Her other hand moves to his side and begins to touch him lightly along his rib cage and for some reason this turns him on more and he increases speed and depth. He has never had anyone touch him in such a way. He starts to feel Lilly's pussy contract around his hard cock. Lilly breaks the kiss, and lets out another, "Scott, Baby, oh that's it, don't stop, fuck me."
"Yes Kitten, oh god." He replies.
They both start to come together again lost in each other's pleasure. Scott doesn't stop fucking Lilly as she tries to push him off, but she still feels him so hard inside of her. She stops fighting and lets him take control once again, as she feels her orgasm taking her over once again. "Oh, fuck, baby, I'm not going to be able to take anymore." She tells him. "We both know you can take more, Kitten." He tells her.
Michelle watches as Scott fucks Lilly, again and again, when finally the two just lay there in a heap. Michelle suddenly feels out of place, like she watched something she shouldn't have. Lilly and Scott look at her as they both move around on the bed. Scott gets up and makes his way to the bathroom, when Michelle stops him for a kiss and gets it. Scott enters the bathroom and shuts the door as she decides to sit on the bed with Lilly.
Lilly takes a cigarette from the pack, picks up her lighter, brings the cigarette to her mouth, and then lights it. She takes a long drag as she looks at Michelle and tells her, "Sorry, but Scott and I have been having sex for awhile and sometimes we get caught up in each other." Michelle looks at her, "Maybe next time?" Lilly smiles, "Sure." Michelle thinks about telling what is bothering her, but just as she is about to, Scott comes back into the bedroom and plops on the bed.
Lilly hands him the ashtray, lighter, and a smoke, without being asked too. Scott takes it and follows the same pattern as Lilly did with her cigarette.
Michelle breaks the silence, "You two are awesome together, I have never watched anyone fuck like you two do, and it's like you were both made just to fuck each other. Now I wonder if I can even hope to find a guy that gives all that you do during sex. Or even if I am going to get a turn with him."
Lilly looks at and tells Michelle, "I'm still willing to share him, just not everything. Yes, I still want him to fuck you, but I just want you to know he is mine."
Scott has never heard Lilly speak this way about him in awhile, and smiles at the comment. Lilly turns towards her attention Scott and tells him, "Baby, don't go thinking this is going to happen often, but when you feel up to it and if she still wants to, fuck her." Scott tells her, as he puts out his smoke in the ashtray, "Sure, Kitten."
"Just remember, Baby. You are mine." Lilly tells him as she moves in for a kiss.
Lilly moves between Scott's legs and tries to bring his cock back to life. Michelle sees a chance and moves in herself to give Lilly a hand. They both work over his cock with their mouths and hands. Stroking him, keeping his cock wet with spit, sucking on the tip of his dick, and playing with his balls. They look at each other as his cock becomes harder and harder. Lilly whispers to Michelle, "Lay down." Michelle moves up towards Scott and lies beside him.
Lilly continues to suck Scott's cock down her throat. Michelle moves her head towards Scott's and kisses him. Scott moves his hand down to Michelle's pussy and fingers it, already finding her very wet. Lilly stops working his cock and tells Scott, "Fuck her, baby." Scott moves on top of Michelle and just glides in. Lilly watches, as Scott doesn't seem to know what kind of rhythm to take with her. He finds one as Michelle moans. Lilly unable to sit still any longer moves over and takes one of Michelle's nipples into her mouth, sucking and tugging on it. Michelle moans louder as Scott pounds his cock in and out of her.
She feels herself getting close, very close. Scott is nowhere near cumming and moves in to take the other nipple that isn't getting any attention in to his mouth. Michelle begins to cum; Scott feels her pussy contract on his dick, not as hard as Lilly's. Michelle yells out, "Oh god, fuck." She lies there, as she feels Scott inside her still hard. Michelle tells Lilly, "I see why you want him for yourself."
Lilly begins to stand and tells her, "One fuck is all you get."
Scott moves and lies beside Michelle on the bed, catching his breathe, and looks at Lilly who walks over to the side he is laying.
"I love you, baby. Happy birthday." She tells him as she moves in for a long kiss. She looks at Michelle, and tells her, "Sorry, sweetie, but you have to go now. I don't want to kick you out, but I want to cuddle with my guy here."
Michelle gets up and gets dressed with out a word, like she knew this was going to happen. Michelle tells them goodbye and kisses them both deeply. Lilly looks at her and tells her, "Next time, there will be more, I promise." Michelle replies, "I don't think there is going to be a next time, cause if I had a guy like that, I wouldn't want to share him."
Lilly finally says to her, "We will see, but I think you are right." Scott just lies there with out a word, he is speechless, and he never thought Lilly would do anything like this. Even though they both have talked about it many times before.
She leaves and Lilly moves over and cuddles with Scott as he brings the covers up over them both.
She looks up at him and smiles, as he looks down at her the same way.
"Where did you find her?" Scott asks.
"At the Lion's Den one night. I went there awhile back and I bought some things for us to use. We started talking and I kept going back. I thought she was hot and she told me she was bi and looking for a threesome. She told me, I was beautiful."
"Oh. You are. So, what did you get for us, Kitten?" Scott asks.
"Just some lube and toys." She responds.
"So someone else thinks you are beautiful, eh?" He tells her.
"Yeah, but you are the one who counts." She replies.
"Good night Kitten." He tells her, as he shakes his head.
"Good night Baby." She replies as she moves in and gets her long and hot kiss.