I have deliberately not used a certain persons names cos I try protect the innocent. LOL It would perhaps read better and less awkwardly if I used her name instead of saying "my girlfriend" the whole time - maybe I will rewrite it again like that sometime . . . who knows. Anyway this recounts some events that actually happened way back in my youth . . . I have spiced it up a bit and made it a bit sexier in parts but everything here is pretty much true . . .enjoy . . . When I was just out of school my cousin Susan visited from Australia. She was a couple of years older than me and very pretty – although she was older she was a lot of fun / easy to along with and liked having me show her around. When she said she wanted to explore our country and take a train trip to Durban I jumped at the chance to tag along as a “tour guide”. I also invited my girlfriend of a few years to come along as she had become good friends with my cousin and she also relished the chance to get away for a short break . . . We caught the train from JHB station and were allocated a 3 bunk sleeper cabin. My gran had lived in Durban so I had done the trip many times before and have always loved traveling by train since I was a little boy. Going on holiday is always exciting and we were all very excited as we got ourselves sorted out in the cabin, there was a lot of laughing, chatting and joking about who would sleep where. My cousin teased us and said she had better sleep in the middle bunk to keep us apart but in the end being a bit afraid of heights and falling out the bunk she settled on taking the lower bunk. My girlfriend and I were both feeling very frisky from all the excitement so we were grabbing each other and kissing passionately like the teenagers we were until my cousin made comments about us getting a private room - she was just teasing us but it was off putting to have her watching us so we stopped for a bit. By this stage the train had got underway and we were rattling our way out through the suburbs of JHB as the sun set. We broke out our stash of drinks, the girls sipping on their chilled white wine while I had a few beers as we sat watching the city slip away into the golden summers evening light. It was quite romantic and my hand slipped back to my girlfriends knee then crept up her thigh (she was wearing those broad white shorts popular with the girls in the late 80's) my fingers stroked at her thigh and up under the hem of her shorts. she turned a bit to me and wrapped her arm round my neck and our lips met in a hungry open mouth kiss . . . our tongues wrestling to taste each others essence. My cousin was sitting closest to the window looking out at the passing scenery but I gradually became aware that she was watching us out the corner of her eye . . . watching wear my hand was stroking up the leg of my girlfriends shorts. It felt a bit weird but also exciting to have my pretty cousin sitting so close. Because we were still young and living at home my girlfriend and I did not get as much opportunities to make out as we would of liked so we often had to be creative and use every chance we got. It had happened a few times that we had made out or had sex with other people in the room or nearby. I remember the 1st time it happened most vividly. It was just after we met and we went to a party at a friends mothers house. Most of the party action was in the crowded lounge and out on the patio so we decided to sneak into the spare bedroom to do some making out. It was my girlfriends friend who was having the party so we had arranged to stay the night there. It was a big room with a bed which we grabbed there was also some other furniture including a couch with a guy passed out on it and a blow up mattress on the floor where a girl by the name of Sara was already asleep in a sleeping bag. We got under a sheet and stripped down to our knickers laying close side by side on the bed . . . we kissed and caressed and ground our bodies together for hours . . . my cock hard and drooling . . . pressing into the crease of her soaked panties. It was the most sexual I had been with her as we had just started going out. We did not have a condom and I was still feeling her out seeing how far she would go (bearing in mind we were still in school) and "good girls" made you wait in those days ;-) So we were taking it in turns to lie on top then bottom. All the while dry humping each other through our knickers that where actually not that dry any more. Every now and then the drunk guy on the couch would move or mutter which caused us too freeze. Then after a few minutes silence our kissing frenzy would continue. She was on top her legs spread straddling me rubbing her crotch along my length while I got bold enough to slide my hands into the back of her panties. I grabbed a handful of her pert ass and pulled her hard against me. My hands trailed down her between her buttocks not quite reaching her pussy from the position I was in. I was not bold enough to forced the issue and force my hand closer. But her delicious large breasts dangled heavily over me so I contented myself with alternately sucking and licking at one long tight nipple then the other. This obviously did something for her cos she started moaning and bucking hard against me. I flipped her over deciding it was my turn to be on top again. She spread her legs to receive me but left her hand covering her panties soaking wet crotch. I sank down against her soft warm body and focused on kissing her neck and earlobes (by this time I had read a lot of how to . . . Books so actually had some moves but all pretty awkward as a teenager. At that moment I sensed a movement to my right over her shoulder. I looked across and could see the mattress where Sara lay. An electric shock went through me when I realised her eyes were open and she was watching us. I froze for a few seconds but my girlfriend was now kissing with a heated passion and she had wrapped her small hand around my cock and was giving me a great handjob through the flimsy fabric of my boxers. I looked Sara in the eye as I took my girlfriends hard nipple in my mouth again. Our eyes were locked . . . I did not know what to do. There were all these sensations crashing into me but Sara's smoldering eyes bore into me. As Sara was in a sleeping bag she was covered and I was unsure how much she was wearing. It was clear though that she was moving in the sleeping bag writhing round and I am pretty sure that she was touching herself. Our eyes remained locked like that as I started to fuck my girlfriends hand. She could not do much stroking from her position but that was OK . . . I was so horny I just needed her hand to enclose me and provide the friction I craved and to catch my heavy load of cum . . . I pulled her tight sucking hard on her nipples while I pumped into her hand my eyes never breaking contact with Sara . . . that is how I came . . . Gushing squirt after squirt all over my girlfriends virtually naked body and hands..I collapsed down gasping and we kissed some more. A little later I peeped over the side of the bed but Sara had rolled away and appeared to be asleep. Possibly more may of happened but that night but some guys came in to take the drunk guy away the some other people came and went looking for something or a place to crash. Seeing as the room was filling up we decided to go to sleep. . . . but I digress! I am supposed to be telling the story of our train trip! So as you can see from the experience before we were not strangers to making out with an audience but it somehow just felt a bit extra naughty that it was my cousin in the cabin with us. I sneaked a peek over at my cousin as we kissed and I saw she had crossed her legs and seemed to be quite tense also I noticed her large breasts were tipped by hard points under the tank top she was wearing (80's fashion LOL). Admittedly we had got a bit carried away so it was understandable when my cousin spoke with gritted teeth and told us she had not had a boyfriend for a few months and she wished we would cut it out for a bit. Again she was joking but we decided we would get some fresh air and stop tormenting her so we walked out into the corridor. It was nice to stretch our legs and we were feeling a bit tipsy from the drinks earlier. We stood by a window and kissed and cuddled while watching the countryside flash past. It was nice but there were always people walking back and forth so we had to stop and press against the wall of the swaying carriage and |I think we annoyed some of the old mother grundies with our PDOA. By this stage we were getting quite worked up so we snuck into the toilet cubicle to find some privacy. We kissed and groped and eventually she sat on the toilet seat and pulled down my zip releasing my painfully stiff cock . . . the space was a bit confined and we could hear people out side which made it very exciting (that was the first time I had made out in a public cubicle and I have had a thing for wc cubicles ever since LOL) She first stroked me till the cum was dripping then when my cock head was well lubricated she took me deep in her mouth and gave me a wonderful long slow blowjob . . . sucking and slurping on my hard shaft until eventually I came long and hard down her eagerly swallowing throat. We kissed some more and I found it excited me to taste my cum on her lips. . . another first. I was desperate to return the favour and eat her hot pussy but by then a couple of people had knocked on the door and she was not comfortable staying any longer. So we went back to our compartment. I was still very horny and wanted to come again and it was even worse for her as she was so aroused but had not had the release I had had. She was the type of woman would take a long time to cum the first time but she did cum she really exploded! I could tell she was very aroused cos she kept touching me and I noticed her squirming a bit as we sat back in the compartment making small talk with my cousin - the girls were talking about things they found sexy in a guy so there was more than a bit of sexual tension in the little cabin. It was getting late so we made up the three bunks for sleeping and turned down the lights. I got up into the top bunk and changed into some sleeping shorts up there while the girls changed on the lower bunk after making me promise not to peep . . . I could not help myself and had a good peep over side admiring both girls as they stripped down to panties and slipped on some sleep shirts. My cousins was a bit taller with quite an athletic figure rounded off with nice full boobs while my girfriend was a little shorter and curvier but every bit as impressive in the boob department . . . one thing I loved was her long rubbery nipples I could suck on for hours. I had a great little show watching them move about below loving how their breasts rolled and moved about freely under the loose shirts now the restraint of their bra's had been removed. I dont know if my cousin knew I was peeping but at one point my girlfriend looked up and winked at me. For a young guy it was an awesome show and I guess if this had been a fantasy the girls would of started making out invited me down to fuck them but being real life it was all over too soon. My girlfriend got in the middle bunk and cousin slipped into the bottom. They called out good night from the dark below and I answered back then lay back with my head on my arms looking at the ceiling above feeling the train rocking across the tracks below me. The clickety clack of the steel wheels was a soothing lullaby as I lay there in the dark reliving the the best moments of the evening a big smile stretched across my face. Thinking of how her lips had stretched out around my hard shaft had all those feelings welling up in me again. I could feel my cock twitch and swell under my light boxer shorts. My hands slid down my naked body stroking lightly across my nipples making my body shudder . . . then under the light sheet. I clenched my cock through the fabric of my shorts feeling how hard I was. then I cupped and gently squeezed my swollen balls feeling the weight of the hot cum there just waiting to explode up my throbbing shaft. I lay there a while in the dark too horny to sleep, and wondering if I should not slip my shorts off and stroke myself to the orgasm I craved. I was on the point of giving into my desires when I felt a slight movement from below and a small hand came up and grabbed my thigh! It was my girlfriend - she pulled herself up from the bunk below and gave me a very serious look putting her finger to her lips to indicate that we had to be absolutely quiet. I nodded eagerly knowing instantly what she had in mind. She slipped under the cover with me and I was thrilled to find she had left her panties behind and her pussy was naked, hot and very wet. We had to kiss slowly and precisely so that we made no slurping noise. I pulled her sleep shirt off over her head then she worked her hot body over mine her large firm breasts pressing against my chest. She went down to remove my shorts and to give me a little suck to get met hard and wet (totally unnecessary as I had been hard and drooling before she had slipped in with me!) Then she moved over me and slowly lowered her body impaling herself on the swollen tip my rock hard cock. . . She stayed raised like that for a bit and did something I loved . . . she fingered her clit while rocking slowly back and forth on my cock. . . her long hair brushing and tickling my chest . . . I wanted to scream out in passion but knew I must remain absolutely quiet or this bliss would end. . . Then she reached back and cradled my balls, something I really enjoy but it’s to be used with caution as it can make me come too quick! So when she did that I knew she was close and wanted me to cum with her. . . I pulled her down tight against my chest and we thrust hard against each other all the time trying not to loose total control so as to keep it quiet. . . I could tell by the way she was shaking and her pussy spasms that she was coming but still she kept quiet which was a first for her! Then she went rigid biting her teeth hard as I squirted my hot cum up into her juicy hot body. . . We lay there a bit kissing gently then when the train stopped at a little country platform she slipped back down to her middle bunk. The next morning my cousin was looking a bit suspiciously at us especially when she noticed my girlfriends sleep shirt was inside out . . . but she was very cool and never said anything. I suppose in a fantasy or porn situation this would of turned into a raunchy threesome - and the conductor would of arrived with his baton . . . but this was the real world and for me one of my favourite sexy memories . . . maybe one day I will rewrite a fantasy version. ;-)