My Best Friends

Let me tell you a little about myself. My name is Ellen. I am a student at Ohio State University. I'm studying business management.

I am one of those women who makes friends easier with guys than with other women. In high school the other girls were always jealous but I always knew it would be to my benefit.

At the moment my best friends are two guys named Mark and Brian. Mark is 6"2 and weighs about 220 pounds. He has jet black hair and the bluest eyes I have ever seen. He's studying law and is a weightlifter. Brian is 6 feet tall and weighs about 180 pounds. He has blonde hair and the brownest eyes. He would rather go tanning than lift weights. When we are not in class, we do everything together from shopping to laundry to going out. We are always together.

On my last birthday, my two guys took me out to celebrate. I don't usually drink very much but I had recently broken up with my boyfriend and after all it was my birthday so I over indulged. We closed the bar down that night. When my two guys took me home. I insisted they come in for a drink. We sat on the sofa. We kicked off our shoes and put our feet on the large ottoman. We talked, we laughed, and we drank some more.

Between the liquor and the heat my apartment was very hot, and sitting between two hot guys wasn't helping. I told the guys I was going to slip into something cooler and told them if they wanted to get more comfortable they could do so. I slipped into a pair shorts and a tank top and when I returned to the livingroom the guys were in their boxers. My guys are such a contrast with Mark's muscles and Brian's tan but they are both very attractive. I got refills for our drinks then took my seat between my two guys.

As we sat together, we talked. My guys are so easy to talk to. I found myself admitting my deepest desires, and confessing my deepest fears. We talked for hours. The liquor gave me the courage to ask the guys questions I had never been bold enough to ask in the past, and probably gave them the courage to answer them as well.

I got up to get refills and when I returned I slipped and would have fallen if the guys hadn't been there. Mark grabbed the tray of drinks and Brian reached to steady me. His hand innocently brushed against my nipple. I returned to my seat between them. I put my feet in Mark's lap and he began to rub my feet. I leaned against Brian's shoulder and rested my hand on his thigh.

Our conversation was turning me on, a lot! I decided I wanted to play and was curious how far my guys would let me go in the game. I had my head on Brian's shoulder and Mark was still rubbing my feet. Then we decided to play truth or dare. Rules were simple: the person who was up had to answer the question put before them or take a dare. I was up first. Brian asked if I liked giving head. I smiled at him and said as long as the guy isn't too big.

This meant it was my turn to ask a question. I turned to Mark and asked, "Are you a virgin?"

He looked away and shyly said, "yes."

This intrigued me. He is such a handsome man and very passionate in his thinking. I then asked, "Why?"

He looked away and said, "I have never even seen a pussy up close."

I was shocked and asked if there was anything I could do to help. He looked at me for a moment then said, "are you serious?"

I said."Honey, I love you and will do anything for you!"

He looked away again then back at me and said, "can I see yours?"

I was delighted to help him. I said, "sure do you want to go into the bedroom by ourselves or are you okay with Brian being here."

He said, "I'm comfortable with Brian as long as Brian is comfortable too?"

Brian smiled and said,"I'm cool with whatever happens."

Then I took off my shorts and told Mark he could explore to his hearts content. He could look, touch and taste or whatever he wanted to do. He sat there with my feet in his lap and stared at my face. I smiled and said," honestly honey, it won't bite, touch it."

He kept rubbing my feet but now his hand was moving up my leg very slowly. I decided to help him out and opened my legs for him. His eyes got big as saucers. I used my foot to caress Marks cock through his boxers and was surprised that he had such a huge hard on. He looked at me and I smiled at him. I wanted him to feel comfortable and safe. His hand finally touched my pussy lips and he gently opened them to look inside. I let out a soft moan and he stopped and looked at me. I told him it was okay that I would let him know if anything hurt to just have fun and let go. He used his thumb and pinky to hold my pussy lips open while he explored. He found my clit and I moaned out loud. He looked up again and saw I was enjoying his touch.

Brian decided to get into the game then and slid his hand inside my tank top. As he caressed my breasts and pinched my nipples. I looked up at him and smiled. He had desire in his eyes and I couldn't resist reaching out and touching his cock.

Mark finally got brave enough to insert his index finger into my pussy. He surprised me when he leaned down and softly blow air across my clit. When I began to moan louder Brian leaned down and kissed me. I'm not sure if he did that because he wanted to or so that my moans wouldn't disturb Mark. I was still caressing Marks cock through his boxers although I was working hard at getting my foot into his fly. I whispered to Brian to remove his boxers, hoping Mark would do the same. Brian removed his and my tank top too. Mark looked at us naked before him on the sofa and slid off his boxers too.

Now let me tell you I was surprised that both my guys were so well supplied. Mark got back between my legs and this time explored eagerly. He licked at my pussy then my clit. He pulled my clit into his mouth as he slid his fingers deeper and deeper into my pussy. Brian watched then knelt on the floor and sucked on my nipples as I caressed his cock. He finally asked me to demonstrate my technique for giving head. I asked. Him to sit on the ottoman and move it closer so we would have lots of room. He moved it closer to the sofa. I moved slowly so as not to make Mark stop. When I took Brian's cock into my mouth he leaned back and closed his eyes. When he began to moan, Mark looked up to see what we were doing. I smiled and told him he was next.

Brian pulled out right before he came and I began to have my own orgasm. Mark wasn't sure what to do but he learned quickly as he began to lap up my pussy juices. I sat up and pulled Mark toward me. I knelt on the floor and pushed him back on the sofa. He was hard so I began to suck his cock in earnest and he laid back his head and closed his eyes. I slowly took his cock into my mouth and used my tongue to give him as much pleasure as I could. I swirled my tongue around its head and then took it all into my throat as deep as I could get him. He laid his head back and began to moan. Brian reached around to grab my nipple with one hand and run his other hand down my ass. When he found my anus he played with it gently at first but was determined to gain access. He wet his pinky and began to insert it into my anus very slowly. I couldn't resist moaning louder.

Mark reached and stopped me before he came. We were all touching each other. We were closer than I ever felt possible. I pushed Mark to lay him on his back on the floor. I then straddled him and asked if he wanted to really experience a pussy. He smiled and said yes he sure did. I slowly slid his cock into my hot wet pussy. I leaned toward Mark and asked him to grab my tits and to suck my nipples. He looked surprised and asked me why. I laughed and told him that by sucking a woman's nipples while she was getting fucked it would increase the pleasure for both of them. Brian then began to do one breast while Mark did the other. I reached for Brian and had him stand in front of me so that I could suck his cock. He stood before me and I began to suck his cock again. He had his head back and was obviously enjoying his blow job. He instructed Mark to keep playing with my tits and if I stopped moving to lift me up and down on his cock until he came. He was like a choreographer in a porn movie. Do this and do that but we didn't mind we were in the midst of so much pleasure.

I got lost in the feeling of having a cock in my mouth and one in my pussy. Mark was shoving his huge cock deeper and deeper into my pussy, while Brian held onto my head as he

fucked my face. My guys were so gentle. I felt my orgasm hit and was unable to move. I felt Mark put his hands on my hips and help me ride his cock. Brian was encouraging both of us. He was talking softly. He told me he loved the way I sucked his cock. He told Mark he was fucking me like a pro. He pulled out and shot his load of cum across my chest. Mark looked on and then closed his eyes as he pulled me down on his cock and shoved deeper into my pussy one last time before coming himself.

When we were all spent, we got up and took a shower together. While the guys finished in the shower I made a communal bed for us on the livingroom floor with an old sleeping bag that I unzipped and spread out, and some pillows from the bedroom and a big comfy blanket to cover up with.

When the guys emerged wrapped in towels they seemed a little shy compared to a few minutes ago. I went to both of them and gave them a kiss and then led them to our bed. I slept between the two of them that night. I lay there and thought about my best birthday ever as I fell asleep. When I awoke in the morning I had Brian's cock pressed against my back and my arm across Mark's chest. I didn't want to disturb them but the idea of pleasing them and being pleased, aroused me so much I couldn't control myself. I moved very slowly so as to enjoy the situation as long as I could. I gently nudged Brian so that he rolled onto his back. I then slid down so that I had a cock on each side of me. Brian's cock was rock hard so I wasn't sure if he was asleep or dreaming. Mark's cock was half aroused. I sat on my knees staring at one then the other. Finally I made a move and caressed Mark's cock with one hand and Brian's with my other. I was in heaven. I leaned over my guys and took turns licking their cocks. They didn't move but I was certain by now they were awake just letting me have my fun. I took one cock deep in my mouth while I caressed the other and then switched. I caressed their balls and got lost in the feeling of having a cock in my hand and in my mouth.

Brian began to move his cock towards my mouth and moan softly. I opened my eyes and looked at my guys. Mark was laying very still with his eyes closed and licking his lips. I decided I wanted his cock in my mouth so I returned it to my mouth while I caressed Brian's. When I did this Brian looked to see what was happening. He watched as I sucked Mark's cock. He moved so that he could play with my pussy. I loved it and moaned out loud. He fingered my pussy and after I was throughly wet he got behind me and gently inserted his cock into my pussy. He fucked me from behind. Mark was getting close to having an orgasm and getting loud. Feeling and hearing his pleasure was really getting to me. Brian began to talk to us. He told me to suck Marks cock and to make him cum. He told Mark to grab my head and really fuck my mouth. He said man can't you see how much she is enjoying this. I really was too. I was moaning and sucking and leaning back to meet his cock with each thrust he made to enter me.

Mark came first and filled my mouth with his hot cum. Brian followed after a few more strokes. My own orgasm was long and very intense. We collapsed and lay holding each other. Brian spoke up and asked Mark if he would like an Ellen sandwich?

I looked a little bewildered. Brian then suggested I suck them until they got hard again. I eagerly agreed. I began with Mark who quickly responded and then moved to Brian. Brian was already half hard in anticipation of our next encounter. Brian then instructed me to sit atop Mark's hard cock. I did sliding it very deep in my pussy. He then had me lay on Mark's chest with my legs out to the side. I felt Brian open Mark's legs and knell between us. I then realized what he had in mind. I felt him begin to caress my sphincter muscle so that he could gain access into my anus. He gently began to insert his cock into my anus very slowly and very gently. When he was finally all the way in, he told Mark to move very slowly at the same time he did.

This was my first time having a cock in my ass and my first time being double penetrated. I was uncertain how to move or what to do. Brian kissed my neck and told me to just enjoy they would do everything and make sure I totally enjoyed myself. I trusted my guys so I did the impossible and relaxed. Brian told Mark to pull out just a little to start and they would get their rhythm after a few strokes. Mark pulled about half way out like he was instructed and then slowly back in. As he entered me again Brian pulled about half way out of my anus. They began to move together one going in as one came out. The feeling was so good I couldn't move if I wanted to. Mark reached between us and grabbed my tits and as he did he began to pull further out and thrust deeper in. Brian said yes that's the way feel her tits and fuck her just forget I'm here. Brian began to kiss my neck and growl softly into my ear. I kissed Mark and wanted to push into their thrusts but I couldn't move. My pussy began to constrict on Mark's cock and he shouted he was going to cum real quick. Brian asked him to hold on just a few more minutes. They began to thrust deeper but they never lost their rhythm, one going in and the other going out. I couldn't stand it any more my breathing was hard and ragged and I couldn't think anymore. I felt my orgasm hit and felt it all the way to my toes. At that precise time Mark shoved upward hard and Brian shoved inward hard and I could feel both of them filling me with their hot cum. We rolled onto our sides and just lay there catching our breathe. I suggested a shower for all of us, after which I fixed us all a big breakfast.

Some people say that sex ruins a friendship but it has been my experience that sex enhances some friendships. Mark is now a big shot lawyer with a very huge law firm and Brian is now a very popular gynecologist. The three of us are still best friends. We get together every now and again to talk and play truth or dare. We still occasionally have sex but always as a threesome. To my knowledge neither guy has ever told anyone about our games.