One of my best friend is a beautiful female photographer.

We have been great friends for over ten years and she is one of the sexiest women I have ever met.

Huge tits, long hair and great legs.

We have been flirting for years, brushing against each others soft placees when we are close and giving each other back rubs.

But have never done anything sexually for fear of losing our friendship.

I have another friend who develops websites who called me one day and asked if my photographer friend Sarah would like a job doing a photo shoot for a client of hers who is an aspiring model. I called Sarah and she talked with the model Kim and they agreed to meet. Sarah called and said that if I wanted to come and help reload film, etc. which I had done many times in the past I was welcome. We agreed on a Saturday evening to fit around Kim's schedule.

She showed up in a pair of cute black tight spandex shorts and a white blouse tied around her waist. She was gorgeous. She had shoulder length black hair, dark eyes and a body to kill for. Sarah asked her what type of pictures she needed and she replied that she was a lingerie model and wanted to get some shots in her teddy that she had brought as well as a couple of other things.

She went into the dressing room and came out in a white teddy with stockings that showed her logn shapely legs. I couldn't tell who was more beautiful, her or Sarah.

I set up Sarah's camera while she took Kim into the bedroom where she did glamour shots for horny housewives. Kim climbed into the bed and started to make moves only a model can. Sarah started shooting pictures while I just stared and made myself look stupid. She was so hot.

She would spread her legs and put her hand over her softness and then roll over on her stomach. I was getting a hard on that was making me very uncomfortable. I could tell Sarah was enjoying herself as well. She kept giving Kim ideas on what to do and Kim would obey like the model she was.

That's when Sarah told her she should pull her top down and cross her arms to hide her tits.

When she did that I thought I would die. The only thing going for me with my raging hard on was that the lights were shining on her so she couldn't see me.

However, Sarah could and reached over and placed her hand on my length and whispered "she's hot, isn't she?" I laughed nervously and replied "can't you tell I approve?" She laughed out loud and said "oh, yes big boy, I sure can." With that Kim asked what we were talking about. Sarah mentioned that I had a raging hard on from watching her but was embarrassed about it. I couldn't believe it. I just shrank back into the chair and tried to disappear.

That's when it all started.

Kim got off the bed with her tits standing up like they were alive and walked over to me in the oversized chair. She straddled me and said "you know, I have that affect on a lot of men, but not usually in front of a camera.

" She looked at Sarah and asked her if she still had film left in the camera. Sarah said of course but "be gentle, he's my best friend" and started taking pics as Kim unzipped my pants and took my length out. I can honestly say that I have an 8-12" length that felt like 9 or ten that night. She sucked my length for about five minutes while I laid back with my eyes closed. That's when I heard her say "play us big boy!" I opened my eyes and there was Kim and Sarah totally naked standing in front of me.

I though I had died and gone to heaven. We played for about four hours that night and my friendship with Sarah has never been as good as it is now. As for Kim, I've seen her in about four magazines now and Sarah always does her pictures with me present of course. True story