A Past Lover and Her New Friend...

It's been a lovely evening of good food and too much wine, even for three. The chemistry between you two is palpable, and I've enjoyed watching the little flirts grow bigger as the night goes on.

With the bottle nearly empty, our conversation has been getting progressively naughtier, discussing preferences and positions and sensations with the same openness we had previously given movies and dining choices. Subtle movements in the body position - especially the hip area - of all three of us tells the silent tale of physical arousal accompanying the thoughts.

I admit to being surprised when you enthusiastically agree to his (I assumed tongue-in-cheek) suggestion of strip poker...but he doesn't back down, and it's not long before we discover you are wearing some very, VERY sexy lingerie under your shirt. That nets you a kiss from him...quite a long kiss.

As more clothes come off, the affection continues, complete with wandering hands and the slight change in your breathing I remember so well. It's gotten to the point where your hand is occasionally grazing the outline of his manhood through his boxers (as I pretend not to notice), and I'm debating whether to make a graceful exit so you two can continue your evening; but I've just wagered my pants and lost. I'm not a welsher, and frankly have not really minded the show so far, so I comply with the game and drop them.

I almost lose my footing when your hand runs up my leg and over my underwear, pressing against my firmness. "That's nice," you say with a mischievous grin, one of us frozen like a deer in headlights under each of your hands. You tilt your head up to kiss me...I kiss you back in something of a daze. Then you go back to his lips for a deeper kiss. I touch the skin of your leg almost hesitantly as he kisses your neck and cups your breast in his palm.

Then, with the smile of a kid in a candy store, you tell us, "take me to bed."

He and I are both smiling as we watch you lay back on to the mattress, the thin lilac fabric of your negligee clinging to the curve of your breasts and riding up teasingly high on your thighs. Eager to accept your invitation, we quickly move to join you, one on each side, my fingers tracing your neck and sternum as I watch your head tilt to press your mouth to his. Your body shivers slightly to his kiss, and I smile as I see the contours of your nipples start to appear.

His hand falls on your belly as I feel your touch on the back of my neck, pulling me in to your waiting lips. Our kiss deepens, and then you gasp slightly against my mouth...a quick glance and I can see the hemline of your lingerie raised to the well-manicured hair on your mons, long fingers having drawn up your inner thigh to trace over your wetness.

I hold the kiss for a bit, feeing your breathing change as his hand moves in a slow stroke, fingertip visibly damp as it moves between your petals and slides over your clit. Then I kiss down onto your neck while I let my own hands follow your shoulder strings and slip under the fabric, where I can feel your round breasts and hard nipples press into my palms with the arch of your back.

I let space open between us so that he can take the moan from your lips his touch is causing, letting my hands roam your planes and curves, fabric and skin, slipping a fingertip into your wetness but not interrupting his steady rhythm on your clit. He breaks from the kiss, shoots me a wink, and starts working his mouth down your body. I stroke your hair...and your breast, now having slipped free from your clothes...watching your face; I moan with you at the moment his lips meet your flower.

From my angle I can see your legs part to give his tongue better access, his head move as his mouth caresses you; I can watch your body roll in rhythm with your moans and sighs...and even notice his hips shifting - slightly but steadily - back and forth on the bedsheet, no doubt enjoying the sensation on the as-yet-unrevealed erection pressed between it and his body.

I empathize completely - the expressions on your face as pleasure arcs through you, the increasingly spasmed arches of your back that press your breast into my hand, your gasps against my lips, the heat radiating off your body...the eroticism of the moment has my cock straining against my boxers without any touch at all.

I can tell you're getting close...your breathless groan starts to carry your needs on it, words that send sparks through my belly. "Yes, yes that feels so good," as a pulse wave runs through you from toe to head. Your head pressing to the side as you beg, "please...please I want to cum..."

I slip one arm under your head to cradle you and pillow your neck as it rises from the bed, massaging your breast and stroking your nipple with my other hand. Leaning in to your ear I start whispering in time with your tense shivers, "that's it baby, that's it, let it out...cum for us...please baby..."

...and with a shuddering cry, you do. His hands are gripping your hips to hold you against his mouth, his tongue on your clit as your flower grinds against his lips. Your body arches back hard, head pressed into my arm, mouth open in ecstasy. Wave after wave flows through you as he sucks your clit into his mouth...I can hear his moan as he feels you shudder again, see his smile against your flower, the mirror of mine as I soak in the beautiful power of your climax.

You exhale in a sigh as you come down slowly, and I slip aside a bit as you reach out to him and draw him up to you for a more traditional (and well-deserved!) kiss. I am content running gentle hands over your still-shaking body...and get to see the twinkle in your eye as your hand, having traveled down his bare back and slipped into the waistband of his underwear, elicits a low moan as it wraps around the hardness of his cock at the front.

We all shift as your arm starts a slow back and forth motion; he is rolling to his back, you to a position next to him, and me behind you and lower. My palm slid from your breast to your shoulder, then down your arm as we repositioned...now I can feel the play of muscles under your skin and follow the rhythm of your strokes, even as I watch the outline of your hand gliding under his boxers.

And those boxers don't last long before the fall below his waist, his cock coming visible to your smile, full and thick as it slides through your grasp. While not normally something I find appealing, seeing his length in your hand, watching you stroke it from the base to the tip and back, is extremely arousing...to the point where I gasp slightly with him as you lower your head, slowly taking his shaft into your mouth.

Watching your lips encircle him, hearing your soft hum as your head moves up and down his length, seeing your tongue tease his tip and his balls fill your hand, I am breathless. I run my hand down your back and over the swell of your ass as I watch him tense to your fast strokes and shiver when you take a long, slow draw.

Since your pose leaves your hips elevated from your knees, I take advantage of my position and gently slip a fingertip between your soaking wet lips. You immediately moan and push back, which is all the encouragement I need to slide that finger fully into you. I can feel your g-spot under my touch, deep inside you, swollen and sensitive. So I start stroking it in time with your head, back when you come up, forward when you take him deep.

This is surprisingly fun, as soon your rhythm starts to mirror my finger instead of the other way around. I am basically in heaven...the incredible sight of your enthusiastic blowjob, and the way *I* can slightly affect his reactions with the way I'm touching you. When I move faster, he tenses to your growing intensity...and when I thrust my finger in deeply and press down, your moan around his cock makes his whose body shiver.

I can tell you are enjoying this as much as we are by the gradual but inexorable tightening of your walls around my finger, your body starting its journey down the path towards a second orgasm.

But it's clear you want more than my finger for that climax, as you push him back on the bed almost roughly and move up to straddle his hips. I can see him holding himself to position his cock at your entrance, and the way you tear your tangled lingerie over your head and toss it aside shows your urgency. I can't help but move close to watch your face as you sink down onto his shaft, reaching out in near awe to touch your neck as you groan again with pleasure.

I've always loved the way your breasts rise as your back arches when you first start to ride, and it looks amazing from this angle as well. His hands are on your thighs as you start to grind down on him, so I let my palm continue down to caress your nipples as you reach up to hold back your hair. I run my eyes over your body, the flat of your belly, the neat line of hair that leads to where I can see him disappear into you, the wetness where you come together clearly visible.

You start to move in rhythm, rolling hips to rocking shoulders, breath coming in time, his cock thrusting up into you on each of your downstrokes. I kiss your neck, your lips, taking the gasp of your moan as your head turns to the side, stroking fingertips over your shoulders and back. I cup my palms around your perfect ass, letting them move with you, feeing the muscles tense and relax with each stroke.

After lingering for a time, my touch continues around to your thighs, then up your sides to where I can again caress your breasts. I can't help but lean in to suck on your nipples (earning another moan and fingers in my hair) as my palm continues down your belly...

In almost a "what the hell" moment, I let it keep moving onward to pass over your mons and feel the wetness of your lips around your clit. Your body instantly shifts forward and up, pressing it into my touch so I am pleasuring you directly with each movement you make. You are drenched, your face showing pleasure bordering on pain; he is starting to tense under you, hips thrusting more urgently with each breath...and I am entranced, watching your climax build, feeling the pressure of your clit against my hand, your petals part around his shaft, the pulse of his cock where it slides into you.

You are moving fast now, your ass - clenched tense like your toes - rolling in quick circles that brush his balls at the bottom. His legs are shaking and his eyes are locked on you. He gasps your name and you open your eyes and smile...I start caressing your clit faster, with a little more pressure...moving fully behind you to feel your body move...knowing you are right on the edge.

Your whole body shudders as you cry out again, your head falling back as you slam your hips down one final time and bury his cock fully inside your body. At almost the same moment, he goes rigid underneath you with a groan, then arches hard, grabbing your ass and holding you tight against him as he lifts into you. I can see each hot explosion that bursts inside your body reflected in your face, his orgasm raising yours, your body trembling in ecstasy, pressing into mine as I press my chest into your back to support you, holding your breasts in my hands and kissing your neck as you lose yourself in sensation.

I draw away as you both come down, to let you enjoy the afterglow together. It's lovely to see your closeness, his softening manhood still held in your flower as you kiss deeply. Then you lean over and kiss me, your hand running over my chest and stomach, down into the waistband of my boxers, eliciting an instant moan as your fingers brush my engorged cock. "Is this okay?" you ask with a confident smile.

"Please," I whisper on a shaky breath, almost overcome by the sight of you naked, wrapped around his body, both of you still shivering with afterglow, combined with the feeling of your fingers tracing my shaft; I am more aroused than I remember ever being. I move from my knees to my back as I feel my underwear slide off in your hands, watching you squirt a handful of oil into your palm and move back to my side. He sits nearby on the bed, still looking a little drowsy from his recent exertion, but watching with interest as you spread a slick layer of lube over me (I swear he grins as I shudder, but my focus is mostly on your eyes).

Each smooth stroke of your hand sends a rush of pleasure through my body, Little shivers of tension that make my hips rise involuntarily to thrust against your grip. With all of the images from this evening fresh in my mind, still feeling the heat of holding you in my arms as you climaxed on his cock, I am already gasping at the edge of control.

You are well aware of the state I'm in, and are taking full advantage...slowing down when you feel me start to tense, switching your attention to my abdomen and balls when my breathing turns to panting...holding me there, rigid and swollen, dripping with desire and need. He is running a hand over you, rubbing your back, kissing your neck, cupping your breast.

You lock eyes with me and smile...that smile you get when you are in control and loving it. The look in your eyes makes me feel like I'm vibrating all over, and I almost lose it when you impishly ask, "do you want it?"

Your strokes are steady and your grip is light, I can feel myself pulsing against your skin. I reach out to touch your face with my fingertips, and manage to moan out, "yes, please don't stop."

As you tighten your grip and increase the rhythm of your movements, I can feel the tension rippling through my body. Seeing your smile widen above the incredible view of my cock in your hands takes me right to the edge. Then, in a throaty voice, I hear you say, "Now, I want you to cum for me..."

"Oh my god..." and my world explodes in ecstasy, each wave passing through my body in a spasm that curls my toes and lifts my head off the bed, pulls inward to my hips, passes through your touch, and blasts outward into hot lines on my stomach and chest. You continue to work me, slowly and firmly, as I shudder helplessly under your touch, surrendered completely to the moment.

As I return to earth, giggling a little at the sensitive sparks from your teasing fingers, I am again lost in your face. Your smile is warm, and more than a little proud - I can imagine your superhero cape - as the three of us laugh in the slightly awkward but mostly blissful cool down.

"That was hot," he says with a grin. At which point I notice there is some heat in your smile too...because his hand is not idle where it was resting against your inner thigh, and there is definitely a stirring in his nethers.

Clearly the night is far from over...

Fin.