Movie Night

It was movie night. We both enjoyed movie night, especially when we went to a different theater like we did this time. Often it ended up being date night, but this time, we had a friend that wanted to tag along. We had no problem with that, seeing that we both got along with her fairly well. We were in Dallas for the evening and had booked a suite for ourselves just for fun. We were going to meet our friend here, since she wasn't staying overnight.

We got to the ticket counter and I bought three tickets. Then we waited for Rhaella. Rae liked many of the same things we did, and we were hanging out more and more often. This was a late night showing and the theater was virtually empty. I snuck a quick kiss from my wife and she responded by glancing around the theater quickly to see if anyone was watching us. They weren't so she quickly lifted her dress to show me she wasn't wearing any panties. I smiled, I loved it when she did creative, naughty things like that. I grabbed her ass, massaging her wonderful butt cheek in my hand for a quick second before she put her skirt down again. We kissed again, slow and long. Suddenly, we heard the front door opening. We looked and saw Rae walking in.

"Hey," she called out, walking toward us. She was wearing a flowing dress "Looks like you two are having fun." She winked, "I was just at the glass door a minute ago, but I didn't want to spoil your fun." Her eyes moved pointedly toward Sonia's ass.

Sonia blushed for a moment, but then replied playfully, "You just get off on being a Peeping Tom."

"Maybe I do," Rae said with a mischievous grin. "So are we gunna watch something other than you two?"

"Oh you liked it," Sonia replied. "But yeah, lets go get our seats." We walked toward our theater.

"Here's your ticket," I handed Rae her stub, while Sonia kept walking.

"Now that I know she isn't wearing anything under there I can't help but look," Rae confessed. "She has a great butt, I can see why you like to squeeze it."

"She does," I agreed. "And it is a great view." I smiled.

We caught up with Sonia and each walked beside her. I put my right hand firmly on her left cheek. A second later, I was surprised to feel a hand on her right cheek as well. Sonia stopped walking in surprise. Rae giggled.

"What? I wanted to see if it was as nice as it looks. Don't worry it is." She put her hand back firmly and confidently on Sonia's cheek. Sonia seemed unsure for a moment, then reciprocated by putting her hand on Rae cheek as well.

"That's not fair," Sonia said. "I'm not wearing any panties, while you clearly are." Sonia roamed her hand over Rae ass. "Right there, I feel it."

"Oh, I can fix that," Rae said. "Just wait a bit." As she was talking we made it to our theater number. I opened the door of the theater.

We sat down about three rows in, Rae went first, then Sonia, and I took the last seat. The theater was empty, which was odd for Dallas, but we hadn't seen this flick on opening weekend so it wasn't too surprising.

As we got comfortable in our seats, I heard Sonia squeal. I looked over to her and noticed she was watching Rae wiggle in her seat. For a second, I didn't understand what was going on, then it dawned on me that she was trying to slyly take off her panties.

Rae continued to wriggle her panties off and then past her shoes. She triumphantly waved them at waist height before playfully tossing them on Sonia's lap. Sonia's eyes widened for a moment, then she smiled a sly smile as well. She held them up to her nose and took a whiff.

"Hey!" Rae whispered, "Now that's not fair! I didn't get to sniff yours!"

"That's what you get for wearing them in the first place," Sonia retorted playfully. Rae tried to grab her panties back, but Sonia handed them to me. "Put these away," Sonia said as Rae tried to get them. "Don't let her have them back." I put them in my pocket quickly, but not before noticing that they were quite damp.

"That's so not fair," pouted Rae. Then, quick as a blink, her hand darted under Sonia's dress and her fingers found moisture. She gleefully held up her fingers as a trophy and sniffed. "I win!" she shouted.

Not to be outdone, Sonia tried to get her fingers between Rae's legs as well. Rae playfully fended her off, so Sonia switched tactics and took a handful of bosom, which Rae reciprocated right away.

While watching my wife and her friend grab each other, my cock grew hard. They were only being playful but I just couldn't resist, so I moved my hand under my wife's dress and started to stroke the outside of her pussy. She moaned, and Rhaella noticed what I was doing. Her eyes caught mine and I could see she had an idea. She scanned the room to make sure no-one could see us, and then she nuzzled her face into Sonia's breasts. Right when she did, I pushed my fingers deep into Sonia's pussy. I felt it throb in reaction to the two stimuli.

"Oh!" Sonia gasped. "Ohhh!!" Rae and I could both feel her orgasm between us. My own cock throbbed and I saw Rae slip a hand under her own skirt to play with herself. Sonia tried to keep herself quiet but she was falling as I continued to massage the inside of her pussy.

Right then, we heard the theater door open and quickly sat in our own seats as if nothing had happened. Rae was still giggling, and Sonia's face was flushed. Another couple was walking in, and they sat fairly far away.

"Great," Sonia said. "Now you got me all worked up."

"Don't worry," I replied. "We can finish later."

More people filed into the theater, disrupting our activities. We enjoyed our movie, but I could tell each one of us was a bit distracted. As the movie progressed, I noticed Sonia move a hand onto Rae's thigh and Rae doing the same. They both slowly teased each other. Again, I felt movement in my pants, watching them.

The movie continued and was actually quite good. The girls continued massaging their thighs as they watched, which looked quite comfortable. As the movie ended, people started shuffling out. We also stood up.

"Well, I guess its time to part ways," said Sonia, with a hint of disappointment.

"Not so fast," Rae replied. "You took my panties. It's only fair I get a pair of yours." Her eyes gleamed again.

"Fair is fair," I replied. "But you'd have to follow us to our hotel to get them. Do you have time?"

"Oh, I think I can make time." She smiled. "Shall we go?" We started walking toward the exit. Everyone else had already gone.

As we left the building, I turned to Rae and asked her if she wanted to leave her car here and ride with us. She agreed, so we all piled in our car. I drove and Sonia rode up front, while Rae sat in the back. Our drive was short, but I noticed that Rae seemed distracted in the back. Glancing at the mirror, I noticed she was discreetly stroking herself under her dress. I nudged Sonia and she looked as well. Of course, now Sonia's next idea was to do the same thing, and before I knew it, both girls were masturbating while I drove.

This time it was Rae that let out a little moan, and Sonia giggled. Rae noticed that Sonia was also playing with herself, and decided to massage Sonia's breasts through her dress from behind. This seem to help her along and she started moaning as well.

We were finally at the hotel and we all got out. I was sure my bulging pants were obvious, and sure enough both Sonia and Rae glanced down and noticed. Rae grinned while Sonia decided to stroke my cock through my pants. I was so excited, there in the open I almost came.

While Sonia quickly stroked me, Rae kissed her neck from behind, and I could tell Sonia loved it. As we stood there, another vehicle pulled up, so we hurried inside. We passed the lobby and got into the elevator. Sadly, there were several other people in the elevator, so we all stood quietly, waiting for them to leave. No such luck, and we reached our floor before the elevator was emptied. We hurried to our room, where I unlocked the door and we all walked in.

We had unpacked a bit before the movie, so there were some items around the room. On the table was a bottle of wine we had brought, and two wine glasses.

"Did you care for some wine, Rae?" I asked.

"Of course," she replied.

"How about you, dear?"

"Sounds good, I'll share a glass with you."

I poured the glasses, handed Rae heres and took a sip from the other one before I handed it to my wife.

"So, about those panties..." Rae asked. She looked at Sonia teasingly as she sipped her wine.

"Sure, let me get them," Sonia selected a cute pair of lace panties from her suitcase. She handed them to Rae, who was still sipping from her wine.

"Ah, ah, ah, you got wet panties," Rae said. "If I sniffed these, there wouldn't be anything to smell. They need some of your wetness." Without waiting for a reaction, Rae kneeled right in front of Sonia and rubbed the panties under Sonia's dress against her wet slit. Sonia stepped back in surprise, and ended up falling on top of the bed.

"Even better," Rae purred. I watched with fascination as Rae continued to rub the panties against my wife's pussy. Soon she pulled them out and took a long sniff.

"Keep going," Sonia moaned. She pulled her dress up even further to give Rae more access. "Don't stop." Rae continued to massage her hand on Sonia's wetness, teasing the entrance before pushing inside.

"Oh, yes! Yes!" Sonia cried. I watched, erect and sipping my glass of wine. Rae stopped.

She reached behind her and unzipped her dress. It fell, exposing her round, perky ass and her flowery bra. She pulled Sonia back up into a seated position and sat on her lap, leaned in and kissed her, while reaching back and looking for Sonia's zipper as well. She found and zipped it down, there was no resistance now. Next Rae undid Sonia's bra and used her hand to massage one breast while pressing her own covered bosom against Sonia's bare flesh as well.

"If I'm going to be naked, so are you," Sonia whispered to the almost nude Rae.

"I dare you to try," Rae said playfully. She pushed Sonia back on her back, holding Sonia's hands down with her own. Rae leaned in and kissed her neck again, while rubbing her pussy against Sonia's. I loved it. Sadly, Rae's breasts were still imprisoned in her bra. I decided to help my wife out.

I moved quietly over to the two women, and undid Rae's clasp. Her bra slid off, freeing her white beautiful mounds. Now both women were completely naked, one on top of the other, rubbing their pussies on one another. Both were moaning and I stood there admiring their glistening slits. I watched the motion of Rae going back and forth on top, then she re-angled herself, sitting straight up and continued to trib on top while leaning back and giving Sonia the perfect angle to play with Rae's tits. She massaged them tenderly, while enjoying the sensation of another woman's pussy rubbing her own.

I decided to sit down and enjoy the view. Rae had moved off of Sonia, and climbed off of the bed. She looked over at me and got on all fours at the edge of the bed.

"Enjoying the view?" She asked me with a pouty smile. She used a hand to spread her ass and reveal her pussy.

"Immensely," I replied. "Keep going."

"Not if you're the only one dressed," Rae replied. I looked at my wife, lying naked on the bed with a woman between here legs, ready to lick her. I unbuttoned my pants and let my cock out. Then I quickly took off the rest of my clothes and Rae turned toward my waiting wife. Rae arched her back, making sure to give me a good view while she licked my wife's snatch.

Sonia started to quiver, while Rae continued her tongue magic. Sonia got louder and louder, while Rae reached a hand in and started fingering while continuing her oral pleasures. I stroked my cock, watching them go at it, and suddenly Sonia starting an uncontrollable, screaming orgasm that shook the bed. Rae continued to lick and Sonia continued to orgasm. Finally, Rae slowed, then started kissing her way up Sonia; past her belly button, up her bosom, and to her mouth. They kissed, naked body on naked body.

Then, Rae pulled back. She repositioned herself right on top of Sonia's face and let her pussy hover just about Sonia's mouth. Sonia lapped eagerly, enjoying the taste of cunt. I couldn't hold it back any more. I rose and walked to the edge of the bed, my dick throbbing, and eased my self into my wife. I heard her moan in response, though it was muffled by Rae's pussy in her mouth. Rae looked back and smiled as well.

I started thrusting my cock inside. I could feel her orgasm, again and again. All the while I heard her muffled sounds of delight mixed with Rae's now quick breathing. I could tell that Rae was about to have an explosive orgasm herself. I thrust myself deeply into Sonia, which made her all the more passionate inside Rae.

"Oh!! Fuck me!" cried Rae. "Oh, Sonia!! Keep going." Rae couldn't hold it in any more. She gasped and moaned and cried out.

Finally, Rae collapsed beside Sonia, the force of the orgasm having exhausted her. I pulled out of my wife and continued to watch.

"Oh, no dearie," Sonia replied. "I'm not done with you yet." Sonia climbed on top of her and started to kiss her breasts, with her ass nicely in the air. Sonia kissed from Rae's mouth, down her neck, around her perky breasts, and toward her navel. Then she turned around and put her legs on either side of Rae's face and buried her own face inside Rae's hot wet mound.

They both licked and moaned, sixty-nining loudly. I watched, stroking myself in my chair again. Then, Sonia stopped for a moment and smirked at me, "What, you're cock is suddenly too good for me? Get that dick of yours in here." She pulled an ass cheek to one side, revealing her beautiful, tight little asshole. "You brought lube right?"

I didn't even reply, I just grabbed the lube we had packed and climbed on the bed.

"You want me to fuck you?" I asked, "In the ass?"

"Yes," she replied. "I want you inside my ass while Rae licks my pussy. I need it. Oh!" She gasped again.

I didn't wait any longer. I poured some lube between the cheeks and carefully placed myself behind Sonia's ass. I could see Rae's face as she was still under Sonia and licking her enthusiastically. I inched closer and pressed my hardness against her small hidden backdoor. I felt pressure, then I gradually came further and further in, feeling her asshole pulse around me.

I started increasing my speed of thrusting. I loved having my cock buried in my wife's ass. I could tell she loved having two people working on her at once. Suddenly I felt a new sensation. With the motion of three people, one of Rae's tongue thrusts had been overly enthusiastic and gone past it's mark on Sonia's pussy. Instead, she had licked my balls. I gasped and slowed down. Rae seemed to have noticed what happened, because now every once in a while she would do it again, while licking at Sonia's pussy. I continued thrusting and Rae kept licking. I noticed Sonia had stopped licking Rae and was so deep in the throes of an orgasm that she was shaking. I kept up my motions, but I felt my own orgasm building. I pulled backward and watched my cum spray over Sonia's ass and start to drip down to Rae. She noticed but didn't care. I watched the white stickiness drip down her ass and onto Rae.

Exhausted, I stepped back and sat on my chair again. The girls continued for just a moment before Sonia collapsed sideways from the exertion. They continued to fondle each other, slowly and tenderly, facing each other and rubbing themselves together. I decided to come and lay down behind my wife and join them. We lay there, tired but content, sandwiching my wife between Rae and myself for a few moments. Then I got up again.

"Anyone hungry for dinner?" I asked.