists. However, I knew that our initial pain would come in another firm and my guess was proven correct when I felt a large object forcing its way into my ass. It was sufficiently lubricated but it was a large plug or dildo and I winced as Mistress JoAnna pushed it in further and further. I heard and felt audible 'plop' as the device seated itself and realize that Mistress had inserted a large butt plug. I saw her go behind Sade and by the expression on Sade's face I guessed she was receiving the same. When she was finished she said.

"Now I'm going to leave you two here while I rest. The plugs in your ass will begin to vibrate soon, but please do not cum. Actually you may not cum and if you do....well need I say it? I will turn off the light as well to save electricity, I am green you know. Now be good sluts and think of your Mistress."

As Mistress doused the lights and closed the door my vibrator kicked in and my cock sprang to life again. I looked as hard as I could but in the dark I could not see Sade's eyes but when I heard her moan I knew that her ass was vibrating too. It wasn't long before I began to feel the need for someone to touch me, my cock was hard and my need to cum was growing, the vibrator in my ass was slowly increasing its power and it felt like it was expanding as well. The pressure and the pleasure the vibrator was causing took me close to the breaking point. I could hear Sade's breathing become rapid and her groaning and moaning more consistent and every now and again I heard her chains rattle, attempting I supposed to find a way to touch herself.

You may wonder why we did not talk to one another. We knew the room was capable of recording sounds made here and we understood that Mistress had not given us permission to chat. I know I was close to cuming and I figured Sade was too when the lights came back on blinding us and I heard Mistress walking back in. She was now dressed in black. She had on a black bustier with an open top to allow her creamy white tits to show, black fishnet stockings and black spiked high heels. She also sported a black whip.

"Well my little sluts you both look ready for some fun. I think I will start with Sade."

Mistress loosened Sade's restraints so that she was back on the floor though her legs were still restrained open. Mistress was working on Sade's ass pulling her vibrator out and enjoying the grunts and moans coming from Sade's mouth as she did. Once it was out, Mistress went behind me to the cabinet and spent a few minutes there before returning with a strap on cock, a huge one. She slid behind Sade and said.

"Slut I am going to take your ass, bend over and take first slut's cock in your mouth while I work this monster into your ass. And first slut, DO NOT CUM."

Sade's warm mouth enveloped my hard cock and that first touch was too much and my cock spewed hot cum. Sade did her best to swallow it to hide my failure from Mistress but it was an impossible task as I shot a tremendous amount of cum. It was dripping down her cheeks.

"First Slut, how dare you defy your Mistress!"?

"Mistress this slut apologizes, I am a useless slut and need to be punished."

"Yes you will and so will Slut Sade. Slut Sade why did you try to conceal first slut's cum?"

'Mistress I had no time to allow his cum to escape it was shooting down my throat too fast for me to react."

"Slut Sade, it's bad enough to defy me, like First slut has, but to defy me and then lie? Oh you will be punished. I promise you that your ass and tits will not soon forget this foolish action."

With that said she plunged that huge cock into Sade's ass and fucked her like a mad woman. Sade's mouth opened a couple of times, I assume to scream, then closed again as Mistress pummeled her ass. I watched as the two women edged to their own climaxes and wondered if Sade could hold on till her Mistress came. She had to; she had been too defiant already. I could see her biting her lips and seemed to be trying to hold back when I heard Mistress scream.

"Shit I'm cuming. Oh yeah come on sweet orgasm take me, oh yessssssss."

I saw Sade release her own orgasm and quietly ride that storm.

Mistress pulled her cock out of Sade and removed her strap on harness completely. She took the cock from the harness and made Sade take it in her mouth and clean it. Sade's eagerly licked and sucked Mistress's cock. When she felt it was sufficiently clean, Mistress dropped it on the harness and again went to the closet. She came back with a set of nipple clamps which she quickly clamped to Sade's nipples, then adjusted them to increase the pressure making Sade wince and cry out in pain. Mistress then made a further adjustment tightening the clamps another notch forcing a loud cry and sobbing plea for mercy. Mistress ignored Sade and attached the chain from the clamps to a longer chain that she then secured to Sade's Ankles. Sade was forced to bend over to avoid the chain stretching her nipples out. I realized right away that should Mistress tighten the overhead chains on Sade's wrists that her body would straighten and Sade would have unrelenting pain shooting through her nipples.

Mistress did not do that instead she stood a few feet behind Sade and said.

"Count for me slut. If you forget the count we will start over. We will start with twenty lashes. Count it now slut."

"Mistress laid the first slash on Sade's ass and Sade straightened and pain inadvertently sprung from her clamped nipples, causing Sade to scream again and again in pain. Still she managed to say.

"Thank you Mistress, one."

Now with each slash of the whip Sade's body straightened and quickly bent, Sade was being given a double dose, Mistress whip stung her ass forcing her to stand and standing pulled the chain to her tits shooting lightning bolts through her nipples.

Still Sade kept count and through it all I could see she was also heading towards orgasm. She has an uncanny ability to channel pain to her cunt and derive more pleasure that one can believe. When Mistress had administered her last slash and Sade her last thank you I saw a depressed look on Sade's face. I gathered she had not cum yet and was so close it pissed her off.

"Sade you did well, let me see if I can get you to cum for Mistress. Will you let me?"

"Oh yes Mistress. Please touch me, I need to cum so bad, Mistress please!"

Mistress then placed her left hand over Sade's pussy and in just a few strokes Sade was cuming with wild abandon. Mistress continued to stroke Sade and glanced at me as she did.

"First Slut are you ready for your punishment?"

"Yes, Mistress."

"Good, I think I shall enjoy this."

Mistress loosened my chains as well and then attached a clamp to my balls and used a chain to secure it to the floor. She then removed my but plug and unlike Sade she stood me up further straightening me and making the chain taut. She picked up her strap on harness and using the same cock as she did on Sade lubed it and slid it home in the harness. She then stood behind be me cock pressing on my asshole and said.

"This is going to make an impression on you first slut. I hope you do learn from it."

She then plunged into my ass and I stood up causing the worst pain I have ever had as my balls were pulled down, I tried to bend back over and relieve the pain in my balls but Mistress stroked back inside me forcing me to stand again. This went on for an eternity, so it felt to me anyway before my cock shot off another load of cum. It surprised me I was too busy trying to minimize my pain. The ejaculation was intense, as intense as I have ever cum. Mistress stopped fucking me and withdrew her cock. She released both Sade's and my chains and ordered us to clean up the floor, licking up cum. When we were done we were to put our clothes back on and go to the car where she would be waiting.

Sade and I raced to lick the floor clean, not believing that Mistress would not come and check our work. When we were done, I took Sade in my arms and shared with her the last taste of cum I had picked up. She used her tongue to capture it and then to search my mouth for more. I confess that I did the same to her, searching for a taste. We agreed we were done, turned off the lights and closed the door. Mistress was not in the house so we exited and went to where the car was. Mistress let us in the car and we drove back to Sade's place for dinner.

Sade and I were each allowed time to shower and clean up before we were to cook dinner for Mistress. We did all of that and after diner Mistress said.

"You both took your discipline well today, and for that I will let you two have sex. First Slut I want you to fuck Sade now."

I took Sade in my arms and started to slowly kiss her and she responded her hands rubbing my back as she plunged her tongue into my mouth.

"Whoa people, I said fuck her. I didn't say make love to her. First slut, take Sade mount her doggie style and fuck her, do it now before I change my mind."

Sade got on all fours and I got behind her and slid my cock into her pussy. She was not real wet as I entered but wet enough so that I did not hurt her. Once I knew she was ok I fucked her, ramming my cock deep into her and back out over and over again. As I felt myself coming close, I asked Mistress.

"Mistress may we cum?"

"Yes sluts, you may cum."

With Mistress's Ok I felt Sade's body tighten up and her cunt grab my cock as it pumped into her. Sade was already to cum and I rode her, enjoying the feeling of her body as it tensed and pulsated around my cock. Listening to her pant and feeling her pussy thrusting back against me pushed me over the edge and I planted a load inside her. We both rested enjoying the aftermath of our orgasms.

"Ok Sluts enough of this. Now Sade sit on first slut's face and let him suck his cum from your hole."

Sade sat easily on my face and my tongue plunged up into her looking for and sucking cum from her still hot pussy.

"First slut you are not to swallow that cum."

Mistress's commands made my job more difficult but not impossible, especially with Sade using her pussy muscles to push cum into my mouth. When I could no longer feel any cum I nudged Sade and she got off my face. I looked at Mistress and she said.

"Sade I want you to use your tongue and take the cum from first sluts mouth and swallow it."

Sade almost jumped at me and rammed her tongue in my mouth sucking furiously to get all the cum. It did not take long for her to clean my mouth and her big smile as she swallowed told me how pleased she was with her chore.

Mistress then took us to bed and I was allowed to stay with the two women through that night. I was also allowed to pleasure both of them with my tongue eating each of their pussies and fucking their assholes with my tongue as well.

When I awoke in the morning only Sade was in bed with me. I felt first then saw an envelope address to Sade and Kevin resting on the bureau. I knew that JoAnna had left. In the envelope I assumed was her explanation for her departure and indication of or if we'd see her again. I waited for Sade; I wanted her to read it first. I was just happy to be with my Mistress once again with an opportunity to please her and to be her slut.