This is a story about a time that I had been staying with good friends of mine, Nicole and Tom. Nicole was very sweet and sexy and I had always had a thing for her, and she knew it and teased me about it frequently. I’m sure Tom knew as well, but it never got in the way of our friendship, I guess he felt a bit flattered by it.
This happened on a Saturday night after the three of us had just finished watching some crappy movie that Tom had rented. It was a little more risqué than he had thought and had lots of great sex scenes in it. Tom was working nights that week and by the time the movie finished it was 11:30pm and Tom was working 12am until 8am. I could tell Nicole was very horny after the movie as she took Tom off to their room in a hurry. I went to mine and like so many nights, listened to them fucking next door. Not 10 minutes must have gone by when the front door closed and Tom was gone. I lay in bed thinking about Nicole and that she surely never got the attention she deserved in that 10 minutes.
Oh well, I thought as I lay in bed jerking off slowly and thinking about some hot scenes from the movie and Nicole lying naked in the next room. Then I got to thinking if it was possible. Could I get the nerve up to go through to her room and was it possible that she would have sex with me. Not a chance, but how would I ever know if maybe it was possible. If anytime was worth trying, it was tonight. She knew I liked her, she was horny as hell from the movie and Tom was gone for 8 hours.
I got out of bed and let my erection fade a bit, then decided to pull on some shorts, just in case it was a disaster and I could make some pathetic excuse. I went into the hall, my nerves calmer than I imagined they would be and tapped lightly on the door to her room. There was no answer, so I tapped a little harder and waited. I could hear her move in bed and pushed the door open and stepped inside. I have no idea how I was making myself so bold, but I was and it felt good.
The door closed behind me and Nicole was sitting up in bed with a white sheet pulled up over her and a few magazines were lying on the bed. “Hi” she said, “I couldn’t get to sleep, so thought I’d read a bit. What’s up?” I stood there with no clue what to say, I hadn’t even thought what I might say when I got into the room and here I was, speechless. My face went red and I just stood there. I think in the seconds that followed, even though I didn’t speak, it was clear why I was there and I could see in her eyes that she knew. “Come over here” she said and patted her hand on the empty side of the bed.
I sat down on the bed beside her. “How did you enjoy the movie” she asked with a smile on her face. “I think I enjoyed it too much “ I told her and then she turned onto her side and faced me. “As long as no-one ever finds out, then you can stay here and we can both get what I think we need, right?” “Sure” was all I could say as she put a hand out and touched my chest as I lay down beside her. I simply closed my eyes and lay back as her warm hand stroked gently over my chest and down across my stomach.
She was still covered fully by the sheet, but I could see her curves under them and she looked great. Her hand went all over my upper half, chest, stomach and up over my shoulders and neck. I could feel my cock moving in my shorts and as I looked down at them, my erection was very obvious. Nicole moved her hand down over my shorts and cupped her fingers under my balls and gave them a gentle squeeze. My cock jumped again and was almost fully erect, then with her fingers, she pulled the waistband down revealing my erect cock. She pulled them down until my cock was fully exposed and tucked the elastic waistband under my balls, pinching them tight. My cock seemed to stiffen even more as she did this and then her fingers wrapped around the top of my cock and she held it in her warm hand. I was not in a great position to touch her yet, so decided to relax until she moved position. She pulled at my foreskin slowly and very gently until the purple head of my cock was appeared. This made me want to cum right then, but I soon relaxed again as she started to jerk me off slowly.
I turned to look at her as she stroked my cock and thought how great this was, it seemed bad in a sense, but I loved it and had fantasized about this happening for a long time. Nicole then brought her hand up to her mouth and licked the palm, leaving a thick coating of saliva on it and then placed it around my cock again. It was smooth and warm as she began to jerk me off and she leaned forward over my stomach, letting her hair brush over my chest. I put both hands on her head and turned her face up towards me, then as she opened her mouth I did the same and my tongue pushed in through her soft lips and into her mouth. We kissed hard for a few minutes and then Nicole slowly moved out from under the sheet and crouched beside me.
I began to push my shorts down and Nicole helped by pushing them down and eventually I kicked them off onto the floor. As soon as our mouths parted, I knew where she was going and I placed my hand on her back and began to caress her lower back and down over her ass. She had a great ass, lovely and firm, but round and not skinny. Her tongue licked down over my stomach as I tried to turn her ass more towards me, then suddenly her hot tongue touched my cock. She licked from the tip all the way down over my balls and then quickly came back up and slid her lips down over the entire length of my cock. Oh fuck, this was good.
I was now fondling her pert breasts with my right hand as they moved back and forth and was stroking her ass and the back of her naked thighs with my left hand. She was sucking me and jerking me off at the same time, which was great, and her ass was moving further up the bed towards my face. I was hoping that she would lift her leg over my head and we would be in a nice 69 position, but she just kept moving closer. I then started to stroke her ass and move my fingers close to her ass and pussy. I slipped a hand between her thighs and moved it up slowly, feeling her smooth thighs, which felt slightly damp. As I got closer to her pussy, it seemed more wet than damp, but I assumed it was sweat or maybe her sweet pussy juices.
Nicole was now holding my foreskin down with one hand, and was alternating with her mouth and other hand as she sucked and jerked me off. She was clearly very horny and was making a lot of noise with her lips and was breathing heavily. Just then, as I was thinking about how wet she was, she lifted her leg up and over my chest, settling with her pussy and asshole only inches from my face. I immediately placed my hands on her ass cheeks and pushed them gently apart. It was now clear why her ass and thighs were so wet. As I spread her cheeks, sperm began dripping from her pussy and I could smell it in the air in front of me. So Tom must have fucked her and cum inside her in that short 10 minutes they spent in bed together. I also noticed something that I had heard her mention in the past, both Tom and her shaved their pubic areas. Her pussy was completely naked, no hair at all on her lips or anywhere around her pubic area, just smooth skin.
Unsure what to do, I just marveled at the sight before me. Nicole’s sweet pussy with warm cum dripping from between her lips and a slick shiny coating of cum down the insides of her thighs. As a few drops of cum dripped onto my chest, I knew that I couldn’t let this prevent things from going any further. I put both hands on the insides of her thighs and stroked upwards towards her pussy, catching a few fresh dribbles of cum from her pussy and smearing them up onto her ass. With cum now on my hands, I started to rub them over her pussy feeling the cum spill out onto my fingers. Then with my hands wet with sperm, I reached down to her chest and massaged the cum into her warm breasts. As I did this Nicole sat back further and her cum soaked ass lowered down closer to my face. I turned to the side and kissed her soft cheeks, licking them and wondering what to do next, the smell of sperm was very strong and was mixed with the smell of her sweet juices. I thought about times I had tasted my own sperm during masturbation, and thought, what the hell!
I took her by the hips and pulled her pussy back onto my face and began to lick the soft skin between her pussy and the top of her thighs. I could taste the salty cum that has started to dry on her thighs, but then moved my tongue under her plump pussy lips and pressed it between them. Her lips parted and I could feel the warm sperm on my lips and tip of my tongue. Normally this would have seemed weird to me, but at this particular moment it made me feel hornier then ever and my cock stiffer than I had ever know it to be. I licked up over her pussy lips and across her asshole, tasting the cum and spreading it over her as I licked at her holes. She opened her thighs wider as I began to suck her lips into my mouth and I could now feel the weight of her pressing down on my face. I pushed my tongue deep into her now and as my tongue swirled inside her, the sperm that was deep inside her pussy started to flow out and into my mouth. It must have deep inside her, because it was still very hot and there was a lot of it. The cum began to fill my mouth as I tongued her pussy, some spilled across my lips and ran down my neck onto the bed, while more of it started to slide down my throat. I was licking her pussy feverishly now and was incredibly turned on by what I was doing and could feel my own cum started to build up inside me.
Nicole had started to rock her pussy back and forth on my face and I assumed that she too was getting close to cumming. I tried hard to hold off the feeling of wanting to cum, but I was so turned on by everything that was going on. I started to mumble that I was going to cum, to give Nicole the chance to pull my cock from her mouth. She heard me and immediately took my cock from her mouth, but then said “Hold on, don’t cum yet” and she turned herself around to face me and straddled me. She then fumbled to get my cock inside her, which felt amazing and extremely hot once inside. Then, as her sweet little pussy started to pump up and down on my cock, she put her arms on the bed beside me and we began necking passionately. I could hear her mumbling “I want you to cum inside me” and “cum in my pussy” as we kissed.
Well, that was enough for me and after no more than 10 or 20 pumps of her cunt on my cock, I was ready. I grabbed her tight around the hips, feeling my fingernails scratching her soft skin, and held her tight as my hips pressed up into her. Her mouth moved away from mine as she began to cum and just as I felt the walls of her pussy contract around my cock, I exploded inside her. The feeling of cumming inside her was so good, much more intimate than cumming on her or even in her mouth. The spurts that went up inside her felt very powerful and there were much more than during normal masturbation. I could feel her legs shaking from her orgasm and held her tight as my cock began to soften and slipped out of her pussy. She straighten her legs down the bed as she lay on me and my cock was still lying between her ass cheeks as the last of my sperm sprayed up across her ass and pussy.
Her head was on my chest as we both relaxed and after a few moments I could feel the cum inside her start to run out off her cunt and trickle down into my pubic hair and down around my balls. I was at that moment that the silence was shattered. “You guys having fun?” I heard loud and clear from the corner of the room. We both looked over to see Tom standing there with the door closed behind him. I subconsciously looked at the time, 12:22am. “Holy shit” was all I could say. All this had happened in about 35 minutes and seeing Tom again tonight was not part of the plan. All Nicole could say was “I thought you were supposed to be working”. “I was, but not anymore” Tom said, as he walked over to the bed and looked at the cum all over his girlfriends ass.
Neither Nicole nor I moved and her ass was well exposed for him to see exactly how far we had gone. “No condom either, you guys must have been pretty horny after that movie. So what happens now then?” I couldn’t think of anything remotely sensible to say, so I said nothing. “Mind if I fuck her now?” he asked in my direction. Nicole sat up and looked at me, then back at Tom, she was clearly pleased that he was acting this way rather than freaking out. “She always said she’d like to fuck two guys at once and your name came up more than a few times as the guy she’d pick, so now seems like a great opportunity, if you’re still up for it?” As he said that he looked at my cock as it lay there covered in cum. I looked down as well and said “Sure, if Nicole’s ……” She blurted out that she would indeed be up for it, before I could finish speaking.
Nicole then turned over onto her back and lay on the bed as Tom began to undress in front of us. I was confused, but decided to go along with whatever was going to happen. Once naked I looked at his cock and he too had shaven the hair from his balls, but had also shaved off all the hair around his cock. It looked weird with no hair anywhere near his cock and made his cock look bigger, but also made it look very clean. His cock was longer than mine, but about the same thickness and was already getting close to being erect. I sat up on the bed as Nicole found her panties under the sheets and used them to wipe some of the cum from her pussy.
Tom then moved to the end of the bed looking up at Nicole, he took the panties from her and started to rub her pussy with them. It appeared at first he was wiping the sperm off, but then became clear that he was trying instead to arouse her again. I watched as he circled her clit with her wet panties and fingered her pussy with them, not caring at all about the cum on his hands. He then took her panties and slipped them over his cock, which was now fully erect, then moved the panties up and down his shaft until his foreskin had rolled back and his smooth, red head was exposed. Nicole got up on her hands and knees and made her way to the end of the bed, taking his cock in her mouth as soon as she got there. I watched as her mouth slid down over him and her hand came up to take hold of the panties and start to slide them up and down his shaft. They were quite well soaked with my cum and as Nicole moved them up and down his cock I could see his shaft glisten with sperm and a few drops of cum drip from the panties onto the floor.
Nicole‘s ass was once again sticking up in the air in front of me and although it was an agreed upon threesome, I wasn’t sure whether to go ahead and join in. I looked over at her ass several times, trying to decided what to do, when Tom said “Are you joining us or not?” “Of course I am” I said and moved closer to her as she opened her legs a little wider for me. “I think Nicole might like it if you were to play with her ass a bit, then maybe we can fuck it. Did you fuck her ass tonight?” “No, no I didn’t” Then without anymore messing around or chatting, I got behind her and began to stroke her smooth ass cheeks again, while gazing at her sweet looking asshole. I started by brushing some cum up over her ass and as my fingers touched it, I could feel her jump a little. I put my fingertips inside her pussy and once coated in sperm, I smeared it over her tight asshole and let my fingers spread it and press it gently. Tom was quite tall and as I was touching her ass and Nicole was sucking his cock, he could see clearly what I was doing. His hands slid down her back and onto her ass cheeks and held them apart as I rubbed around her ass, then he pressed the tip of a finger inside her asshole and pulled it out again.
This drove Nicole nuts and brought a big smile to Tom’s face. I think I had the idea now. As he held her ass open for me I leaned forward and kissed Nicole’s full ass cheeks, then let my tongue glide over her asshole and flick around it, once again tasting the cum that was on her ass. Well, that got me fully hard again and I then locked my open mouth over her asshole and let my tongue slide up inside her tight hole. It was hard to get my tongue inside, but I kept poking and prodding it with my tongue and then when I moved away, Tom would slip a finger inside her, getting deeper ever time. Soon her asshole loosened up and I could easily slip my tongue into it and both of us were now poking her ass with our fingers. Nicole was no longer able to suck Tom’s cock as she could hardly stay still with the attention her ass was getting and it was clear this was a favorite thing of hers.
Tom then moved to the side of the bed and pulled Nicole’s ass round to face him and standing behind her he pulled her closer to the edge of the bed, still on her hands and knees. I got up on my knees to the side of her to watch as he held his cock up to her ass, the panties still hanging around the base of his shaft. I pulled her right ass cheek towards me to help open her up a bit for him and then he laid his rigid cock against her asshole. The head slid up over her several times and then he held his tip and pointed it down at her ass and ever so slowly, the tip sank inside her. It only went so far and Nicole tensed up, then easing up on his cock, it slipped back out. Tom did the same again and this time the head almost went fully inside, but again she tensed up. Then Tom took his cock out and pushed it between her pussy lips and all the way inside her until her panties were pressed firmly between his balls and her pussy. Once again he took his cock from her cunt and now it was very wet and slick with cum and Nicole’s juice. He touched the head against her asshole again and pushed inside. In one fluid motion, the entire length of his cock disappeared between her cheeks and he began to glide in and out of her ass.
My cock was now very hard indeed, but I couldn’t take my eyes from her ass as Tom fucked it with long, hard strokes. Nicole had now flopped her arms and head down into a pillow and was moaning and grunting like crazy, she was basically in heaven with a cock in her ass. I could only imagine being in Tom’s position right now and I really hoped that I would get the chance to fuck her ass. The concentration on Tom’s face was intense as he fucked her each time with the entire length of his cock. I was amazed at how easily he was sliding in and out of her now and I continued to watch closely and gently stroked her ass cheeks and back of her thighs with my left hand, while I put my right hand under her and fondled her breasts. After fondling her breasts for a few minutes, I slid my right hand between her well spread thighs and toyed with her clit before plunging my fingers into her open cunt. She was totally soaking wet and I could easily push three fingers into her and could feel Tom’s cock from inside her pussy as he fucked her ass.
Tom began to change his movements slightly, fucking her ass a little quicker than before and his breathing began to speed up. He was sure to cum soon and I was going to be right there to see it happen, only inches from my face. I became very turned on and moved my right hand over Nicole’s pussy and started to slap her pussy lightly from underneath which made a lovely wet slapping noise. Hearing this noise was a big turn on for all of us I think, as Nicole started to rock back and forth on the bed against Tom’s cock. I rubbed and slapped at her pussy and could occasionally feel Tom’s balls and Nicole’s wet panties hitting my hand, then I felt his balls press against my hand and stay there. I pulled my hand away and looked at Tom’s cock as it began to pulse and twitch and I knew that a load of hot sperm was being pumped deep into Nicole’s ass.
All three of us were still as his cock emptied into her and as he started to withdraw from her, I could see his shaft coated in thick white sperm. His cock left her ass with a faint slurping sound and once outside, two more large spurts of cum sprayed up onto her back, then the last of his cum began to spill out over her ass. Nicole’s asshole did not close fully, but was still open a little and a faint red ring was visible around it. If only I could have taken a picture right then, it was such a great sight. Her asshole slightly open with cum welling up inside it and several streams of sperm running down over her ass and back. Tom took a couple of steps back and said “It’s all yours”. I didn’t need to be advised what to do here and within seconds I was standing at the edge of the bed with my hands on Nicole’s ass and placing my cock on her open asshole. I took up some of Tom’s cum on my fingers and rubbed it on the head of my cock, then putting a little weight behind me, my cock slide quickly and easily into Nicole’s ass.
Tom lay on the bed beside Nicole and turned her face to kiss him as I penetrated his girlfriend’s asshole and began to fuck her like he had only minutes ago. I had hoped again to last longer, but it was no use with all the visual stimulation I had over the last while. I fucked her asshole as steadily as I could, but just then Tom took Nicole’s panties from around his cock and threw them up onto her back, apparently for me. This pushed me over the edge and as I took my cock from her ass and slipped the cum soaked panties over my cock, I began to ejaculate. My cum shot straight up in front of my face and then fell onto Nicole’s back. I quickly grabbed my spurting cock and pushed it back between her cheeks as my cum sprayed around her open hole, then once inside I pressed forward and let the entire contents fill her ass.
Tom was lying on his back and they were kissing softly now and almost as soon as I had finished cumming, Nicole slid forward onto the bed. Her ass once again remained slightly open and as my cock came out of her, I could see her hole was filled with cum. I held my cock over the bed and wrapped her panties over the head as I felt the last of my sperm spilling into the damp cotton. She lay beside Tom and put her arm over his chest as they kissed, then she raised her right leg up across his legs exposing both her holes to me once again. Then they both lay still, no longer kissing, just enjoying their intimate moment together. I looked down at the panties around my cock and took them in my hand. Every inch of them was soaked with sperm or Nicole’s juices and I had already decided to keep them for myself as a reminder and for jerking off into at night. Then as I looked down again at Nicole sweet pussy and ass, I saw her open ass leaking sperm out onto Tom’s leg and it was running down the back of her thigh onto the sheets. I leant forward on the bed and with her panties wiped up the cum that was running down her thigh.
I stood up thoroughly satisfied and gave the cum on her pussy and ass a final wipe up with her panties, then went to the door. I looked at them both for a minute as they fell asleep and wondered if this would ever happen again and not sure if it could ever be the same. I was so glad that something had made me get up at 11:45 and gone through to see Nicole. What a great night.