I've been fooling around with cameras since high school, when I saved up and bought my first decent one. You know, a 35mm job with two interchangeable lenses. I mean, it was always just a hobby, I never thought I had enough talent to make my living at it, which is why I became an accountant. Yes, just a boring accountant for a large CPA firm. Still, the 9-to-5 hours and decent pay make for a good life, except in March, when everybody throws their taxes at me at the same time. Anyway, I was showing my neighbor Bob some of my outdoor shots - it was fall and the leaves were turning - when he began quizzing me more intently about my photography. It seems that he had just spent $200 for one of those "glamour" sessions for his wife Krystal, and had been very disappointed with the results. He had wanted some "sexy" pictures of her, and what he got back left a lot to be desired. Krystal is shy by nature; I know because I see them socially from time to time. But these photos made her look positively dowdy. The photography was competent, to be sure, it's just that she was dressed like a 1930's schoolmarm. And that was a shame, because Krystal is a nice looking woman. She's about 5'6" tall, has a really nice figure, and cute, if slightly boyish face. If anything I thought she was a little bit skinny, although she had good sized boobs. I explained to Bob that I rarely photographed people. That was true; I spent most of my time on nature shots, although I had done a couple of weddings and kids' birthday parties, mostly as favors to friends. I didn't know if I would be able to do anything decent or not. After some pestering, he finally convinced me at least to at try, and said he would pay for the film and processing. Of course since I had my own small darkroom in the basement, that wouldn't amount to much. He also tried to get me to accept some money for my time, but I couldn't take it, especially not knowing if anything would come of it. Bob said he would check with Krystal, and let me know. Two days later he called. "Well, to be honest, she's not wild about the idea, but she'll give it a try. I had the same trouble when I bought her the other photo session for her birthday, but after it was over she said it was fine. She's just a little shy." "Why don't you just get a Polaroid and take what you want yourself?" I asked. "I'm sure she's not shy around you." "Actually I've already tried that, but I'm all thumbs when it comes to a camera. Everything I took is too dark, too light, has my thumb over the lens, or just looks crappy. No, I want some nice pictures, good quality, you know?" Bob answered. "Well, I'm not so sure about what I can do, but I'll give it my best," I told him. "When do you want to do it?" "You know, I think I'll leave that up to Krystal," he said. "Why don't you give her a call later in the week and set it up. Whenever and wherever is OK with me." We hung up, and I thought about it. I wondered if I had the right equipment. After all, I was used to driving into the country and taking pictures of trees. I had never done any portrait work, and didn't really know what to do. The next day I went to a local photo shop and asked for some advice. $200 later I was struggling to the car with a set of lights, reflector panels, and a book on portrait lighting and make-up. What had I gotten myself in for? On Wednesday I called their house, and Krystal answered. "Hi Krystal, this is Mike. I guess Bob told you I'd be calling." "Oh god, yes," she said. I could hear the dread in her voice. "Listen," I said. "If you don't want to do this, we don't have to. I'm a little uncomfortable with it, myself." "Really?" she asked. Now she seemed interested. "Why?" "Well, I'm not sure I know what I'm doing. I mean, I've been taking pictures since high school, and I'm pretty good with a camera. I just haven't had much experience doing this sort of thing. I'm mostly into nature and stuff like that," I explained. "Oh." There was a pause. "Well, I'm a little reluctant, myself. You know Bob got me this so-called 'glamour' session for my birthday, and I tried, I really did. But the guy was a geek, and all he kept saying was 'look sexy look sexy' and I was soooo self conscious. By the time it was over I couldn't wait to get out of there. So I knew Bob was disappointed, and frankly, so was I." Boy, talk about pressure. Even if she hadn't known about how insecure I felt about this, she was loading it on. Then she said "The guy was such a geek. I mean at least you're not a geek." "Gee thanks," I said, sarcasm dripping from my voice. She heard it. "No no, I mean, you're nice looking, and I like you. This guy was, ugh, well, anyway, I couldn't be sexy in front of him. Yecch! It makes me shiver just to think about it. I mean, I'm not sure what I'll be able to do with you. But I'm willing to give it my best shot." We continued talking for a few minutes during which I assured her we wouldn't do anything she didn't want to do. She assured me that she would really try. We set up the date for Friday night at my house. I asked to talk to Bob. When he came to the phone, I told him that we were all set for Friday night, and suggested that he be there, to help relax Krystal relax. I also knew that way he would be able to tell me what he wanted and I would be more likely to deliver his expectations than if I just randomly shot roll after roll of film. He thought it was a good idea. Friday night rolled around. Bob and Krystal showed up at the front door about 9:00. I'd been expecting them an hour earlier, but it was no big deal since I didn't have anything else to do anyway. Krystal was carrying a sports bag, apparently with some changes of clothes inside. At least I hoped so. She was dressed in a dark blouse buttoned to her chin and a pair of baggy shorts that hung to her lower thigh. Glamorous she was not! Bob came in, waving a bottle of wine. "Good idea," I thought. In fact, I had one of my own chilling. Not only did I think it would calm her nerves, it might damn well help mine! Bob popped the cork and poured three glasses. Krystal drank hers down in two big gulps. I wasn't far behind. With Krystal seated at the kitchen table, I took out one of my smaller reflexes and snapped a couple of pictures. FLASH. FLASH. "See? Simple," I said. I snapped a couple more. The flash was a distraction from the calm of the rest of the room, but otherwise we continued drinking and talking. I didn't really expect these first pictures to amount to anything; I was just doing it to get everybody used to the idea of the cameras and the process. In fact I was working with a small camera that I hardly even used anymore. After 20 minutes of wine it was time to get started. Bob told Krystal to go change into something sexier. She grabbed her little bag and went into the next room. Bob called around the corner, "Krystal, put on the blue top that I like. I think Mike will like it too." She reappeared, dressed in a low-cut blue tank top and beige micro skirt. The top covered her shoulders, but then plunged straight down on both sides before cutting square across the bodice. The swell of her breasts was visible, but the effect was to be sexy, not slutty. The material hung down over her breasts, and had just a trace of white lace frill at the bottom edge. There was no elastic on the bottom, so the material just hung by force of gravity with just that little frill adding some weight. Mike liked it. A lot. So did I. The skirt was shorter than women were wearing, at least in the last 20 years or so. In fact the last time I had seen one like it was in the 70's. Krystal's gorgeous legs were bare, as was her midriff. "I feel practically naked," she said, reaching for her wine glass. "Don't be silly," Bob said. You're completely covered, practically." "Yeah," I added, "practically. Except for your legs and chest and belly-button." I paused. "Just kidding." She giggled, but I could tell she was self conscious, especially the way she was sitting so perfectly upright with her knees pressed tightly together. "Have a little more wine," I suggested. "We're out," Bob said. "No problem. I have a bottle chilling in the fridge," I answered. Bob went to the icebox and took out my bottle. It wasn't a great vintage or anything, but it would do. He poured three more glasses. Krystal grabbed for hers. As she twisted to reach the glass one of her bra straps became visible at the edge of her top. She poked it back under. Bob said "Hey you shouldn't be wearing a bra. Take it off." Krystal protested briefly, but then gave in. She told me to turn my head. I did. When I turned back, she was holding the bra in her hand. She still had the sexy blue top on, and she was preparing to toss the bra over onto her sports bag on the other side of the room. "Wait!" I told her. "I've always thought it's sexy to see a woman with her lingerie. Hold on to it. In fact, here..." I walked over to her and put my hand on her back, putting a little pressure on her to lean forward. She did so, putting her elbows on the table. As she bent over, I was treated to a view down her blouse. I could see the beautiful beginnings of the swells of her breasts and the deep valley between them. She held the bra in one hand, and I told her to flip it over her shoulder. She did. I hovered over her, camera in hand, clicking picture after picture. FLASH. Of course I especially tried to get some "down the blouse" shots as well as some more traditional shots. While I was walking around adjusting the lights and the reflectors, I noticed that from behind I could look up under her top and see the underside of her hanging breasts, now that they were free from the confines of her bra. I snapped a few from that angle. I really didn't know what Bob was looking for, but I sure wanted a few of these for myself. "How sexy do you want these?" I asked Bob. "Do I get a vote?" Krystal asked. "I want them sexy sexy," he said. "But also good quality. Not just cheap porno pics, you know?" "Sure sure," I gulped. "How about you, Krystal?" The wine was obviously beginning to have its effect on her. She looked at me from the corner of her eye. "I suppose I could get to topless. Maybe. But not cheap porno pics. Not even good quality, high class, quality tested porno pics. I could never do that," she said firmly. "No hon, that's not what I meant," Bob interrupted. "But you know my favorites are upskirt shots. You've been with me when I've looked through my magazines. You know how I get when I'm looking at those..." he trailed off. "Yeah, as hard as an axe handle," she laughed. Krystal took another swig of her wine. "Well," I thought to myself. "This really is going to be interesting." I turned away for a second, and then said "You know these might look better with a little make-up. Photography reads things differently than your eye; you have to compensate." "Sure, sure," Bob said. "Sure, sure," Krystal agreed. I got out my makeup kit and took out a blush brush. I'd never used it before, but thought I knew what to do with it. It was about 8 inches long, and had a soft furry set of 1 inch bristles at the business end. I dabbed it at a dark patch of the make-up palette. "Do you want to do this?" I asked Krystal. "No, I wouldn't know what I was doing," she said. I didn't bother saying that I didn't either. "OK, lean forward a little," I instructed. She did. I dabbed, gingerly at first, at her chest, then at the valley between her breasts. "We have to emphasize the peaks and valleys, if you know what I mean," I said. She laughed. "That tickles." "Sorry," I said. "Just doing my job." I tried to sound my most professional. I didn't think I was particularly convincing, but neither she nor Bob complained. In fact, Bob seemed mesmerized as I stood there dabbing my make-up brush between his wife's tits. I turned back and dabbed the brush at a lighter color on the palette. I turned back to her. "OK, now I need to blend this color with the other one at the edges." "Go for it," she said. Bob was silent, but I could feel the intensity of his stare. I reached down with my other hand and pulled the front of her top out an inch or two, and dabbed with the brush. This time, instead of concentrating on the valley, I brushed up and down the hillsides themselves. I brushed and brushed and brushed. OK so maybe I got a little carried away. Finally I stood back to admire my work. Well, I stood back to admire her tits along with my work. "Hmmm," I said. "It hasn't blended as well as it should, but it'll probably do." "Why not?" she asked. "The brush seems fine to put on the makeup, but doesn't blend it very well," I answered. "So blend it," she said. I stared for a moment, then I gulped. "Well, the only way I know to do it is to, ah, smooth it with my fingers. Do you mind?" She turned to Bob and said, "Do you mind?" Bob's voice was a little tight when he answered. "Not at all. You gotta do what you gotta do." "Whoopee!" I thought. "Well then, go ahead," she said. I inserted my hand part way into the top of her blouse. Using the boy-scout salute, I took three fingers and rubbed the edges of the makeup. Using small circular motions, I was massaging the insides of her breasts while she sat there in front of me - and her husband. After a minute or so, I stopped and stood back. "Much better," I decided aloud. Of course I could hardly tell any difference, but I had to say something, now didn't I? I walked around and snapped another dozen or so pictures from above. I had her twist and turn, hoping that her position would reveal more on one side or the other. It did. FLASH. FLASH. In fact, my make-up application did seem to emphasize her cleavage, and would make for some really sexy shots. "I like this make-up stuff," Krystal said to no one in particular. We all laughed. By this time we had run out of my bottle of wine, and Bob suggested he run to the store to get another. I agreed. So did she. As he left, he told us to continue, and that he would only be gone 10 minutes or so. I reached into my pocket and flipped a $10-spot at him. Out he went, closing the front door behind him. "You know, I really want to give him what he wants," Krystal said. So did I. "Even though I'm shy, that doesn't mean I'm not sexual," she continued, looking at me from the corner of her eye. "In fact, before we were married, I had several boyfriends tell me that I was the sexiest girlfriend they ever had." I could believe it. The way she was dressed was more than I had expected from shy, demure little Krystal. Obviously I didn't know her that well. And just as obviously, I was getting to know her a lot better. "Well, Bob says what he wants are some upskirt shots. Are you game?" I asked, praying for an affirmative response. "Hey, what Bob wants, Bob gets," she answered. She flexed her legs apart quickly twice, then plastered her knees back together. She was goofing on me, and I had fallen for it. My mouth was hanging open. She burst out laughing. "Oh you men, you're so funny. A little peek at a girl's panties and you go all to pieces." She flexed her legs apart again for a second. Sure enough, her panties were bright white...and highly visible under the short micro skirt. That is, until she put her knees back together again. "Wow," I said. I couldn't think of anything else to say. "Wow," I repeated. She chuckled. "OK," Krystal said, "get ready for the big unveiling." And with that she parted her knees, just an inch or two. I knelt down on one knee, obviously straining for a peek. "How's that?" she asked. "Ah, er, pretty good," I said. "I can't really see that much, but..." I trailed off. "Maybe I should adjust some lights." I grabbed my light bar and reset it about 2 feet from the floor in front of the table. I was shining the lights right up her dress, adjusting them so there wouldn't be any shadows all the way up to the juncture of her legs. She sat there, nonplused, as I crawled around on the floor under the table. He kept her knees only about 2 inches apart. At that moment, Bob walked back in, waving a bottle of wine in each hand. He was clearly shocked by what he saw. "My god," he said. I couldn't tell if he was angry or not. "My god," he repeated. "Just what I hoped for. This is great. Get some good ones, will ya Mike? Doesn't she have fabulous legs?" I guessed he wasn't mad. "Yeah, I'm trying," I said, doing my best to sound like a professional photographer and not a horny neighbor. "But this is a tough angle, down here. I've certainly never had to shoot anything like this before." "Oh come on," Bob called out as he popped one of the wine corks. "You're a wildlife photographer. You've never tried to shoot a beaver before?" I snickered, but Krystal interrupted. "Yecch, a beaver. Why do you guys call it that?" "Dammed if I know? Get it? Dammed - beaver - get it?," Bob joked. I groaned at his bad pun. He brought a glass of wine to Krystal, who sat it on the table after taking a big gulp. He bent down to hand me one, as well. As he did, he looked at the view I had, right up her skirt. He said, "Krystal, you're going to have to open your legs a little more. You can hardly see anything like this." She did. Her knees opened to about 6 inches. "More," he commanded. Her knees moved again. Now they were about a foot apart. "That's better," he said. "But you can still hardly see anything." I disagreed with him, but I was going to keep my mouth shut. The lights now shone brightly on the thin white panties. I couldn't see through them, but I could see the outline of what was behind them. I grabbed my camera and started clicking. FLASH. FLASH. I shot about 20 pictures when the roll of film was used up. I twisted to one side and sat up, holding the camera carefully. I rewound the film, and then crawled over to the table to grab another roll. I would have walked over there, but I had such an erection I didn't think I could stand up straight if I tried. And anyway I would have been embarrassed to let both of them see the condition I was in, even though I was sure they could guess. It was getting hot under the table, especially with the bright lights. She flexed her legs back and forth in a frog kick trying to fan the air. I almost pulled a muscle turning my head fast enough to watch. While I was fumbling with a new roll of film, Bob said "How about no panties, Krys?" I held my breath. She grabbed her wine glass and took another swig. "Honey, you're in charge. If that's what you want..." she answered. She left the rest of the sentence unsaid. I continued to fumble with the camera as I tried to peek at her. She lifted up off the chair and inch or so as her hands pulled up the skirt, then grabbed at the sides of the panties. She was pulling them off when I got up the guts to say "No leave them on. I mean, around your ankles. It'll be sexier than having no panties at all." "OK Boss," she said. She sat down as her white panties fell down her calves to her ankles. She opened her legs again. I crawled down in front of her. FLASH. FLASH. "This is good," I said stupidly. "But it's hard to make out any detail. Uhhh, scooch forward on the chair." She did, and her pussy came into better view. "Better, better." FLASH. FLASH. "But something is missing." FLASH. "The shadows.." I paused. Then I said "I know.....make-up." "MAKE-UP!" she called, as though she were a director on a Hollywood set. "MAKE-UP!" Bob fairly shouted, bringing me my make-up palette and brushes. Now what a picture this was! I was crawling between Krystal's legs, encouraging her to spread them wider and wider. I reached up with my brush, trying to put a little color onto her pussy lips. She about jumped up to the ceiling. "That TICKLES!" she said, slurring her words a little. We had all passed our limits for wine, but that didn't stop us. "Sorry," I apologized. "Let me try it this way." With that, I stuck my index finger into some of the reddish makeup, then reached up for her cunt. I touched her pussy lip, and she shuddered. I could feel he push forward in her chair, to increase the pressure against my finger. I took that as my cue, and began smearing the red makeup around in a big oval, from the top to the bottom of her labia. At the top I paused, and started making smaller circles around her clitoris. "Just adding some color," I lied. She kept up the pressure, and so did I. I could hear Bob's breathing become heavier behind me. Her breathing became heavier too. Come to think of it, so did mine. After far too long, but far too short a time for my taste, I pulled back and grabbed my camera. Bob was now fully into it, and so was she. FLASH. FLASH. I dropped down to my knees. FLASH. I got some great shots of her cunt, well lit, and now well made up, peeking out between her knees and under her skirt. FLASH. She took another swig of wine, and then said, "This is pretty unfair. Here I am, hanging out all over the place, and you guys have all your clothes on. How about giving me something to look at?" Bob laughed and said "You know, Mike, fair is fair." He told her to get up off the chair and bend over, leaning on the table. Her ass now stuck out high in the air, the back of her skirt having ridden up over her cheeks. Her pussy was plainly visible, and because she was bending over, her top hung down, revealing her beautiful tits right down to the hard cherry tips. She didn't seem self conscious at all anymore. Bob motioned for me to change places with him. I got around behind her, and he stepped up in front of her. I had the nicest view of her ass and cunt. FLASH. FLASH. I bent down. FLASH. FLASH. Meanwhile, in front of her, his hands went to his belt buckle and pulled. I could hear him unzip. Then his pants fell in a heap around his ankles. I heard him say "How about this, hon?" "That's better," she said. She lifted one leg out of her panties, and moved her legs apart. "MMMM, good. Now I have something to look at. Hours of fun!" I looked up to see Bob's dick waving in the wind. He was 3 or 4 feet in front of Krystal, and her eyes were riveted on his throbbing hard-on. A drop of pre-cum had formed on the tip of it." FLASH. FLASH. I got a shot of her ass, pussy, and her tits hanging down under her top. FLASH. "Do you want to go hard-core?" Bob asked her. "Oh, I couldn't," she said. "I don't want my face in anything like that." "I could take care of that," I improvised. I'll just shoot my pictures at angles that won't show your face." I didn't really know if I could, but of course I could just hide any of the developed shots that did from her so she would never know. Bob nodded at me. He stepped forward, his dick bouncing with each step, until he was just inches from her face. She reached up and grabbed his manhood, and pulled him into her mouth. I could hear the slurping sounds of oral sex happening just in front of me. FLASH. FLASH. I moved as far around as I dared, and at one point, she twisted her head to look at me from the corners of her eyes. Her mouth never left his dick. As I moved back, Bob starting making some funny hand gestures to me. At first I didn't understand. Then I caught his meaning. While Krystal continued sucking on his throbbing member, he pointed at my dick, then pointed his clenched hand at me, and finally slowly extended his index finger. Then he pointed at my crotch. He wanted me to take my dick out, too. Standing a good four feet behind her, my hand reached for my zipper. I lowered it quietly. With the other hand, I continued pushing the camera button. FLASH. At that point, I was probably pointing at the ceiling, but who cared? I reached into my pants and withdrew my member. Whew, it felt good to get it out in the open. I was standing there, staring at her cunt and tits while she sucked off her husband. Bob spoke. "You know, Mike, I think she could use some make-up." Suddenly, even with her mouth full, she said "MAKE-UP?" "Yeah, MAKE-UP," Bob agreed. "Give her some make up. She probably needs some, huh, Mike?" Who was I to argue? Bob was making some hand signals to me. He raised one hand and brought his thumb and index finger together in a circle in the universally understood "OK" sign. With the other hand he extended his middle finger and pierced the circle. He was telling me to fuck her. FLASH. My finger involuntarily clenched on the camera button. "MAKE-UP" I called. "First, we need a little rouge on your nipples," I told her. She continued sucking Bob, facing away from me. I set the camera down and moved in behind her. I reached around both sides and cupped my hands under her breasts. I felt the softness of her hanging globes fill my hands, and I stood there massaging her for several moments. Her nipples grew and got harder in my palms. I continued squeezing and massaging, sighing as I did. "And now we need a little more make-up.....right here." I stepped forward another few inches and the head of my dick made contact with her pussy lips. Up to that point she hadn't known that my pole was sticking out of my pants, but now she knew what was happening. I still had both hands gripped firmly on her tits, and something was pushing against her moistened womanhood. I smeared the head of my dick up and down her cunt lips before finding the wet opening to her tunnel of love. I stopped with the head of my dick barely inside the opening. Her mouth still full of cock, she mumbled, "Come on, make-up man. Put it in deeper. Make sure that make-up goes in deeper. I need some make-up bad." She pushed back. I pushed forward. My dick slipped about halfway into her cunt. She gasped. I almost lost it. She pushed back some more. Now I was fully seated. She never missed a beat with Bob's dick, sucking and slurping expertly through the entire process. We stayed that way for several minutes, me pumping into her, her sucking on Bob. "Ah, finally," I said. "Here comes the make-up. It's kind of a white, creamy...and it smells a little." "Oh good. Oh god," she said. "Yeah, I'm going to add a little make-up myself," Bob fairly shouted. "I'm going....I'm coming..." I slid my dick up as far as it would go, bouncing my pubic hair hard against her ass. I froze in that position as I blew my load and felt her cunt heat up and begin to quiver. Bob shot wad after wad of hot spunk into her mouth as I filled her cunt with my hot cum. She jerked and spasmed herself, and the three of us collapsed on the floor. After several moments, during which I could hear her trying to swallow all of Bob's goopy jism, she finally spoke up. "Well, do you think you got any decent shots?" she asked me. "I'm not sure. I ran out of film about an hour ago. Maybe we'll have to do it again next week."