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Unsuspecting man walks in.

With her mischievous grin, she looked straight at me as her breasts came free, pulling her top away and tossing it next to her on the towel. I could do nothing but stare for a moment, then leaned close and ran my tongue quickly over her closest nipple, feeling it harden under my touch.

"You are such a tease," she murmured.

"I can't help it, there is something about the beach and your breasts that just make me not be able to resist."

Our eyes locked and I could feel myself cock getting longer and harder as I leaned in again, my mouth latching onto her nipple again as I sucked harder on it, then pinched it lightly between my teeth. She gasped and ran her hands through my hair, pulling me closer to her.

"You are so bad," she said.

I reached one hand up and ran it lightly down the side of her body, from the side of her breast to her hip where only a small string kept her from being completely revealed to me. Her skin felt so hot in the sun, magnifying the feeling of her under my fingers. I could feel her start to writhe very gently as my touch made her arousal build.

Without warning she pulled away from me, glancing around at our surroundings, then slid her hand down my body and wrapped her hand around my nearly hard cock.

"I can be bad too."

She leaned forward as I lay back onto our blanket, her soft lips just touching the end of my cock, pressing them against the tip but not yet taking me into her mouth. My cock became rock hard in an instant, knowing that we were out in the open, protected only by the wall of our tent. Her eyes locked with mine as she opened her mouth wider, then slid her lips halfway down my shaft. I groaned softly, not wanting to attract immediate attention by being too loud. Her lips worked slowly up and down, my cock impossibly hard. I could feel her arousal as I pulled her hair away from her face, giving me a perfect view. She moaned around my cock as my hands pushed her lightly down against me, forcing more and more into her mouth until her lips were nearly all the way down. She pulled away quickly, gasped for air, and then took me deep again as I moaned again, this time a little louder.

Her one hand moved up and wrapped itself around the base of my cock, moving back and forth in a twisting motion as her lips moved up and down. She suddenly gave a soft moan that was mostly muffled by my throbbing cock in her mouth and I knew that she was using her other hand to touch herself. She knew how much I loved watching her touch herself and now she did it at every opportunity to get us both turned on. I could see her fingers pressing on the outside of the thin fabric of her bottoms, pushing it against her and she continued to suck me.

I was about to reach down and pull at the strings on her hips to strip off her bottoms and ram my cock into her undoubtedly wet pussy when I heard the sounds of conversation getting louder. Knowing that people were approaching, Becky pulled her mouth away and lay back onto the blanket next to me, leaving my hard wet cock sticking straight up into the air. I rolled slightly onto my side toward her to not make it completely obvious just as another couple walked onto the visible stretch of beach in front of us. They were fully dressed and carrying a number of bags and a beach umbrella, obviously just arriving at the beach for the day.

"I could have used another 5 or 10 minutes," I said, with a mischievous laugh. "Then I likely wouldn't have been able to stop."

Becky grinned at me, "You were never the most reliable lookout, it's a good thing we heard them or they would have gotten a full show before you said anything."

We both turned out attention to the new couple, waiting to see if they were going to set up in our view or give us our privacy back.

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