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Gym Encounter

Category: Group Sex
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“I bet you can’t get him to bar up while he’s exercising,” Emma said to her friend Mandy.

“Oh yeah? I reckon that I could,” Mandy replied. She and Emma had been watching the new guy in the gym. He was well toned, tall, had dark hair and eething grey eyes that they’d both admitted seemed to pierce their souls at the merest glance.

“I dare you to,” Emma replied. They’d been watching him for half an hour now and she was starting to get horny thinking about all the things that she’d like to do to him if she could get him naked and alone. He’d been coming to the gym for a week or so now and the more that the watched, the more Emma wanted something more to happen.

“What do I get if I do it though? There’s got to be some sort of reward.”

“I’ll buy you coffee,” Emma said, grinning.

“Coffee? That’s not a bet, that’s nothing! It’s got to be worth my while honey.”

“Dinner then, I’ll buy you dinner, she suggested.

“Nu uh, make it really worth my time,” Mandy said, her eyes alive with challenge. Emma thought for a few moments. “You get me. You can have me any way you want,” she said quietly, blushing.

“Are you serious?” Mandy asked, her green eyes alight.

“Yes,” Emma replied, her own blue eyes meeting Mandy’s for a few moments before turning downward in embarrassment. Mandy clapped her hands with delight. She’d all but given up on ever getting to do anything with Emma. Mandy was openly bi-sexual, but Emma had steadfastly refused to show any interest in hooking up in any sort of romantic or sexual way, despite several attempts to seduce her. She claimed to be entirely heterosexual even in the face of Mandy’s insistence that everyone was at least a little bit bi.

Mandy checked herself out in the mirror. She was wearing tight black leggings that hugged her hips nicely and a white lycra exercise top over her sports bra, her taught mid drift exposed. “Hmm,” she thought to herself, “this is going to take a little more than just the everyday.” She walked off towards the change rooms, Emma following her.

In the change rooms, Mandy took off her lycra top, followed by her sports bra. Emma watched, wondering what her friend was up to.

Mandy turned towards Emma and started to pull on her nipples. Emma continued to take in the view of her friend, standing with her firm breasts exposed and now, with the attention that they were receiving, her nipples hard and erect.

“I can’t very well just go out there and look like everyone else if he has to get a boner, can I?” Mandy said to Emma grinning.

“I guess not,” Emma replied, her eyes still glued to the vision of Mandy’s hands teasing her breasts. She was surprised to find that it was turning her on. She was conscious of the fact that she’d essentially just agreed to let her friend have sex with her if she was able to get this stud to bar up in the exercise room.

She knew that Mandy wanted her. She’d never failed to take advantage to press her desires on Emma, but Emma had always laughed it off and Mandy had always respected her choice. Lately though, she’d caught herself wondering. She’d even read some lesbian stories on the net and they had done nothing to dampen the curiosity that was budding within her.

Mandy was now pulling her lycra top back on, notably without having donned the bra first. Her nipples stood out like diamonds against the tightly stretched fabric and the colour of her light brown areola was visible through the thin material. Then she pulled the front down further and the edge of her areola was suddenly exposed in the scooped neck of the top, the nipple itself jutting out just below the seam.

“There, feeling confident about your bet now?” Mandy asked, grinning at Emma.

“I think there’s a small chance that I might be in trouble,” Emma laughed in return. Mandy walked past her friend, allowing her hand to glide over her slim hip as she did so, commenting, “I can’t wait to have you Emma.”

Emma blushed again as she turned to follow Mandy, surprised at just how much that simple touch on her hip turned her on. She admitted to herself that when she got right down to the core of it, she wanted to lose the bet. She wanted Mandy to lie naked with her, to touch her and taste her and that this was simply the means by which she gave herself an out, a way to claim that it was just a bit of fun … but really, she wanted it.

Mandy strode out to the weights area where the new guy was exercising. Emma watched the sway of her hips as she strode out, one foot crossing slightly in front of the path of the other, a trick she’d seen Mandy use many times to accentuate the sway of her tight buttocks as she walked. Emma had to admit that it worked very well. Mandy had one of the best butts to watch out of anyone that Emma knew.

Just as she was about to enter the room, Emma saw her turn back towards her and pull her nipples again, making sure that they stayed erect and noticeable as she sat down on the exercise machine directly opposite the new guy.

Emma checked him out. He was wearing a pair of lycra shorts himself. She admired again the tone of his body. He wasn’t overly developed like a lot of the gym junkies that hung around this place, he was almost sculpted in his perfection. Emma found herself wondering just what he had packed away in those lycra shorts.

She noted that his eyes followed Mandy as she entered the room and took up her position. Mandy sat forward on the seat of the machine and thrust her chest out as she grasped the handles and turned them inward and outward, exercising her arms.

Emma walked into the room and sat down on an exercise bike close enough to see what was going on, but not in the line of sight of the new guy. She didn’t want to have Mandy accuse her of sabotaging the attempt. She could see Mandy’s breasts from here, especially the way her nipples sat out so nicely, but she couldn’t make out the colour of her areolae like she’d been able to in the change rooms. She wondered if the new guy could from where he was sitting.

She noted that he was certainly taking some time to admire Mandy and then she shifted her gaze to his cock to see if there was anyway that it could be determined that Mandy was having the affect that she wanted to.

After a few minutes on the machine, Mandy moved to a treadmill not far away, certainly close enough that she could be readily seen by the new guy. Emma noted that whenever she could see that she wasn’t being watched by him, Mandy would give either one or both of her nipples a quick tweak or pull her top back down until they were almost popping out.

She started out at a walk, but quickly shifted the machine to a quicker pace, setting up a slow jog. Even Emma couldn’t tear her gaze away from her breasts when she started jogging. Mandy had c-cup sized breasts and at a slow jog without the restraint of her sports bra, they moved significantly as she ran.

The new guy finished on the machine that he was on and Emma watched carefully to see where he went. He came over next to her and started riding the bike next to her. His eyes remained fixed on the delightful sight of Emma’s friend working on the treadmill. Emma treated herself to a long and lusty review of the new guy’s body as he rode the bike next to her.

At one point he looked across to where she was cycling and busted her looking. Emma blushed furiously and focussed her attention ahead for a while.

When she felt that he was no longer watching, she shifted her gaze back to Mandy, wondering how she was getting on. Emma nearly gasped out loud when she saw that Mandy had now pulled her top down far enough that one nipple was exposed in the scoop of the neck. She wanted to say something, but knew that it must have been done deliberately as part of the bet.

She stopped the treadmill and moved to a machine where she sat on the bench and used her legs to push the weights apart laterally, each repetition opening her up in what Emma thought looked like an invitation, especially with her nipple exposed like that.

The new guy hopped off the bike at this point and moved to a machine closer to Mandy. Emma decided that she would move too. As she did so, she managed to spy his crotch as he turned. He was definitely erect. And even better, he seemed to be packing plenty too!

Emma felt her heart skip a beat as she realised what it would mean for her. Butterflies erupted in her stomach, but she also felt a stirring in her pussy at the thought of seeing Mandy’s face between her legs, staring up at her.

Emma left the room, knowing that she’d lost the bet and not needing any further exercise given that they’d already finished their work out before the issue of the bet had come up.

Emma stood in the shower as she washed the sweat from her body, letting the water cascade over her small firm breasts and her tight stomach. She glanced down at her pussy, wondering what it must taste like and whether she should do something about all the hair. As she soaped herself, she imagined that the hands fondling her breasts and butt belonged to Mandy and the more she dreamt of it and the more she touched herself, the more turned on she became. Her fingers lingered briefly between her pussy lips, threatening to remain and tease her clit until she came.

“You in here Emma?” she heard Mandy call out, dragging her from her reverie.

“Yes, in here,” She said, waving a hand above the height of the stall.

“So how does it feel to lose?” Mandy asked, laughing, “Knowing that I now get to have you anyway I choose?”

“Oh, I dunno, I’ll tell you later I think,” Emma said, shutting the water off and grabbing her towel. She emerged from the stall to find Mandy in the process of undressing, naked to the waist. Mandy grinned as she saw Emma emerge.

“Don’t hide behind the towel,” she teased, “let me see what I’ve won!”

Emma poked her tongue out at her and then just before turning to where her clothes were, whipped the edges of the towel apart to flash Mandy.

“Oh yeah!” Mandy exclaimed as Emma covered herself again, “I’m so going to enjoy this little win!”

She stripped her shorts down her legs, pulling off the g-string that she’d been wearing as well. Emma ran her eye over her smooth, lithe legs, noting that there was only the tiniest strip of pubic hair just above Mandy’s pussy lips. Mandy turned as she entered the shower cubicle, smiling and winking at Emma when she noticed that she was watching.


Mandy scanned the bar as she waited for Emma to show up. She’d told her that tonight she was going to cash in on the win from their bet, but she had a surprise to spring on her as well.

At last she spied Emma coming into the bar. She was wearing a black miniskirt over black pantyhose and black leather knee length boots. She also wore a tight red top over a bra that was clearly pushing up her small breasts, accentuating them. Mandy loved Emma’s small breasts. They were tidy, neat, with small little nipples perched at their peaks and they sagged not a dot when she removed her bra.

“Damn me, you look hot!” Mandy said as Emma joined her at the bar, giving her friend a kiss on the cheek.

“Thanks, I thought that given this was a special occasion for me, maybe I should dress up for it.”

“Well it certainly works, I reckon every guy in the bar watched you walk over here,” Mandy told her, loving the way the compliment made her blush. Emma always had been shy of compliments and Mandy worked hard to build her self esteem whenever she had the opportunity.

Mandy ordered herself another drink and one for Emma and they sat chatting and sizing up the other patrons, comparing and evaluating them as they enjoyed their drinks. After they had been there together for about half an hour, Emma tapped Mandy on the thigh, and indicated towards the door with her head. Mandy casually checked who was coming in and smiled inwardly when she saw who Emma had spied coming into the bar.

“Isn’t that New Guy?” Emma asked Mandy as she turned away so as not to be spotted looking.

“I think you could be right,” Mandy said, smiling at her. Emma turned for a second look and was surprised to see that he was walking straight towards them. She quickly turned back to the bar and picked up her drink.

“Mandy, hi,” New Guy said as he walked straight up to her and kissed her on the cheek. Emma nearly choked on her drink.

“Hey Guy,” I’d like you to meet my friend Emma,” Mandy said, her eyes glittering as Emma flushed a lovely shade of red and swallowed her drink down.

“Nice to meet you Emma,” Guy said turning to her. His voice was deep and rich, like a classic radio announcer’s and Emma nearly melted when his grey eyes met her own blue ones.

“Likewise,” Emma finally managed to stammer out after swallowing her drink.

“Sorry Emma, I know that I shouldn’t have done that to you, but it was too good to pass up. When I finished my work out the other day Guy asked me out for a drink and we hit it off and eventually after a few drinks and a lot of talking I had to confess that the whole nipple slip bouncing boob look had been the result of a bet. Then Guy insisted on meeting the girl that had dared me to give him a boner in the gym.

Emma felt the blush in her face spread all the way down to her chest as Guy cast his eye over.

“What she wouldn’t tell me though is what the result of the bet was. What did she win from you Emma?”

“That is a secret that I think will stay between Mandy and me,” Emma said, wondering if she could blush anymore than she already had. Guy laughed and grabbed a stool and sat down with the two girls at the bar, buying them both drinks.

By the time that they were ready to go home, it was much later than Emma or Mandy had anticipated and they were both quite a bit drunker than Mandy had certainly intended. Guy was charming and funny and both girls were somewhat smitten with him by the end of the evening.

“So are you going to come in and let me partake of my winnings?” Mandy asked when the cab that they had shared pulled up out the front of her apartment.

Emma hesitated, she both wanted to get this over with and postpone it all at the same time. Just thinking about it sent her stomach into a whirl. “Yes,” she said eventually.

Mandy paid the cabbie and took Emma by the hand, leading her into the apartment building and not letting go until they were at her front door.

Mandy turned the key in the lock and then turned back to face Emma. “don’t worry, I promise that you’re going to enjoy this,” she said, pushing the door open behind her and again reaching out to take Emma’s hand and lead her inside.

Emma allowed Mandy to take her hand and lead her into the apartment. She pulled her all the way into the bedroom and Emma simply stood, unsure of how this was supposed to unfold. Mandy took the lead for her, stepping close. Her hands moved to caress Emma’s face, framing it as she took in her blue eyes, high cheek bones and think lips.

Mandy could see the trepidation in Emma’s eyes and was determined to ensure that this was an experience that Emma would like to repeat. She bent her head to Emma’s and their lips met. Gently, tentatively, she pressed her lips against Emma’s and only after several moments did she part her own and slip her tongue out to caress Emma’s mouth.

At the point that Emma’s lips parted and accepted her tongue, Mandy felt a thrill shoot through her body, feeling Emma’s tongue wind around her own as she slowly accepted and melted into the kiss.

Emma felt Mandy’s tongue working its way into her mouth and as she accepted it, felt her body begin to respond. Mandy’s lips were soft and gentle and the kiss was nothing like the somewhat savage kisses that she’d received from the men that had passed through her life.

The kiss broke and Mandy smiled at Emma who could do nothing but return the smile as she enjoyed the euphoria that was the result of her first ever true kiss with another woman.

Mandy took Emma’s hands and brought them to her chest, placing one on each of her breasts. She held her hands over them, waiting. It was only a fraction of a second until she felt Emma squeeze her breasts of her own accord and once she had done that, Mandy took her hands away, leaving Emma’s to fondle her as she pulled her close again, trapping her friend’s hands as she sought out her mouth again.

Emma felt the firmness of her friend’s breasts as she gently squeezed and caressed them, exploring the sensations even as her hands were trapped between them as they kissed for a second time.

“I want to see you naked Emma,” Mandy said to her friend as again they broke apart.

“You’ve seen me naked,” Emma replied.

“Yes, but this time is different.” Mandy turned Emma around and pushed her back until she sat upon Mandy’s bed. Then she knelt before her friend and took her left foot in her hand, raising it from the floor. She ran the zip down the side of the boot and gently slipped it from Emma’s foot before doing the same with the right foot. She ran her hand up Emma’s pantyhose clad calf, her hand moving slowly further and further up her friend’s leg. When she reached her inner thigh, she stopped and slid it back down the other.

Emma could feel the heat of Mandy’s hand through the pantyhose that she wore and realised that it was matched by a heat in her loins that desperately wanted sating. Mandy took her hands again and stood her up, this time seizing the bottom of her top and pulling it up and over her head. Emma shook her brown shoulder-length hair as the top pulled free of it. She was wearing a black satin push up bra and Mandy reached out and traced her finger along its edge, touching the flesh of Emma’s breast for the first time.

Then she reached behind her and released the clasp, dropping the bra away from Emma’s breasts, leaving her standing in just her skirt and pantyhose. Mandy took her time admiring Emma, taking in every detail of her small breasts. The nipples were already erect and Mandy longed to take one in her mouth, but wanted to do this in small steps.

She ran her fingers lightly over Emma’s flesh, tracing around her breasts, back and forth across them, closer and closer to the nipples, nearly but not quite touching them.

Emma realised that she was holding her breath against the anticipation of the moment when Mandy would finally really touch her nipple and made a conscious effort to exhale, then breathed in deeply, her chest swelling with the intake. As she did so, Mandy placed a hand over each breast, her palms covering Emma’s nipples.

Emma sighed at the contact, thrusting her chest forward toward her friend’s hands, feeling them kneed her breasts. Emma waited lustfully for more, her body was on fire now, never had she known such anticipation, not even the first time that she’d had sex with a man had stirred her to such heights and she hadn’t even really begun.

Mandy moved her hands from Emma’s breasts, shifting them down, caressing her taught stomach until she reached her skirt. This she pulled down her friend’s legs, kneeling as she went, pulling the skirt down until Emma stepped from it. Mandy could see the outline of a black thong beneath the pantyhose and she traced its outline with her fingers before running a finger directly over Emma’s pussy. She couldn’t help but note that Emma shifted her legs slightly, parting for her at the touch.

She leaned forward and placed a kiss delicately upon the front panel of the thong and then moved upwards until she could kiss and lick at her friend’s tummy. As she did so, nibbling occasionally, she slid the pantyhose down Emma’s slim legs, dragging the thong with them so that finally Emma stood naked before her.

Mandy stood in front of her friend again, excited, her lust knowing nearly no bounds as she contemplated just how to go about this. Where should she start? She decided to start by pushing Emma back on the bed again, laying her down like a feast awaiting the devouring hoard. Mandy climbed over her friend, kissing her as she held her body over Emma’s, Emma’s return of the kiss had become more insistent, more desirous than her previous kisses and Mandy knew that she was stirring her blood, driving her desire higher. She began a slow process of kissing and licking her way down her friend’s body.

Emma moaned as she felt Mandy’s tongue contact her neck, licking and sucking lower and lower, down over her collar bone, across her chest towards her nipples, which she couldn’t recall ever being as erect as they were at this moment in time. When Mandy’s mouth finally closed over her left nipple, Emma arched her back, thrusting herself towards the suckling contact. It was like have electricity arcing through her it was so intense. Mandy pinched her right nipple with her hand as she sucked on the left and Emma allowed her hand to clamp down over her pussy, wishing that she was receiving attention there as well. She couldn’t believe just how wet she was when she touched herself, though she resisted her desire to part her lips and pleasure herself.

Despite lingering for a long time on Emma’s breasts, Mandy wasn’t about to spend all her time there and when she knew that she had Emma completely worked up and likely to submit to anything, she started travelling further down her body. She licked and nibbled, using her tongue, her lips, her teeth and her fingers to touch and caress Emma’s body, reading her reactions and noting where she drew pleasure, where she flinched as though tickled and what she shied away from.

Emma found that as Mandy finally approached her pussy that she was holding her breath again. She breathed deeply but soon lost track of what she was doing as she felt Mandy’s hands upon her inner thighs, parting them.

Mandy took her time surveying the beauty of Emma’s pussy. She kept her pubic hair neatly trimmed. A neat triangle that extended down towards her lips which were covered in a short covering of hair as well. Mandy ran her fingers through the patch and down Emma’s lips. She could already see a bead of moisture trickling down from her pussy towards her anus and it convinced Mandy that there would be no turning back for Emma after this.

Delicately she ran her finger down between Emma’s lips, feeling her juices, slick against the soft pink skin of her inflamed labia. Mandy wished that she could shave her and see her lips hairless, but she figured that that was something to work towards at another time. For now, she was just going to enjoy the treasure that waited before her. She slid her finger into Emma’s vagina and then brought it to her lips, telling Emma how good she tasted.

Emma had propped herself up on her elbows, watching as Mandy began her exploration and again she realised that as Mandy was moving her head into a position to lick her pussy, that she had stopped breathing. There was nothing that she could do to get it going though; she simply had to hold it until she felt the first amazing contact.

It was far from the first time that Emma had had a tongue caress her pussy, but it was the first time that it had ever been done by a woman and there was something indescribably special and thrilling and wonderful about the experience. After the initial moments of ensuring that she could see Mandy work her magic, she was forced to throw her head back and then subsequently, lay back on her back again as pleasure shot through her body again and again with each touch of Mandy’s tongue on her pussy and clit.

Concentrated attention on her clit meant that there was no way that Emma was going to be able to hold for very long and she cried out as a first orgasm rocked her world. Mandy slithered back up alongside her and kissed her deeply, sharing the taste of Emma’s pussy with her. Emma kissed her eagerly, knowing that she was tasting herself for the first time and not even caring she was so aroused.

“Oh fuck Mandy, that was so amazing,” she said quietly a few moments later as her pleasure subsided.

“I’m glad you enjoyed it so much, it was as wonderful to taste you as I have always imagined it would be.”

“There’s just one thing,” Emma said and Mandy wondered if she was blushing again. It was hard to tell whether that was the case, or wether it was just that she was still flushed from her pleasure. Emma’s pale complexion and long blonde hair meant that when she’d been exercising, she went a quite a vivid shade of red.

“And what’s that, beautiful one?” Mandy asked, tracing a finger over her friend’s breasts, teasing her nipples.

“You’re not naked.”

“Well it wasn’t really necessary, I got what I wanted from the bet, to make you scream with your orgasm,” she smiled.

“Yes, but I want to see you naked, I want to touch you like you touched me,” Emma said, rolling onto her side and placing her hand upon her friend’s breast and squeezing it.

“Well when you put it like that, what are you waiting for?” Mandy grinned back at her. “I just didn’t want to push you honey.”

“Strip for me Mandy, I want to sit here and watch you undress,” Emma requested. She then sat and watched as Mandy slowly and seductively removed all of her clothing until finally she stood before Emma naked.

Emma surveyed Mandy’s body, drinking in the detail, eyeing off her full breasts. She stood from the bed and took Mandy’s large firm breasts in her hands, squeezing and manipulating. Mandy leaned in to kiss Emma, who accepted it with new-found enthusiasm.

As they kissed, Emma turned her friend around so that now Mandy had her back to the bed. She pushed her backwards until Mandy sat down, then allowed Mandy time to move onto the bed before climbing onto it with her. Emma sat beside Mandy and ran her fingers all over her body, touching her finger tips lightly against the flesh of her breasts and tummy, alongside the small patch of hair above her labia.

“Wow Mandy, you are so gorgeous, I’ve never really taken the time to study you like this before.”

“Thanks, Emma. That means a lot to me. I can’t say the same though, I’ve studied you naked every time I’ve ever had a chance at the gym,” Mandy replied, grinning.

Emma lowered her head to Mandy’s breast and for the first time since she was a babe, took another woman’s nipple into her mouth. She sucked and played with it, flicking her tongue over it, rolling it, catching and pulling it between her lips. Mandy moaned, encouraging her friend, but Emma had other things on her mind.

Releasing Mandy’s nipple, she moved so that her head hovered over Mandy’s pussy. She reached out with her fingers and ran them over the small patch of hair and then down to touch her labia. Mandy parted her legs to give Emma access and Emma began to explore everything about her friend’s pussy, starting with light caresses and touches either side of her slit.

Mandy’s labia were swollen with desire and her pink inner lips were poking from between them. Emma ran her index finger over them and it slipped gently between them. Mandy spread herself further and Emma watched as her friend’s pussy opened in front of her. She applied more pressure with her finger and it slid between her lips. With that parting, Mandy’s clit became clearly evident, poking out excitedly, begging for attention.

Emma ran her finger in a circle about Mandy’s clit before rubbing it harder. Mandy moaned and Emma continued to apply pressure and movement to her little nub of pleasure.

Emma pushed a finger deep into Mandy’s pussy, feeling it slide into the wet warmth, marvelling at how different it felt to connect to only one end of the sensation as opposed to when she masturbated and inserted a finger into herself. A second finger quickly joined the first and Emma was soon working them in and out, watching Mandy’s pussy as she accepted the pleasure that her friend was offering.

Emma could see the moisture glistening on her fingers now as she continued to work them in and out of her friend. Remembering the sensations of Mandy’s tongue on her own pussy and with growing curiousity, Emma withdrew her fingers. She used them to part Mandy’s lips and lowered her head; her tongue tentatively snaking out, seeking to taste another woman for the very first time. She wasn’t sure what she expected, but she wasn’t disappointed. He tongue lightly flicked along Mandy’s lips as she absorbed this new sensation and taste. Mandy’s lips were smooth and slick in their puffy, moistened state and Emma enjoyed running her tongue back and forth along them. She wanted Mandy to cum though and thought that licking her clit was probably a much better way to get her to achieve it.

Emma flicked her friend’s clit with her tongue, feeling her hips flinch at the contact and hearing her moan in response. She circled the clit with her tongue, working it around and around and then rubbing back and forth, using the knowledge of what she liked to try and get her friend off.

It worked. Minutes after she had started, she could hear Mandy’s breath coming in ragged gasps as she neared the point of no return. Emma pressed harder with her tongue and rubbed firmly against Mandy’s clit and Mandy cried out, her stomach fluttering and pussy convulsing as her orgasm washed over her.

“My god, you are a natural,” Mandy said to Emma later as they lay sleepily in each other’s arms, their naked bodies touching, reminding Emma of what she had just done.

“You think so?” Emma asked, smiling to herself, pleased that her friend had enjoyed her attentions.

“Oh believe me, I know you are,” Mandy replied, planting a kiss on Emma’s neck before draping her arm over her and allowing her hand to cup her friend’s small breast.

Moments later, there was nothing to be heard from the room but the soft sounds of their breathing as they lay sleeping together.


Emma and Mandy sat at the bar, waiting. They were expecting Guy to come in and have a drink with them again.

“So have you spent any time with Guy since we last me up?” Emma asked Mandy.

“No I haven’t, I tried calling him a couple of times, but he says that he’s been really busy with work and that this was the first chance that he’d had to get out and have a drink.

At that moment Guy walked into the bar and both women fell silent as he approached. They all greeted each other and Guy leant in to each of the girls planting a kiss on each of their cheeks.

They grabbed some drinks and chatted for a while. When Guy got up to go to the toilet, Emma turned confidentially to Mandy.

“You know I think I really want to fuck him.”

“Oh, so I mean nothing to you now? One night of bliss and that’s it?” Mandy teased. Emma poked her tongue out at her in response. “Of course not, but I feel like that I need to let you have the first go, after all, you were the one that had the guts to go through with that crazy bet that started all this.”

“Well, I appreciate that and must admit that I’ve found myself on my bed with a vibe inside me wondering how he’d compare,” Mandy laughed.

“What no dreams of me then?” Emma responded, getting her own back.

“Oh I always think about you,” Mandy assured her, winking and placing a hand high on her friend’s thigh. Emma blushed.

“Well if you want, say the word and I’ll let you have first crack,” Emma said quietly before indicating that Guy was returning from the bathroom.

Several drinks later and Emma needed to pee. Mandy offered to go with her but Emma told her it wouldn’t be nice to leave Guy alone at the bar … someone might decide he was too yummy to leave alone. Guy laughed good naturedly.

“So what’s the story with your friend Emma?” he had asked her as their conversation continued during the night.

“Hmm, what do you mean?” she’d asked.

“I mean is she single? She’s gorgeous and so I’d expect her to have some sort of relationship going and it’s easier to ask you than her.”

“Nice, I’m the one here in the bar with you and you ask me about her? You sure know how to dash a girl’s high spirits.” At least he had the good grace to wince she noticed having put him in his place. “If you must know, she is in fact single. I take it that you’re interested?”

“Yes I am actually,” he said, blushing.

“Well I’ll take that on board and give it some thought, Mandy said, wondering what she might do with the information.

The night was a lot of fun for all three of them, drinking, laughing and enjoying the company, flirting outrageously, Guy with Emma, Mandy with Guy and Emma with both of the others. Eventually though it was time to go home.

There was a lot of hesitance, everyone knew they had to leave, but Mandy was reluctant to leave Guy alone with Emma because by this time she was determined that she’d like to have a chance to sleep with him. Guy was trying to hang around to get a chance to speak to Emma alone, something that his best efforts had failed to produce through the evening so far. Emma was keen to let Mandy speak to Guy, but when she tried to leave, Guy kept dragging her back into the conversation.

“How about a night cap at my place?” Mandy suggested when they’d failed to say goodbye to each other for about the fifth time. Emma looked at Mandy to try and read her intent and Guy seemed to hesitate, waiting for an indication as to what Emma was likely to do before he committed himself.

“Sure,” Emma said and was quickly echoed by Guy. They grabbed a cab and all headed back to Mandy’s place where she provided them with drinks before putting some quiet music on the stereo and joining them. Guy had seated himself on the couch next to Emma and Mandy had to content herself with sitting opposite him.

Emma could feel Guy’s presence but was concerned about the fact that Mandy clearly wasn’t happy about being left out of the action. She allowed Guy to lean close, but drew the line at his attempt to allow his hand to linger on her knee.

Mandy disappeared after awhile, announcing that she had to pee. When she returned, it was obvious to Emma that she’d removed her bra and she’d undone two buttons of the red blouse that she’d been wearing. The first button that was now doing its job must now have been as low as her nipples. Emma eyed off her friend’s nipples. They had clearly been stimulated as they stood out perky and firm against the soft fabric of the blouse. She glanced across at Guy and noted that he too was taking in the view that Mandy’s change had provided … cleavage and nipples.

“I think I’ve got some chips and dips around in the kitchen, hang on,” Mandy said after a couple of minutes. She got up, leaning forward so that the blouse fell away from her breasts slightly, giving Emma a glimpse of even more of her breast and probably a massive eyeful to Guy whom she turned towards as she stood up.

“I think she likes you,” Emma said to Guy as Mandy rustled around in the kitchen.

“I think I like you,” Guy said very directly to Emma, causing her to blush.

“Oh,” Emma replied.

“Is that a problem?” Guy asked.

“Well sort of. I mean, I like you as well, I just have this issue that I know that Mandy’s really keen and I’m not sure how she’d react to being left out of this,” Emma replied.

Just at that point, Mandy returned with some chips and dip and placed them on the coffee table between where she was sitting and where Emma and Guy were sitting, again giving them a long and lingering view of her firm breasts as she bent over the table. When she sat down again, she managed to ensure that her skirt rode up her thighs and over the next couple of minutes, with shuffles and small movements, exposed her underwear.

Emma kept half an eye on Guy, seeing how he was reacting, wondering if Mandy’s overt attempt to lure him was being successful. Emma decided that it was time to give her a better shot at her attempted seduction and announced that she needed to pee, leaving them alone together.

When Emma returned, she found that Mandy was sitting alongside Guy and had her hand on his thigh. Guy looked almost sheepish when Emma walked back into the room.

“Guy and I had a nice little chat while you were in the bathroom Emma,” Mandy said, grinning at her friend.

“Oh? What did you chat about?” Emma asked, taking the seat that Mandy had vacated over the other side of the coffee table. She glanced at Guy and couldn’t quite pick what the expression on his face was …embarrassment? Anticipation?

“Oh just the fact that I want to fuck him and he wants to fuck you and the fact that I’ve already fucked you …”

“What!!!!?” Emma gasped. “Fuck, I was only gone for a couple of minutes!”

“I know, but I’m so horny I needed something to happen tonight and so I moved things along a little quicker than I might have normally done,” Mandy laughed, looking a little sheepish.

“And so where did this quick conversation go?” Emma asked.

“Well we didn’t get much beyond the fact that the thought of me and you having sex together gave Guy a massive boner,” Mandy laughed, dropping her hand to his lap to indicate to Emma the state of his erection.

“God I don’t know what to say,” Emma said, leaning back, her eyes focussed on guy’s cock, pushing against his jeans, Mandy’s hand now rubbing on it slightly.

“I think I have a solution though,” Mandy said. Both Emma and Guy looked at her, waiting.”

“We could share. Why don’t’ we have a threesome?” Mandy asked

“Holy crap Mandy,” Emma blurted. Guy just watched Emma, obviously seeking some clue. Emma looked from guy to Mandy and considered what it might mean. As she had been in the time leading up to her experience with Mandy, she was again surprised to discover that the idea actually turned her on.

“What do you think Guy, are you up for it?” she said after several minutes of strained and extended silence.

Guy was almost successful in hiding his grin. “Well I have to confess that being a guy, its always been a fantasy of mine.”

“Alright!” Mandy exclaimed and started undoing the buttons on her blouse. Guy and Emma watched as she quickly exposed her breasts.

“I want you each to suck on one of my tits!” Emma and Guy both laughed at Mandy’s enthusiasm.

“Gee Mandy I don’t actually remember saying yes,” Emma said.

Guy laughed, but reached out to cup one of Mandy’s large breasts in his hand, squeezing and kneading it.

“Yeah, but I know you want to,” Mandy said, offering her the breast that Guy wasn’t yet touching.

Emma knew that Mandy was right. She did want this and it was a solution to the dilemma of how to fuck Guy and not piss her friend off. She stood up to move around to the other side of the couch so that she too could begin to pleasure her.

“Wait,” Mandy suddenly said as Emma was about to sit beside her. “I think that we need to make some room.” Then she stood up and started pushing furniture out of the way to clear an area of the carpeted floor before lying down on her back and beckoning the other two towards her. Emma took up a position on her left and Guy on her right and then they each took a nipple in their mouth and began sucking and nibbling her breasts.

“Oh god, it feels so good to have them both sucked at once,” Mandy exclaimed. Emma rolled her friend’s nipple between her teeth lightly and then sucked it hard and deep into her mouth, loving the excited tension that she could feel in it. Then she felt Mandy’s hand on her head, pulling her towards her mouth and she acquiesced, joining Mandy in a kiss.

“That is so hot,” Guy commented after a few moments of watching them kiss each other.

“You have to kiss me too,” Mandy said to him, reaching out to pull him closer. Guy and Mandy kissed and then Emma decided that she too should get some of the action and after he’d broken from Mandy for a breath, kissed him over the top of Mandy so that she was able to see their mouths and tongues working together. Emma felt a hand on her breast and realised that Mandy had slipped her hand up under her top to caress her bra-clad breast and tease it.

“I think that its time that we got to see what you’re packing Guy,” Mandy said. “Get it out so that we can suck on it.”

Guy grinned and stood up, pulling his t-shirt over his head before sliding his jeans and boxers down in a single movement. His cock sprang up towards the ceiling as it was freed and Mandy and Emma both lauded him for its size and girth.

“Sit on the couch,” Emma suggested and Guy sat down and leant back, his erection lying against his stomach. Emma noted that the head of his cock almost reached his belly button as she and Mandy took up positions on their knees on the floor, one either side of him.

Emma reached out first and wrapped her hand around his erection, lifting it away from his stomach. She loved the feel of the soft skin in her hand, experimenting, she slid it up and down the length of his shaft, feeling it move over the hard interior.

“Like the first suck?” Emma offered to Mandy, grinning as she pointed the cock in her friend’s direction. Mandy didn’t hesitate, but dropped her mouth down over the end of Guy’s cock as her friend held it for her, feeling the smooth skin glide over her tongue as she plunged her head down as far as she could and the sucked back up its length.

She continued to work her mouth over Guy’s cock, with Emma providing a counter point, her hand working the base of his shaft as Mandy sucked it fervently.

“I forgot how much fun it could be to suck a cock,” Mandy said, coming up for air. Emma took the opportunity to lower her own mouth to the head of Guy’s cock and start pleasuring him, running her tongue around the head, swirling it around before sucking the tip with a long and lingering slurp. Mandy lowered her head down and licked at the base of his cock as Emma sucked at the top. As Emma continued, Mandy moved up the shaft until she was licking at Emma’s lips as they slid over the skin of Guy’s cock.

They both looked up at Guy as their mouths met in a kiss just over his cock, brushing against it occasionally and even kissing around the head of his cock as he moaned in response, feeling the tension building within himself.

“I think that you should fuck him,” Mandy said to her friend as the kiss broke apart.

“Don’t you want to go first?” Emma asked, aware of just how much Mandy had wanted this.

“I want his cum, you can fuck him first,” Mandy told Emma. Emma agreed. Guy looked on, hardly believing that these two gorgeous women were having this conversation about him as if he wasn’t even really there.

“Get naked Emma,” Mandy told her friend. Emma stood up and disrobed in front of the two other people in the room whilst they provided her with plenty of encouragement and many compliments on her tightly toned body.

Now naked, Emma moved towards Guy, standing on the couch before dropping to her knees over his cock, facing toward him. Mandy stopped her just as she was about to reach down and guide his cock within herself.

“Let me make sure you’re ready,” Mandy said and she slipped her under Emma, feeling for the moisture that she anticipated finding. She wasn’t disappointed and easily worked two fingers inside her friend’s pussy.

“Mmm, feels like she really does want this,” Mandy said to Guy, withdrawing her fingers to show Guy just how wet they were. She took them in her mouth and sucked them clean. Then she reached down and took Guy’s cock in her hand, leaned over and sucked it wetly before pointing it up at Emma’s pussy.

Emma sighed as she felt the tip of Guy’s cock rub against her pussy for the first time. She wiggled her butt around, trying to assist Mandy in directing it into her pussy. Then she sat down slowly, feeling his large erection slide between her lips, stretching her wide.

She moved back and forth slowly, working it further and further into her pussy with each downward movement.

“Fuck that’s good,” she said as she was repeatedly penetrated. Guy groaned with his own response to the pleasure that he was feeling on his cock and reached up with his hands to feel Emma’s small breasts, her diamond-like nipples spearing into his palms.

Mandy moved behind them and reached between them, caressing Guy’s balls and running her fingers either side of his cock along Emma’s wet swollen lips. Each time she drew her hand back, she let a finger linger along the entrance to her friends butt hole. Emma wiggled, not wanting that particular attention.

Mandy stood behind Emma, her hands reaching around in front to play with Emma’s breasts as she crushed her own against her friend’s back. Emma rode up and down Guy’s cock. Mandy then moved around so that she could kiss Guy and have him suck on her tits.

“I think we need to make Emma cum, Guy,” she said after watching the two of them fuck for a bit longer.

“And how do you propose that we do that?” he asked, grunting as Emma slid back down on the entire length of his cock.

“Turn around Emma and slide down his cock so that you’re facing me, not him,” Mandy instructed. Emma stood up and turned around. Mandy grabbed Guy’s cock again and once more guided it within her friend’s pussy.

“Now, lean back a bit, I’m going to lick your clit.” Emma leaned back against Guy, who leaned sideways to see what was going on. Mandy knelt between the tangle of legs and began licking at Emma’s pussy, her tongue sliding over her clit and also moving down over her lips, brushing the side of Guy’s cock as he was buried in Emma’s pussy.

“Mmm, if he was in your arse Em, I could really go to town on your pussy,” Mandy said as she worked over Emma’s clit.”

“Yeah, well that’s not happening, so just enjoy this,” Emma laughed. Guy’s hands closed over Emma’s breasts and she closed her eyes as she dealt with the myriad of pleasures that she was now being subjected to. Her nipples were more erect than she thought she could ever remember and her pussy juices were almost flowing constantly she was so wet. Mandy sucked hard on her clit and she came, her pussy grabbing at the cock that was buried within it, her body shuddering. She whimpered at the intensity of the pleasure.

After allowing her a couple of moments to sit there, Mandy asked her to move from Guy’s cock and took it in her mouth, tasting Emma all over it. She sucked him up and down his length and then looking up at him, asked, “Want to fuck me doggy style?”

“Works for me,” grinned Guy. Mandy climbed up so that she was kneeling on the couch, leaning over the back of it and Guy stood behind her, her elevated position placing her pussy at the perfect height for him to stand as he fucked her.

He guided his stiff cock to the entrance of her sopping wet pussy and slid himself home, feeling Mandy push back against him as he penetrated her. He felt her lips slide along the length of his shaft and then slowly drew himself out again. Mandy urged him to keep it going, slowly to slide in and out of her pussy. Guy maintained a slow and steady rhythm in and out until Mandy started moaning and asking for it harder and faster.

Emma watched the other two fucking and felt that given that this was a threesome, she should be participating in some way. She moved onto the couch and started to play with Mandy’s ample breasts as she was fucked. Mandy turned and grinned at her, saying, “Kiss me.” Emma moved closer to Mandy and they joined their mouths and tongues in a passionate kiss as Guy kept working Mandy’s pussy with his cock.

“Oh fuck, I can’t keep this up, I’m going to explode,” Guy announced.

“I want to taste you,” Emma said, moving to sit on the couch, her head level with the point where Guy’s cock was pistoning in and out of Mandy’s pussy. Guy pulled his cock from Mandy’s pussy and watched lustfully as Emma seized it with her hand and guided it to her mouth, sucking quickly up and down, her hand pumping the lower half of Guy’s cock. Emma could tell that Guy had reached the point of no return and told Mandy that if she wanted his cum, she’d better be quick. Mandy quickly joined Emma on the couch and sucked on Guy’s cock, just as he lost control and erupted. He shot again and again and Mandy swallowed it, licking and sucking, Emma watching her until he had no more to give.

Emma looked at Mandy and said, “Your turn to cum.” Mandy grinned and sat on the couch with her legs spread as Emma moved to position herself between them. She commenced licking her friend’s pussy, her tongue working all over it and between her lips as she sought to bring her to orgasm.

Guy watched Emma eating Mandy’s pussy and the excitement of the sight was enough to start his cock hardening again. He stroked it, encouraging it so that he might get a chance to extend this dream-fulfilling experience.

Mandy had her head back and eyes closed, her hands kneading her breasts as she enjoyed the attention of Emma’s tongue. Guy moved back onto the couch and sucked on her nipple.

Mandy reached out with her hand and grabbed his cock as he sucked her tit, telling him how pleased she was to find it hard and erect again. “Let me suck it,” she insisted, urging him to get his cock to her mouth. Guy knelt upon the couch next to her and allowed her to suck his cock some more.

“I think you should get down there and fuck Emma from behind Guy, I want to see you pounding into her while she licks my pussy.” Guy smiled at Mandy and did as she suggested, moving in behind where she knelt on the floor. Emma’s only response was to wiggle her arse at him as he probed between her lips with the tip of his cock. She pushed back, sliding onto him as she took a brief break from Mandy’s pussy.

“That is such an awesome sight,” Mandy declared when Emma resumed eating her, her face bumping harder against her pussy each time that Guy thrust into her. It wasn’t long until Emma’s attentions on Mandy’s pussy paid dividends and Mandy was screaming with delight as her body was rocked by her orgasm.

Seeing Mandy convulsing in pleasure, Guy fucked Emma hard and swift from behind. Emma had her hands placed on the couch on either side of Mandy and was pushing back against each penetration, loving the feeling of Guy’s cock deep inside her pussy again.

“Oh fuck, here I go again,” Guy declared.

“Fill my pussy, Guy, I want to feel you explode inside me,” Emma said out loud. Mandy encouraged them both as she sat and watched, Emma still between her legs as she was fucked.

Guy pumped Emma for all he was worth and then held sill, his cock deep inside her as it ejected its second load of sperm.

Emma moaned as she felt the release deep inside her. Guy allowed his cock to slide from her pussy and Emma rolled over onto her back, feeling his seed inside her.

“You don’t get off that easy,” Mandy declared and before Emma realised what was happening, she had moved between Emma’s legs and started licking at her pussy again. And as Emma felt guy’s cum start to ooze from her pussy, she felt Mandy’s tongue dart down from her clit, to lap at the entrance to her pussy.

Emma heard Mandy slurp the cum up and was quite astounded. It wasn’t something that she ever would have thought of doing but when her friend did it, she found the thought of something so ‘dirty’ quite exciting. Certainly by the time that Mandy was finished, she was moaning and writhing on the floor, close to another orgasm.

At this point, Guy moved in behind Mandy and rolled onto his back, pulling her pussy down to his face so that he could lick it as she made Emma cum yet again. Emma soon screamed. She was spent. Mandy sat back and raised herself over Guy’s face as he worked to satisfy her pussy, only too happy to oblige and assist with his efforts, grinding her sensitive pussy against his face until she too exploded.

The three of them tumbled apart and recovered, sharing a final drink before deciding that it was too late and too much effort for anyone to bother making their way back home. The two girls climbed naked into bed each other and Guy fell asleep on the couch, snoring and dreaming of pussies.

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