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From: Strickland83 <strickland83@yahoo.com>
Subject: {ASSM} King Size Bed
Lines: 2665
Date: Fri, 17 Dec 2004 07:10:02 -0500
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King Size Bed By Strickland83
Author: Strickland83
Title: King Size Bed
Summary: Two couples plan a weekend getaway but one person doesn't show
up.

   Good friends share.  Really good friends share everything.  Keywords:
MFF, rom, cons, oral, mast Revision: 1.0 Web Site:
http://www.asstr-mirror.org/files/Authors/strickland83/www

   This story is Copyright (c) 2004 by Strickland83.  All rights reserved.

   My wife's best friend, Lisa, was very close to the two of us.  She spent
so much time with us because her boyfriend, Tim, worked out of town a lot.
His job often sent him away with short notice and an uncertain return date.
Frankly, I don't know how Lisa coped with it.  Their relationship had to be
difficult, with many lonely nights for both of them.

   When Tim was away, Lisa was often over at our place.  Lisa and my wife,
Megan, had known each other since they started college.  I had gotten
comfortable enough with Lisa that our conversations covered everything -
even sex.  Many times when the three of us were together, the topic of
conversation strayed to how often we did it, favorite positions, what we
really liked from oral sex, and masturbation.  For our part, Megan and I
learned from these conversations.  Lisa said she was learning from us as
well.  A few times, we even rented porno movies to watch together.  Usually
on these nights, after Lisa went home, the sex with Megan was at its best.
I got so horny talking about the intimate details of our sex lives with
Lisa.  I would sit there trying to conceal a raging hard-on, anxious for
Lisa to leave so I could take Megan to bed.  When I did and we got
undressed, I would find her pussy to be about as wet as it got.  She
apparently also enjoyed the discussions.  The next time we saw Lisa, she
would ask if we had fun after she had left.  We would answer truthfully. 
For her part, Lisa would tell how she had used her dildo to satisfy her
urges.

   When Tim was in town, Lisa was busy in bed with him.  We didn't see the
two of them nearly as often as we saw just Lisa when Tim was gone.  More
than once, I fantasized about having sex with Lisa.  I had seen her in a
bikini so it wasn't too much of a stretch to imagine what her tits looked
like.  I had a pretty good idea of what Lisa's pussy must look like, from
the shape of her bikini stretched across her labia.  I had masturbated
while thinking about this, and even played the fantasy out in my mind a few
times as I had sex with Megan, though I had never shared this fact with
either woman.

   We were friends with Tim; we just didn't have as much opportunity to
spend time with him.  I guess that is why we weren't as close to him as we
were to Lisa.

   One time when Tim was away, we made plans to get together for a week in
Florida.  Tim would be getting some vacation time starting that Friday. 
Since he was working on the east coast, the plan was for Lisa to ride with
us to the hotel and Tim would meet us there.  We reserved two rooms on the
beach.  We were lucky to get them because it was a holiday weekend.

   The three of us took the afternoon off that Friday.  Megan and I packed
the car and picked up Lisa at her apartment.  She was ready, anxious to see
Tim.  He had been gone for two weeks and she was horny.  We got in the car
and headed east on the interstate.

   To pass the time, Lisa brought along a book to read.  She had Dr. 
Ruth's Guide to Good Sex.  From the back seat, she intended to read to us
from the book to pass the time.

   She opened the book and began reading.  Amid giggles and comments, we
slowly got through the book.  We were all thinking about how, in a few
hours, we would be getting the chance to try out these things.  Sex was on
all our minds.  I was hard and there was no denying it.  My dick was
getting uncomfortably large in the confines of my shorts.  I caught my wife
looking over at my lap.  She smiled and raised her eyebrows.  She leaned
over and whispered, "Enjoying the book?" I nodded.  "Me, too.  I can't wait
until later." She straightened up and we listened attentively to our friend
in the back seat.

   Lisa read, skimming forwards and backwards through the book, selecting
passages that looked interesting or funny.  Comments of "That sounds
interesting" and "I never thought of doing it that way" and even "Ooh, that
sounds good" were frequent.  Once, while checking the rear view mirror, I
noticed that Lisa's nipples were visible through her thin top.  Apparently
Megan and I weren't the only ones affected by the book.

   The girls were dressed lightly for the hot summer day.  Expecting sex,
Lisa probably wasn't wearing a bra.  I wondered if she was even wearing
panties and my dick got even harder.  I tried to imagine what she looked
like naked.  Megan and I had discussed fantasies that included Lisa.  It
was once while talking about this that Megan told me Lisa was a natural
blonde.  Her pubic hair was as light as the wheat colored hair on her head.
This fascinated me, a fact that had not been missed by my wife.

   Megan undid her seat belt and slid closer to me.  She put her left hand
on my bare thigh, and then slid it up over my shorts.  Glancing sideways at
me, she gave me a little smile and licked her lips as her hand slipped
under the leg of my shorts.  A groan slipped uncontrolled past my lips.

   "Hey, what are you two doing up there, anyway?  You're supposed to be
driving," Lisa said with a grin.

   "I'm trying to drive, but it's hard -" I started to answer but Megan cut
me off.

   "Yeah, it's hard alright," she reported as her hand went under the leg
band of my underwear and squeezed the end of my dick.

   "I started to say that it's hard to drive when someone is distracting
me," I tried again.

   Lisa was now looking over the front seat and saw where Megan's hand was.

   "Hey, no fair.  I don't have one of those to play with," Lisa whined.

   "You'll get yours soon enough," Megan countered, as she continued to
squeeze.

   Realizing that Lisa didn't mind what Megan was doing to me right in
front of her, just that she couldn't do the same thing in the back seat,
almost pushed me over the edge.  Breathing deeply, I warned Megan, "If you
don't stop, there's going to be a mess to clean up, unless you're planning
on swallowing all of it."

   Megan laughed as she answered, "In the car?  Only after dark." She
looked right at Lisa and winked.  I almost came right there.  Megan
withdrew her hand, but Lisa noticed her fingers had some of my precum
smeared on it.  Megan saw Lisa's reaction and licked her fingers clean to
tease her friend.  Lisa moaned in frustration.

   "Want a taste?  " Megan teased, holding up her hand in front of Lisa's
face.

   Lisa laughed and said, "Nah, I think I'll wait for mine." She moved
against the back seat again, then added, "But if you don't behave
yourselves, you'll drive me to masturbate back here."

   "Don't let me stop you," I suggested.  That brought a fresh round of
giggles.

   "Geesh, get a room, you two," Lisa lamented with frustration tingeing
her voice.

   "We're going to, as soon as we get there," Megan answered.  "How much
further?"

   "Another two hours," I replied.  "Getting anxious?"

   "We all are," came the response from the back seat.

   "Maybe we should change the subject to ease the frustration," Megan
offered.  "Read some more to us."

   "Yeah, that's what we need.  More Dr.  Ruth," Lisa said as we all
laughed.  In spite of that, she continued reading.

   By the time we arrived at the hotel, the car contained three very horny
people who couldn't wait to get started fucking.  That was, after all, what
this trip was all about.  Sure, there was the beach and all that, but we
were really all looking forward to spending a few days (and nights) in our
hotel rooms just being couples.  I felt a little sorry for Lisa.  Megan and
I were going to hop into bed as soon as we checked in.  Lisa would have to
wait a few hours for Tim to arrive.  I suspected that if he didn't arrive
soon, Lisa was going to take matters into her own hands until he got there.

   Parking in front of the lobby, I got out of the car and stretched.  The
girls followed suit and we walked through the glass doors of the lobby.  We
were greeted by a crowd.  It was a holiday weekend, after all.  By the
looks of things, the hotel was going to be sold out.  I was glad we had
made our reservations well in advance.  We joined the mob and waited our
turns checking in.  As we moved closer to the desk, I ended up in one line
while Lisa ended up in another line a little further over.  The desk clerks
appeared overworked and frustrated.  It had to be difficult to remain
pleasant when confronted with a mob that only grew no matter how fast you
worked to reduce it.

   My clerk was a pleasantly attractive young lady with Amy on her nametag.
She was trying hard to smile; it was obvious.  I stepped up when it was my
turn, smiled, and said, "Hi, Amy.  I have a reservation." Then I paused and
thought about what I said.  "I guess you've heard that before." She smiled,
too tired to laugh, but she was sweet.

   "Yes, we're busy today."

   "It will end, and we will all be in our rooms, leaving you alone."

   "The worst part is check-in for holiday weekends, like this.  What is
your name?"

   I told her and she consulted her computer.  "Yes, I have it.  You had
requested a connecting room with another guest, I see.  I'm not sure if we
can manage that.  We're all full."

   About that time, I sensed Megan tensing up at my side.  I looked up and
saw her looking at Lisa - who was looking very upset.

   "I'm going to go see what's wrong," Megan told me without looking back
and started pushing through the crowd to her friend's side.

   I looked back to Amy and took care of checking in.  She was having
trouble with the connecting room.  About the time she sighed and looked up,
I noticed Lisa making a scene in front of her clerk.  Lisa was crying and
Megan was trying to comfort her.  I couldn't make out what was wrong with
all the background noise.

   Amy looked at me apologetically and said, "I'm sorry.  Your friend's
reservation seems to have been removed.  I can give you a room on the
beach, but the other rooms around it are all assigned."

   "That's OK.  That room sounds fine.  We'll work it out.  Do you know why
the other reservation is gone?"

   "No, it looks like it was cancelled."

   I looked over, but Megan and Lisa were nowhere to be seen.  Something
was really wrong.  At least we had one room.  We'd work out the rest later.
I thanked Amy, let her run my credit card and took my key cards, along with
the other paperwork.  Amy smiled at me as I moved aside to let the next
person move up to the counter.

   Once I could work my way out of the crowd, I found Megan and Lisa on a
sofa near the window.  Lisa was sobbing heavily and looked very angry. 
Megan looked concerned.  I walked over and sat down next to Megan.  She in
turn looked over to me as I sat.  She leaned over and filled me in on what
had happened.  Tim had left a message at the desk for Lisa.  He got called
back to work so he wouldn't be meeting her at the hotel.  After Lisa read
the note, the clerk asked if she was still checking in and she replied,
"Hell, no!" before storming away.  I looked at Megan.  She read the
expression on my face correctly.

   "I don't know what to do, either."

   "Let's go to our room.  It's more private and more comfortable."

   Lisa wasn't in a mood to do anything, but she let Megan lead her back to
the car.  They rode together in the back seat as I drove around to our
room. I parked and got out to open the room.  Megan came up to me as I was
unlocking the door.

   "Lisa is really pissed with Tim right now.  She is saying she wants to
go home." I looked directly at Megan.  "I know, I don't want to drive back
right now, either.  She cancelled her reservation.  All she can do now is
stay with us."

   "Megan, -"

   "I don't like it either, but what can I do?  We can't have her sleeping
in the car."

   "Well, I doubt she'll find another room anywhere near here, what with
the holiday and all.  I guess she can stay with us." I opened the door. 
The cool interior was dark because the curtains were closed.  It took a few
moments for our eyes to adjust.  "Oops."

   Megan looked past me to see what I meant.  The room had a table, chair,
dresser, and a king size bed.  One king size bed.  Our eyes met.

   "One bed," I said, stating the obvious.

   "Yeah.  That might be a problem." Megan thought for a moment.  "Do you
think they could move us to another room with two beds?"

   "Honey, you saw the mob in the lobby.  The lady said they are booked
solid through the holiday.  There are no more rooms in the inn."

   "Maybe Lisa can still get her room." Megan shook her head.  "No, she's
in no state to stay by herself tonight.  We'll just have to share the bed."

   "That could get interesting," I replied.

   "What do you mean?"

   "Well, what kind of pajamas did you bring?" I asked my wife.

   She opened her mouth to answer, then broke into a shy grin.  "Just
lingerie.  And not much of it."

   "Uh-huh.  That's more than I brought.  We came here to have sex.  I'll
bet Lisa packed the same way."

   It didn't take long for the implication to sink in.  Megan caught my eye
and asked, "How do you feel about that?"

   "I guess we don't have much choice.  We're going to get to know each
other a lot better over the next few days." Now I was grinning.  "It could
be fun," I added as I raised my eyebrows.

   "We'll manage," Megan said.  I could see uncertainty clouding her face.
"We can sleep in t-shirts if we have to.  Let's move in the luggage.  Then
we'll talk it over with Lisa."

   Megan's suggestion disappointed me.  We were in the habit of sleeping
nude together.  I wasn't pleased with how this romantic getaway was turning
out.

   We went back to the car.  I opened the trunk and started carrying in
bags while Megan and Lisa walked into the room.  They were talking.  I
could just imagine what they were talking about.  I knew what was going
through my mind.  Two women, one bed, no pajamas.  The concern over Lisa
had short-circuited my erection earlier, but these thoughts now had it back
in business.

   Megan and Lisa were sitting on the bed, still talking.  I had all the
bags inside in a few trips and closed the door.  I sat in the chair facing
them and drew a deep breath.

   "Sorry we didn't help with the bags," Megan offered.

   "That's alright.  How're you doing, Lisa?" At least she had stopped
crying.

   "I'm sorry about all the problems I'm causing.  This is not how it was
supposed to turn out." I held up a hand to stop her apologies.  Before I
could say anything, though, she continued.  "This situation is OK with me,
if it's alright with you guys.  I mean, we're all friends.  I'll give you
all the privacy I can." She smiled at that, and we joined in.

   Megan spoke next.  "We can wait for that."

   "No, you came here for a romantic getaway.  I won't take that away from
you just because mine was ruined.  I'll try to not act like a chaperone. 
Pretend I'm not here."

   "That will be hard to do," I suggested.

   "I bet it's hard after all the teasing in the car.  Do you want me to
leave you two alone for a while?  I could go walk on the beach or
something." Lisa was trying really hard now.

   I was going to agree when Megan spoke up.  "That's not necessary." She
shot me a look to kill the disappointed expression I was showing.  "Later"
she mouthed to me, purposely facing away from Lisa.  "Let's take a walk and
check out the hotel." Megan gave me a hard look that told me I really
wanted to take a walk with them.

   The three of us went back outside, into the warm sunny afternoon.  The
parking lot was filled of guests arriving and unpacking.  We avoided the
mob in the lobby and walked a little way down the street, taking note of
the shops, restaurants and bars in walking distance.  Lisa seemed to calm
down a lot on the walk.  It did her some good, which did all of us some
good.  We returned to the hotel where we could see the beach through a
breezeway.

   Lisa turned to face us.  "Guys, I'm really sorry about the way I acted
earlier.  I've been doing a lot of thinking.  I'm going to enjoy myself. 
I'll make the best of it.  I'd really like for Tim to be here, but that's
just not going to happen.  He's been away before, and he'll be away again.
We can have fun without him." She lowered her eyes, and then looked at us
again.  "I'll do my best to not get in the way of your fun," she added with
a shy grin, looking directly at me.

   "Let's all get freshened up.  We can go down to the beach together,"
Megan suggested.  That made Lisa smile.  I took a deep breath in relief.  I
could feel how the tension had eased.  Nodding agreement, we headed back to
the room to change.

   Lisa took her bikini out of her suitcase and went into the bathroom to
change.  Megan removed all her clothes, and then began rummaging through
our bags for bathing suits.  I undressed as I watched my wife, naked,
looking for something to wear.  The view, coupled with the thought that
Lisa was on the other side of the wall, naked as well (and maybe
masturbating at that very moment to relieve the tension) had me about as
hard as I could get.  My dick wasn't sticking out; it was sticking up. 
Megan found the suits and backed up - right into my erection.  She felt it
slide up her back, leaving a wet trail of precum.  When she turned around,
she was looking very happy.

   "It seems like someone may have a problem fitting into his bathing
suit," she said, slowly looking up from my hard-on to my face.  Her hand
reached out to grip my shaft and I breathed deeply.  If Lisa had chosen
that moment to come out of the bathroom, she would have gotten quite an
eyeful.  Megan must have had the same thought, because she looked in the
direction of the bathroom door before continuing.  "I have a feeling Lisa
will be in there a few minutes, now that she has calmed down.  We should
have just enough time to do take care of your problem." I opened my mouth
to speak, but couldn't think of anything appropriate to add.  Megan sank to
her knees in front of me and kissed the tip of my dick.  As her lips pulled
back, the ample supply of precum at the tip formed a strand connecting her
lips to my dick.  She stuck out her tongue and licked.  I groaned and
staggered backwards.  She smiled, then opened her mouth and sucked my dick
inside.

   I couldn't believe I was getting a blowjob from my wife while her friend
was getting dressed only a few feet away!  Any minute, the door was going
to open and Lisa was going to walk into the room.  Lisa was going to see us
both naked and my dick in Megan's mouth.  The thought only drove me closer
to an orgasm that was already not far away.  After all the teasing in the
car, I had been ready to shoot before Megan even touched me.

   I was so focused on Megan sucking my dick that I never noticed the
doorknob turn, or the door start to open.  The door didn't open far, just
enough so Lisa was able to see us in the space between the door hinges.  I
didn't realize until later that we were being watched.  I tensed up, my
dick preparing to shoot off in my wife's mouth.  I was past the point of no
return.  Megan looked up at me with my dick still in her mouth.  No matter
what happened, I was going to cum.  If Lisa chose this moment to interrupt
us and I tried to pull out of Megan's mouth, there was going to be sperm
all over my wife and the bedspread.  I'm sure Megan felt my dick throbbing
and realized that.

   Thoughts of Lisa nearby put images in my head of Lisa changing.  I
imagined what it must look like in the bathroom, with her naked in front of
the big mirror.  That did it.  My cock throbbed and squirted.  Megan was on
her knees and swallowing.  That was when I saw Megan's expression change.
Her eyes were now trying to look at the door.  I turned to see what had
alarmed her.  I saw the door was ajar.  There was light coming through the
crack between the door and the frame.  When my eyes focused, I could
partially see Lisa standing behind the door.  She was watching us.  She was
watching me get a blowjob.

   Lisa apparently didn't realize we could see her.  She just stood there
and watched, silent.  I had fantasized about her sometimes when I
masturbated, but I had never cum while looking at her.  Certainly never
while she was watching me cum.  The novelty of the situation intensified my
orgasm.  My knees buckled.  I finished shooting off and pulled out of
Megan's mouth.  Megan swallowed one last time and looked up at me.  Lisa
saw we were finished and moved away from the crack in the door.  Megan
stood and thanked me, kissing me after she finished swallowing.  She
smelled of sperm but I didn't care.  I kissed her back, thanking her for
what she had just done for me.  We didn't have a chance to even start
getting dressed when Lisa opened the door the rest of the way and stepped
out.  I was oblivious to the fact that Lisa was now looking at my dick.  I
was trying to figure out an excuse why I was standing there naked.  The
only coherent thought I could gather was that looking at Lisa was making me
hard again.  "Lisa, I'm so sorry.  We thought you, I mean, uh, ...  Megan?"

   It probably sounded even less coherent than that.

   Megan seemed to be better than me at taking it all in stride when she
spoke up.  "We thought you were going to be busy in the bathroom a while
longer.  Sorry."

   Lisa blushed then.  "Well, ...  I was busy.  If I had known you guys
were doing something, I would have taken longer."

   I was slow, or the women were using some kind of female code, because I
didn't catch on right away.  Then, I GOT IT.

   "Ohhh."

   Lisa made an embarrassed giggle in response to what I had said.

   "Well, it's not like I was the only one trying to cum," she accused.

   I couldn't argue with that.  Megan handed me my bathing suit and I
started to put it on.  I pulled it up, but I was now so hard that my dick
stuck up above the waistband of my suit.  Lisa was watching me, making me
harder.  She slowly looked up from the tip of my exposed cock to my eyes.

   "You'll get in trouble if you go out like that," she warned with a warm
smile and a single raised eyebrow.

   Megan countered with, "I did my part."

   "Yes, you did.  You did it very well," was my answer.

   I tried to bend my dick and push it down into my suit.  It didn't want
to bend.  It was uncomfortable like that, and the bulge it made was quite
obvious.

   Lisa spoke next, her words catching me off guard.

   "So, do we leave him alone to take care of his own problem, or is it my
turn?"

   My mouth gaped open and my heart pounded at the thought of what Lisa was
suggesting.  I think if my dick had still been sticking out, the women
would have seen it grow further, probably accompanied by a drop of precum
appearing at the tip.

   Megan defused the situation by asking me, "Don't you have to pee or
something?"

   I did have to, so I went into the bathroom.  I could hear Lisa laughing
behind me.  The excitement was wearing off so I was able to pee after only
a minute or so.  I didn't have to jack off because peeing made me lose my
erection.  I made a point of not thinking about Lisa so I could get my dick
back into my suit.  When I came back into the room, Lisa and my wife were
talking quietly.  Mega saw me coming out of the bathroom and whispered,
"Later," ending the conversation.

   "Are you ready to go to the beach?" I asked, seeing that whatever they
had been discussing they had no intention of sharing with me.

   We headed out of the door on the other side of the room, which opened
onto the beach.  Outside it was sunny and warm and there was already a
large crowd on the beach.  It appeared to be mostly college students, so
the long weekend would probably be rather rowdy.  We walked along the
concrete path to the edge of the sand, the sounds of partying all around
us. I enjoyed the view of so many scantily clad women.  Megan must have
noticed me taking in the scenery because she took my hand and held it
tightly.  She wanted me to remember whom I was with.  No danger of that.  I
was very in much love with my wife.  I was just looking.

   We set out towels on the sand near the water's edge.  We lay out in the
sun a while and swam from time to time to cool off.  It seemed like Lisa
was a lot calmer now so maybe this trip wouldn't turn out so badly after
all.

   As sunset approached, talk turned to dinner.  We decided we'd get
dressed and walk around to find someplace that looked good.  We were hungry
but beyond that no one had anything particular in mind.  Back at the room,
Lisa offered for Megan and I to use the shower first.  Ordinarily, it might
have been awkward for the two of us to shower together with Lisa there, but
we had shared so many of the details of our sex lives (especially today)
that there was little left to hide.  Lisa knew we showered together and
most times slept in the nude.  On the other hand, I knew how often Lisa
masturbated and how much she liked her rabbit vibrator.  I wondered if she
had brought it along on the trip.

   Megan and I were soon naked in the bathroom.  I watched my wife in the
mirror as she bent over to start the shower.  With her bent over, I could
see her pussy lips framed by her thighs and the sight was quickly making me
hard.  I loved looking covertly as my wife's body.  I could clearly see her
slit, with the lips covered by wisps of brown hair.  The blowjob from
earlier had done little to quell all my desires.  Megan stood up and turned
around.  In the mirror, she could see the effect her body had on me.  I
watched as she walked up to me and put her arms around me.  When I felt her
breasts press into my back, I groaned.  I could also feel the hair above
her pussy against my ass.  My dick jumped a little.  Megan gave a little
laugh when she saw that.  Her hands dropped lower to caress my hardon.

   "Mmm, I like doing this," she told me as she gently stroked.

   "You'll get no complaints from me," I assured her.

   "Hey, no fair.  At least you got something earlier.  I haven't gotten
anything all day.  I was so horny on the beach."

   "Want me to take care of that right now?" I offered.

   "Let's get cleaned up first.  I'm all sweaty but I'm sure you can think
of something to do to me in the shower."

   We turned around and got in the shower.  She was in front of me this
time.  As I put my arms around her to caress her tits, my dick poked into
her ass.  I squatted a little so it could slide between her legs, rubbing
as it did against her pussy.

   "I said you could have me after I got clean."

   "I'm not pushing.  I'm just getting comfortable," I told her.

   "Uh-huh.  You're getting pretty comfortable."

   "Do you want me to stop?" I asked, emphasizing the point by sliding my
dick back and forth against her hairy lips.

   "Oh, no," she assured me, her voice slow and dreamy.  "Don't stop."

   I heard the washcloth she had been lathering fall to the bottom of the
tub with a wet plop.  I reached around her and opened her lips so my dick
could slide between her lips.  She moaned.  With both arms around my wife,
I held the end of my dick firmly against her pussy with my left hand and
used my right to play with her clit.

   "This is so nice," she said in a dreamy voice.  "Don't think you're
getting off easy, though.  I'm going to want the real thing tonight."

   "That should be interesting with Lisa in bed next to us," I commented.

   "We'll work something out.  I'm not going all week without sex."

   "Good.  I was getting worried."

   Megan's hand replaced mine on the head of my dick, holding the shaft
firmly against her wet lips.

   "We'll have to wait until she is asleep.  Or maybe we can convince her
to take a walk."

   "Given the pajama situation, we'll probably all be seeing each other
naked this week anyway.  I say we just go for it.  She can go outside if
she wants to."

   Megan laughed, though she pressed my dick harder against her.  "I don't
know if I can fuck with my best friend watching." Her voice didn't sound
like she was totally convinced.  She leaned forward.  "Oh, just fuck me
right here.  Put it in now."

   I had no problem complying with a request like that.  She was so wet
inside that I entered easily, filling her with my length.

   "I've wanted this all day," Mega said in a sort of moan.  "Ever since
Lisa started reading that book out loud."

   I cut off any further conversation when I grabbed my wife by the hips
and started thrusting harder.  She was moaning loudly now but I didn't
care. If Lisa could hear us, I'm sure it would be no surprise what we were
doing.  She was probably masturbating anyway.  When that thought hit me, I
suddenly started to cum.  It was too late to stop it so I instead diddled
Megan's clit as hard as I could.  I hoped I could make her cum with me. 
She was so worked up that she did cum with me.  I leaned into her and
pumped her full of my sperm.  After the teasing all day, and in spite of
the blowjob, it felt so good cumming inside her.  When I finished spurting,
I just held myself as deeply inside her as I could.

   "What made you cum so fast?" Megan asked when she had caught her breath.

   I didn't know how to answer.  The fear of getting caught made my dick
shrink faster inside her pussy.  Megan didn't miss the clue.

   "Feeling nervous?"

   Actually, I was feeling panicked.  How do I tell my wife I came so fast
because I was fantasizing about her best friend masturbating?

   "I'll bet you were thinking about Lisa", she accused.

   Since I was no longer hard, Megan easily pulled off me and turned
around. I tried to look as innocent as possible.  She kissed me and said,
"It's OK.  She's probably thinking about you right now.  She was so horny
all afternoon and she knows she'll be sharing a bed with us tonight."

   I relaxed a little.

   "I'll say this, Lisa sure made you cum fast."

   Hearing Megan say that only added to the naughtiness.  She kissed me
again.

   I hugged my wife, trying to recover some shred of my dignity.  "It was
only a thought of her.  It was the feel of your body surrounding my dick
that made me cum."

   "Good save," she told me with a sly smile.  I felt a little relieved. 
"Now let's get out there and fool around some more while Lisa showers."

   I just grinned as I got out of the shower and dried off.  I wrapped the
towel around my waist.  Anxious to get started on that "fooling around"
Megan promised, I quickly walked out of the bathroom to tell Lisa the
shower was free.  Right after I opened the door, I heard Lisa yell, "Shit!"
I stepped around the corner to see a surprised look on her face, a mixture
of fear and shock.

   "Are you alright?" I asked her.

   "Yeah, I'm fine," she said hesitatingly.  Her right hand was obviously
trying to hide something under the pillow.  Her left hand was at her
crotch, pulling the thin strip of her bikini bottom into the middle.  I
caught a fleeting glimpse of light colored pubic hair.  So she had been
masturbating after all.

   I smiled a sly grin and told her, "Sorry, I didn't mean to interrupt
anything."

   She blushed and tried unsuccessfully to act like nothing was going on.
She headed to the bathroom, bumping into Megan who was also wearing just a
towel.

   "Are you OK?" Megan asked her.

   "I'm fine.  Gary just surprised me."

   The door closed behind her as Megan gave me one of those, "What was all
that about?" looks.

   I explained.  "I think I caught her doing a little fooling around of her
own."

   "Ohh," Megan said meaningfully.

   "It must be hard on her with Tim not being here."

   "Yeah, I feel for her." Then her expression changed from wistful to
naughty as she continued with, "Just because she's doing without doesn't
mean we have to." As my wife spoke these last few words, she released her
towel.  The sudden motion caught my attention, causing me to follow the
towel with my eyes as it sank to the floor.  I immediately ran my eyes back
up her legs.  What I saw put a big smile on my face.

   Megan lay back against the bed, spreading her legs.  "Make it quick.  We
have to get dressed before she gets out of the shower."

   I shucked my own towel and crawled onto the bed between Megan's legs. 
As my cock entered her still wet pussy, she stretched out her arms and gave
a heavy sigh.

   "That feels sooo -" she started to say.  Suddenly, she exclaimed, "What
the hell?" Her right hand had found something under the pillow.  When her
hand reappeared, it was holding a dildo.

   "That must be what Lisa was trying to hide when I walked in," I mused.
Then a less pleasant thought crossed my mind.  "I certainly hope it wasn't
left by the previous guests."

   "Not a chance," Megan answered quickly.  "It's Lisa's.  Trust me."

   "Ewww," I said, drawing out the sound.

   "You don't say that when you touch me," my wife told me.

   "That's different."

   "Uh-huh," was all she said as she started to slide the dildo back under
the pillow.  Then, "I think I'll leave it out for her," she said.  She left
the dildo on the bedspread in front of the pillow and put her arms around
me.  "Now, make it quick.  We don't want to get caught like Lisa did." She
would have laughed if I hadn't started slamming into her so quickly.  This
was going to be a quickie.  It didn't matter.  We were so worked up that we
both came in minutes.  As we were smiling into each other's eyes and
panting to catch our breath, the shower turned off.

   "Time to get dressed," Megan said, pushing me off her.  I retrieved her
towel from the floor as I stood up.  I tossed it to her and used mine to
wipe off the remains of our lovemaking from my dick.  She did the same to
her pussy and we quickly started dressing.  We had finished by the time the
bathroom door opened.  Lisa stepped out and I was trying to watch her face
without her realizing what I was doing.  She froze when she saw the bed. 
It wasn't how the bedspread was rumpled in the middle that caught her
attention.  It was her dildo in plain view.  She blushed and wouldn't look
my way.

   "I think you lost something," Megan said over her shoulder as she tried
not to laugh out loud.

   "How do you know it's mine?" Lisa tried to cover.

   "Because it was still wet," Megan told her.

   Lisa looked crushed.  There was no denying what she had been doing.  She
tried to crawl onto the bed to retrieve her toy with as much dignity as she
could muster.  She was wearing only a towel and holding a dildo as she
stood.  She looked me in the eye defiantly now, saying, "Well, it's not
fair.  You two have each other.  This is all I'll get all week."

   "That's alright.  I understand." Megan was really trying to make her
feel better now.  "If the situation were reversed, I'd be doing the same
thing." Lisa's expression relaxed.  Megan still got one more jab in. 
"Only, I'd pick it up when I finished with it."

   "I would have if your husband hadn't walked in on me." Lisa stuffed the
dildo in her suitcase and took her clothes back to the bathroom to get
dressed.  Once the door closed, we burst out laughing.  "I heard that,"
Lisa called out loudly through the door.

   Megan turned to me.  "I really can't blame her."

   "It doesn't bother me, either, that she was doing that."

   "Do you really feel that way, Gary?" Megan asked.  I nodded.  She put
her arms around my neck as she bit her lower lip in thought, like she was
deciding whether to speak her next words.  "You know this bed situation
will be interesting when we get back here tonight.  I've been thinking..."

   "You've been thinking, huh?" I knew that look.  "When you look like
that, you're up to something, and it's usually naughty."

   "I've been thinking," Megan began again, giving me a hard look but
smiling, "that we should just drop all the pretenses.  Tonight, when we go
to bed, you and I should just go ahead and make love.  Lisa can masturbate
if she wants.  I don't mind if she watches us."

   I was surprised by Megan's bold suggestion.  I had suggested it in the
shower, but hearing Megan say it, that she was seriously considering it,
made it real.  We had talked rather freely with Lisa about sex, but up to
now it had always been just talk.  We had never done anything in front of
her, or in front of anyone else for that matter.  I'm a man.  The idea
appealed to me.  A lot.  I looked into Megan's eyes and raised my eyebrows.
"Are you sure you are OK with Lisa and I seeing each other nude?" My voice
was just a whisper.

   "Yes, I am.  Are you?" my lovely wife asked me.

   I didn't have to think about it.  I had fantasized about Lisa many times
in the past.  The thought of finally seeing her undressed was getting me
hard again.  It was slow because of the two times we had just made love,
but I was slowly becoming erect.  Fucking Megan and knowing Lisa was
watching, knowing it was turning her on, knowing she was looking at me and
masturbating, only added to the eroticism.  I said just one word.

   "Yes."

   Megan smiled at my answer.  She walked the two steps to press her body
against mine, her arms sliding around my neck.  She pulled her body against
mine hard.  She started to kiss me, but stopped and instead said, "Ohhh,
you're getting hard at the thought of this." I could see she was trying to
think something else through, but she kissed me instead of sharing it with
me.  It was a kiss full of passion, a promise of what was to come later
that night.  As Lisa watched.

   "Hey, you can't do that.  I don't have one of those." Lisa had caught us
again.  As our lips slowly parted, I was thinking how she was going to be
seeing a lot more than kissing in a few hours.  Lisa was grinning when I
turned to see her.  "You're going to make me do something if you keep that
up." We all knew what she was referring to.  Megan defused the sexual
tension by saying how she was hungry.  With that, we were all ready so we
walked out of the room.

   There was a restaurant a short walk from the hotel.  With the large
holiday crowd in town, the streets were bumper to bumper - not to mention
the difficulty parking - so we walked to dinner.  The street was clogged
with college students cruising the strip.  We were walking faster than the
traffic was moving.  While we walked, Megan and Lisa were leaning their
heads together and talking about something.  Their words were just a little
too quiet for me to make out what they were saying.  We made it to the
restaurant in about five minutes.  As I had suspected, the parking lot was
crowded.  There would be only a short wait for a table as many of the
customers appeared to be heading for the bar instead of dinner.  I found
seats for the three of us in the waiting area.  Megan told me to order
drinks for her and Lisa, then shepherded Lisa off to the restroom.  It was
a warm night so I ordered piña coladas for all of us.  The drinks arrived
before the women got back.  I wondered what women did for so long in there,
and why they always did it in pairs.  Finally, they returned and we enjoyed
our drinks while waiting for a table.  When our turn came, we were seated
at a window overlooking the beach.  There was a full moon that night so we
had a view of the surf.

   We chatted about a variety of non-important things during dinner,
avoiding talk of sex because we were in public.  Lisa did pointedly suggest
oysters for me but I declined.  When dinner was over, I think all three of
us felt a tension.  Going to bed was already established as interesting,
but it was still early.  Megan suggested we walk back to the hotel along
the beach.  It was a warm romantic night and we were not in any hurry.  We
walked out the back of the restaurant to the packed wet sand at the water's
edge.  I put my arms around Megan from behind and kissed her just below her
earlobe.  That always made her shiver with delight and tonight was no
exception.  I whispered into her ear that I couldn't wait to get her to
bed, certain that Lisa wouldn't hear me over the sound of the surf.  We
started back to the hotel, Megan and I holding hands and Lisa on my right.
Megan had taken off her shoes and was carrying them in her left hand, the
waves softly kissing her feet.  We didn't say anything on the walk.  We
just enjoyed the view of the moon over the water, the sound of the waves
crashing on the sand and the smells of the ocean.  From time to time, music
could be heard over the waves as we passed an occasional bar.  It probably
took us about fifteen minutes to walk slowly back to the hotel.  On the
walk, I was thinking about Megan.  I was also thinking about undressing in
front of Lisa.  When we turned right to go up to the hotel, I was again
hard at the prospects of what was about to come.

   I unlocked the door and opened it as I turned on the light.  Lisa
stepped in behind me but Megan had stopped outside to brush sand off her
feet.

   "The moment of truth," Lisa said nervously.

   "Truth?" I asked.

   Lisa smiled, but her uncertainty showed.  "The sleeping arrangements,"
she explained.

   "Mmhm," I answered.

   Megan came in and tossed her shoes towards our suitcase on the floor. 
She fell back onto the bed, her white dress arrayed around her like an
angelic glow.  Forgetting for a moment that we had an audience, I lay on
top of her and kissed her.  She instinctively spread her legs.  My legs
slid between hers, pressing my erection harder against her pussy.

   "Shouldn't you get undressed first to do that?" asked Lisa, trying to
sound innocent.

   Megan and I opened our eyes.  I was going to laugh but Megan looked
serious.  I felt her taking a deep breath.  "If we're going to do this,
let's just do it," she whispered to me.  Now butterflies invaded my
stomach. It was really going to happen.  I got up in answer and held out a
hand to her.  She stood and moved in front of me.  As I unzipped her dress,
she looked at Lisa and began the speech she had probably been rehearsing
throughout dinner.

   "Lisa, we know things didn't turn out as you expected this weekend.  I'm
sorry, we're both sorry.  We know you probably came here like us, without
much in the way of pajamas because you were planning to be having sex all
week.  Now," she took another deep breath before continuing.  "It's time
for bed.  Gary and I are going to sleep naked, and we are going to make
love.  Feel free to sleep however you want.  You can watch us if you want,
or turn away.  We're still going to have sex, either way.  It won't bother
us if you watch.  It won't bother us if you masturbate in front of us.  If
watching bothers you, you can take a walk or wait in the bathroom."

   Lisa looked shocked at Megan's words, but the shock wore off quickly. 
When I finished unzipping Megan's dress, I slid my hands under the material
and pushed it off her shoulders.  From the back, I noticed she wasn't
wearing a bra, only panties, under the dress.  Lisa's look of shock turned
to something else when my wife's dress fell to the floor.  I couldn't
figure out what because at that moment Megan turned around, pressing her
soft skin against me, and began undressing me.  When a beautiful nearly
naked woman starts undressing me, rational thought goes out the window. 
When it's my wife, the most beautiful woman in the world, the woman I love
more than anything else, all other thoughts fall by the wayside just like
her clothes.  I ran my hands over her bare back as she unbuttoned my polo
shirt.  When she grabbed the hem, I lifted my arms to allow her to remove
the shirt.  Tossing it aside, her eyes met mine with a grin as she sank to
her knees.  She deftly unbuckled my belt and undid my pants.  She sensually
slid her hands inside the sides of my pants, over my briefs, as she pushed
my pants down.  One of her hands slid around to the front to pass over my
growing erection as the other pushed my pants to my ankles.  I tried
stepping out of them but they were caught on my feet.

   Megan realized my difficulty and left my hardon to use both hands to get
me out of my pants.  When she did, she grabbed me by the cheeks of my ass
and pressed her face to my dick, kissing me through the cloth.  I throbbed.
It was then I remembered we had an audience.  I looked up, away from
Megan's face, to see Lisa caressing one breast through her shirt.  She had
been intently watching what Megan was doing so she didn't notice I was now
watching her.

   Lisa moved her other hand over her crotch and slid it back and forth, up
and down her slit.  I was doubly assaulted - by Megan's mouth trying to
reach my dick through my underwear and by the sight of Lisa playing with
herself.  My mind cleared when I felt Megan's fingers inside the waistband
of the only piece of clothes I was still wearing.  She was pulling down my
underwear.  The moment of truth - I was about to be completely naked in
front of Lisa.  With scarcely a moment to think about it, I felt Megan
finish undressing me.  My erection sprang free, announcing its presence to
the world as it stuck out like a flagpole.  Lisa's eyes widened a little. I
saw her tongue stick out just a little and lick her lips.  Her nipples were
just barely noticeable beneath her soft cotton shirt and I could see her
breathing had deepened.

   Megan licked the tip of my dick, tasting the precum gathering there. 
The touch of her tongue to my erection was like an electric current.  I let
out a moan, a moan that was echoed involuntarily by Lisa.  The silence now
broken, Lisa spoke softly.

   "Is it good?" she asked.

   "Oh, yesss," Megan answered, a strand of precum that had joined her lips
to my cock breaking free as she moved her mouth to speak.  She leaned
forward, taking my shaft into her mouth.  I had watched Megan giving me a
blowjob countless times.  I was at that moment more interested in watching
what Lisa was doing.  She was actively groping one of her breasts now.  The
other hand had been rubbing harder and harder against her pussy.  Now she
slid it under the waistband and into her pants, without even undoing the
waistband.  I couldn't tell if her hand was inside or outside of her
panties, but the expression on her face told me her fingers were rubbing
her lips.  At first I was shocked that Lisa was touching herself in front
of me.  Then I realized that I was standing naked in front of her, getting
a blowjob.

   Megan released my dick with a final kiss and stood.  She looked at me
but I was still in such a daze that it took me a moment to realize what she
wanted.

   "Oh, yeah," I smiled, sinking to my knees.  I found myself facing her
pussy, the panties starting to show a wet spot between her legs.  She was
so beautiful, wearing only that one garment.  I kissed her slit through her
panties, inhaling the fragrance of her juices.  Lisa now all but forgotten,
I turned my attention to the woman in front of me, the love of my life.  I
wanted nothing else at that moment other than to give her pleasure.  With
my lips still pressed against her pussy, I pulled her panties down.  The
elastic waistband moved across my lips like a rubber band, leaving my lips
pressed against her dark brown bush.  I could feel the texture of the fine
curly hairs and I could smell her wetness.  I tentatively pressed my tongue
into her slit, parting her lips, as my hands finished pushing her skimpy
panties down her legs.  I felt her step out of them as I started licking up
between her lips.  She was wet, really wet.  I wasn't sure if it was
because she wanted to be fucked so badly or because Lisa was watching, but
she really wanted it.  I used my fingers now to part her lips fully so my
tongue could push into her hole.  The smell and taste of her juices was
overwhelming.  My thought at that point was that the juices flowing out of
her were her gift to me, her love for me pouring out into my mouth.

   I felt Megan's hands on my head.  They weren't pressing me harder
against her.  They were pulling up on me.  I looked up, still feeling the
curly hair against my face, and she breathily said, "I need you to fuck me.
Now." Her words were insistent and I certainly wasn't going to deny her
that pleasure.  Or me.

   I stood, but she was already moving onto the bed as I was standing.  She
slid backwards onto the bed until her head was on the pillow.  She spread
her legs for me as I crawled into position on top of her.  Her hand was
between her legs, guiding my dick to the place it knew so well.  I moved
lower, onto her body, as I felt my dick insert into her warm, moist
channel. Our bodies were coming together at a point where they fit so
perfectly.  At this point, I didn't care if we were being watched.  There
was only Megan and I, joining together as one in this ultimate expression
of love.  The feeling of being next to her, inside her, as close as we
could become, was the nicest thing in the world.  This wasn't having sex.
This was making love.  I looked into Megan's eyes, seeing my passion
mirrored there.  When a motion caught my eye, I looked over and saw
something I was unprepared for.

   Lisa's clothes were in a pile on the floor and she was leaning against
the frame of the bathroom door.  Her legs were spread a little and one hand
was between her legs; the other hand held something I couldn't see.  I was
seeing her naked for the first time.  I loved Megan, but I lusted for Lisa.
I can't deny that.  She was young, trim and blonde.  She was very cute. 
She wasn't someone I was in love with, but it was fun to look at her.  She
saw me watching her and smiled.  She moved to the bed and settled into a
spot right next to us.  She put a pillow against the headboard with her
left hand, then leaned back against it and spread her legs.  At that moment
I could finally see what she had been carrying in her right hand - the
dildo I had found earlier in the bed.  She was going to use it while she
watched us.  I was surprised, but curious.  I had never even seen one
before that day.  Now I was going to watch a woman use one.  Lisa
positioned it at her opening.

   "Don't you need some lubricant with that?" Megan asked.  She had
apparently been watching Lisa as well.

   Lisa smiled and turned slowly to regard us.  "That's not a problem. 
Watching you has made me wet enough." She turned back to her pussy,
pressing the plastic head against her lips and moved it around a little,
wetting the tip.  She reached down to a red knob at the base and twisted
it. The dildo, or should I say the vibrator, began buzzing.  As she pushed
it up into her, her head lay back onto the pillow.  She didn't lift her
head, but instead turned her head to look at us.  It appeared that she was
having as much fun as we were.  Her hips began thrusting up, at about the
same pace as ours.  I could see that the dildo was glistening with her
juices as it came out, before plunging back in.  I was fascinated with
watching the lifelike shaft penetrate her blonde-haired lips.

   I felt Megan's hands caressing my ass and knew I should pay more
attention to the woman I was making love to at the moment.  She was smiling
when I turned and focused on her.

   "I thought you might have forgotten about me," she said pleasantly.

   "Not a chance.  I was just looking.  I know who I'm supposed to be
inside of."

   "Good, don't forget it."

   In answer, I began thrusting more vigorously, causing her to grunt on
the in strokes.  I wanted to last a long time, to really impress Lisa with
my stamina.  Alas, it wasn't to be.  I could have handled the feeling of
Megan's pussy around my dick.  I could have even handled the sounds she was
making in response to my dick.  What I couldn't take was having Lisa there.
The buzzing of her vibrator kept reminding me we were not alone.  The
novelty of being watched had a definite effect on me.  Whenever I looked
her way, I saw Lisa's blue eyes watching me intently.  On top of that, she
had such a sweet way of moaning as her own orgasm approached.  And, I have
to admit, a few thoughts of sexual contact with Lisa did creep into my
mind. As much as I love Megan, I couldn't keep thoughts of Lisa away.  All
of this was just too much.  Far sooner that I had hoped, I felt my dick
throbbing.  I was approaching the point of no return.  I was planning to
slow down my thrusting, maybe even change position for a while.  Then, Lisa
gave a great moan.  Megan and I both looked her way.  I saw her shove the
vibrator deep inside her pussy and hold it there with her right hand while
her left was a blur across her clit.  Lisa's orgasm triggered mine and I
was helpless to stop it.  All I could do was thrust as deeply into Megan as
I could, and squirt.  I reached underneath her and dug my fingernails into
her ass cheeks as I came harder than I had in a long time.  Maybe it was
Lisa being there.  Maybe it was knowing Lisa was cumming at the same time.
Maybe it was watching Lisa using her dildo.  Whatever it was, it was good -
for me.  Megan loves feeling me cum inside her, but it was too soon for her
to cum.  I was spent but she wasn't quite there yet.

   "Aww," she said in desperation when she felt my spurts.  She knew I was
done.  "I didn't get to cum," she continued, realizing she was the only one
in the room who had been denied an orgasm.  I was lying on top of her, our
faces inches apart.  We were both panting and I could feel the incredible
wetness of her pussy surrounding my softening cock.  At that moment, I
longed for her to cum.  I would do anything to make her feel what I had
just enjoyed, what Lisa and I had just enjoyed.  Megan looked at me.  Maybe
there was a twinkle in her eye, or it was the pleading in her voice, or
maybe the guilt I felt for taking so much enjoyment from her body and not
giving her as much.  "Gary, please eat me."

   Ordinarily, I love to go down on Megan.  I love eating pussy.  I love
the taste, the smell, the sight of her pussy.  I love looking up from
between her legs and seeing the orgasm wash across her face as she plays
with her tits.  But now, with her pussy full of my sperm, I wasn't so sure.
What would it taste like?  She had tasted my dick before, right after it
came out of her pussy.  She had to be tasting her own juices.  Now she was
asking me to taste my sperm as it leaked out of her.  My wife was asking me
to do the same.  I should also taste her juices, but the thought of eating
sperm was turning me off.  Looking at Megan, I could see the sexual
frustration in her eyes.  I hated letting her down like that, especially
because thoughts of Lisa made me cum so fast.  There was only one thing I
could do - one thing I had to do.  I took a deep breath as I pulled my now
soft dick out of her and positioned myself in front of her pussy.

   I was getting excited again just by being so close to her open cunt. 
Then I saw the white remains of my ejaculation start to slip out between
her lips.  It's mine, I told myself.  If I expected her to taste it when
she gave me a blowjob, the least I can do is taste a little of it myself. I
looked up at her face, seeing anticipation.  That did it.  I loved my wife
more than I feared tasting my own cum.  I pressed my face into her wet
lips. The scent was definitely her, but there was also a trace of sperm.  I
almost had to force myself, but I extended my tongue and made contact.  I
had kissed her a few times after I came in her mouth, after she had
swallowed.  That taste was here, in her pussy, where my dick had just been.
I stopped thinking about sperm and concentrated on pussy.  I focused on
what I was doing for Megan and moved my tongue against her most intimate
parts.  She instantly enjoyed my tongue running over her clit.  She wasn't
that far from orgasm, in spite of the pause.  I moved my tongue lower,
between her slippery lips, to her opening.  I could feel a lot of wetness
coming out of there.  I sucked it into my mouth and swallowed.  The taste
was definitely sperm, but flavored with her.  It wasn't as bad as I
expected.  I didn't gag, and I didn't choke.  It was just a different
taste. I knew what I was tasting but I wouldn't let myself dwell on that. I
was thinking about what I was doing for Megan.  I concentrated more on the
feel of her pussy than the taste.  She was moaning now and moving her hips.
I felt pride at what I was doing for her.  I was going to give her the
orgasm she deserved - the one I had denied her.  I slid my hands beneath
her ass, tilting her pelvis up slightly.  Each time my tongue moved up to
her clit, I could look over her bush and see her face.  The sight warmed my
heart.  She was starting to cum, enjoying herself totally.  That encouraged
me and I moved back lower with even more vigor.  I really got into it.  I
could still detect my own flavor, but I was thinking of what I was doing
for her.

   Her legs clamped tightly around my head and she lifted her pelvis off
the bed as she gave a loud, drawn out, moan.  Her hands, which had been
fondling her breasts, were now on the back of my head.  She was out of
control, in the throes of an orgasm - a big one - and she only wanted my
mouth to press harder against her pussy.  I kept up my ministrations,
careful to keep up the stimulation so I could prolong her peak.  In time,
the hands that had been holding me tightly suddenly pushed me away.  She
could take no more for now.  I moved away from between her legs and got a
good look at her face.  She was opening her eyes and looking down at me.

   "Damn.  That was good." She took a deep breath, and then held her arms
out to me.  I moved over her and, lying fully on top of her, kissed her.  I
pressed my tongue into her mouth and she eagerly sucked it in.  Then I
realized what I must taste like, only she didn't seem to mind tasting
herself in my mouth.  When our lips parted, I opened my eyes to see her
smiling at me in a thoughtful way.

   "You taste a little like sperm," she said.  I blushed at those words. 
"Don't be embarrassed.  I like it."

   Lisa spoke next.  I think we had both forgotten she was there.  Megan
jumped a little at the sound of Lisa's voice.  Lisa spoke softly, almost
reverently.  "That was so awesome.  Watching the two of you was hot.  When
Gary went down on you, after, I got so wet.  That was so incredible, seeing
him eat you out...  after cumming in you."

   All three of us thought over what she had just said.  It was definitely
something new to all of us.

   "Knowing what I must taste like made it all the more exciting," Megan
added.  She was looking at me, lovingly.  "You did that for me.  I didn't
realize what I was asking at the time.  Now that I think about it, that was
such an act of total and complete love."

   "Now that I think about it, I can't believe I did it," I told her.

   "But the gesture was made.  You did it because you love her so much. 
You guys have such a special relationship." Lisa licked her lips and
swallowed.  "Thanks for letting me watch."

   When I looked over at Lisa, I realized how absurd the situation was. 
The three of us were naked, sharing a bed.  Lisa was holding her dildo,
still wet with her juices.  Megan was lying before me, her legs open and
her pussy visibly wet.  I could feel how wet my cheeks were.  Lisa was
right.  It wasn't just an act between Megan and I.  Lisa had shared in it
by being there.

   "I can't believe we're doing this," Megan said.  There was not sadness
or unhappiness in her voice.  Maybe disbelief, but not regret.  She gave me
a smile, a soft loving smile, then turned and did the same to Lisa.  "This
is so right," she reassured us both.  I could see she was thinking hard
about something.  The indecision clouded her face.  She looked from Lisa to
me, then her expression changed to resolve.  She sat up, moved to her knees
between Lisa and me, and took my hand in her left.  She took Lisa's hand in
her right.  She looked back and forth to each of us as she spoke.

   "This is so right.  The three of us sharing this moment.  Three friends
taking part in such a private moment." Lisa started to speak but Megan
shook her head at her, stopping her.  "I want us to share totally.  We're
all friends, good friends." She pulled her hands together now, in the
process placing my hand over Lisa's.  My palm was sweaty as I felt the skin
on the back of Lisa's hand.  I had no idea where this was leading, but it
didn't seem bad.  Not bad, but not somewhere I had ever been before.  "Lisa
watched us making love and liked it." Megan took a deep breath and looked
into my eyes as she said, "I want to watch." Then she turned to look into
Lisa's eyes.  "I want to see what Gary looks like when he makes love." She
squeezed our hands.  "I want to watch the two of you make love to each
other."

   Looking past Megan, I could see the expression of surprise on Lisa's
face mirrored my own.  In that moment, I felt surprise, concern, fear... 
and excitement.  I admit it.  I was horny at the thought of fucking Lisa.
Still, I loved Megan dearly and I didn't want to do anything to injure our
marriage, no matter how badly I wanted to do it with Lisa.  I reached out
with my left hand and touched Megan's cheek, turning her face to mine.

   My heart had started pounding when the realization of what Megan was
saying first hit me.  I had to clear my throat before I could speak.  "Are
you sure about this?" She smiled and nodded slowly.  "Really sure?  Do you
realize what you're saying?  What you're asking?"

   She giggled.  "Of course I do.  I just asked my husband to make love to
my best friend.  While I watch." Hearing her say the words made it seem all
the more incredible.

   "Are you sure you can handle it?  I mean seeing me and Lisa, me inside
her, cumming inside her?"

   Megan kept smiling sweetly and nodded.  Turning, she now addressed Lisa.
"How do you feel about it?"

   Lisa swallowed hard.  Her face was flushed.  "Do you really mean this?"
she asked Megan, maybe asked both of us.  I became concerned that she might
not want to be with me.  I felt disappointment.  Well, most of me did. 
Part was still hopeful.  "If you do, I want to do it.  I really want to do
it."

   Megan looked back to me, then down to my waist.  "Good, because Gary
obviously wants you." I was at full erection again.  That's kind of
difficult to hide when you're naked.

   We all laughed at that, but I couldn't deny her statement.  I wanted
Lisa at that moment.  I still loved my wife totally and completely, but I
wanted to see what it would be like with Lisa.  I just couldn't believe my
wife was asking me to cheat on her - and that she wanted to watch me do it.

   Lisa broke the silence.  "Well, if we're going to do this, then let's
get started before anyone gets second thoughts."

   Megan moved to the side as Lisa shuffled to in front of me and pressed
her body against mine as she kissed me.  I will never forget the first time
I felt her naked breasts against me.  It was so familiar yet so foreign.  I
had felt Megan's body that way countless times.  This was the first time I
had felt Lisa's body this way.  It was the touch of a woman, but a woman
who was not my wife.  The thought that this was someone other than my wife
only made the excitement I felt grow.  When our lips parted, I looked over
to Megan for reassurance.  She was smiling brightly.  She sensed what I was
looking for and nodded.  Lisa slid down onto the bed until she was lying
where Megan had been a few minutes ago.  She was in the wet spot.  She
looked so beautiful, lying naked with her legs together before me.  I
swallowed hard as Lisa spread her legs, looking sweetly at me.  I knew what
both women wanted from me.  I knew what I wanted.  My heart was still
pounding in my chest as I moved into position between Lisa's long lean
outstretched legs.  Positioning my dick at her opening, I held the shaft in
my right hand and slid it up and down her lips to gather lubrication.  My
dick was so excited as it touched her pussy.  I heard Lisa moan but my
attention was riveted on the sight of my dick pushing aside her blonde hair
and spreading her lips apart.  On the next down stroke, I pushed the head
against her opening, feeling it seat itself.  The view of her blonde curls
against my shaft was making my breathing deepen.  My cock was pulsing in
time to my heartbeat, which was finally slowing.  I guess I was realizing
this was actually going to happen.  I looked up to Lisa, seeing her lovely
face study mine.  She looked very serious, but very happy at the same time.
She could feel where my dick was.  She knew the next push would cause me to
penetrate her in a way I had never done to her before.

   Megan moved over and lay down on the bed with her head resting on Lisa's
stomach.  She had a front row seat at the main event.  She reached out and
felt my dick, her touch adding to the strangeness of the moment.  As her
fingers slid across my erection, I watched the blonde curls from Lisa's
pussy brush against her fingers.  Megan's finger reached out a little and
brushed against one of the lips of Lisa's pussy.  It was probably
inadvertent, but I saw it.  I couldn't believe I was seeing my wife touch
another woman there.  I couldn't believe my dick was against Lisa's pussy.

   Megan sighed and I could feel her warm breath against my dick.  I'm sure
Lisa felt her breath as well.  "Do it, Gary.  Push inside her," Megan
almost whispered.  I pressed forward, feeling Lisa's pussy against the head
of my dick.  At first, I didn't think it would fit.  Her opening was
smaller than Megan's.  She had just had the dildo inside herself, but she
was still tight.  I pressed and she stretched.  Then, suddenly, her opening
gave way.  Her body gave itself over to me.  She yielded and admitted me. I
felt my dick sliding slowly into a very warm, very wet and very tight
place. A place I had never been before.  Lisa was a lot smaller inside than
I was used to.  She was so wet that I slid easily, but I could still feel
the tightness.  Lisa started moaning, a single drawn out sound, as I
stretched her in a way she obviously wasn't used to.

   I was watching my dick enter that blonde haired pussy.  Once I was as
far inside her as I was going to go on the first stroke, I reversed and
slowly pulled out, fascinated by the sight of my shaft now shiny with
Lisa's juices.  Megan was also watching, turning her head and lifting it up
now so she could witness the penetration.  When the head was almost out, I
pressed in again.  Megan spoke in a dreamy voice, a voice that was clouded
with fog, or an orgasmic haze.  "That is so beautiful.  I never knew it
looked so beautiful when we did that." She touched my shaft, now slick with
Lisa, and my shaft slid past her finger as I entered Lisa's body.  I went a
little deeper, but it was going to take several strokes to stretch her
enough and enter her fully.  If she would be able to take all of me inside
her.  She was shorter than Megan so maybe her pussy wasn't as deep.

   Megan stayed right there, watching and touching me as I slowly started
fucking Lisa.  When I finally got enough of my dick to go into Lisa that my
dark pubic hair meshed with her blonde hair, Megan moved up.  She planted a
kiss on my abdomen, then sat up and kissed my lips.  I was kissing my wife
while my dick was buried deeply inside her friend.  The thought made my
dick throb.  Lisa felt it and moaned.  The three of us were joined in that
moment.  Lisa started trying to thrust back against me, anxious to start
screwing in earnest.  Megan moved back and looked at Lisa, then to me.

   "I'm going to move out of the way now so you two can do it.  I'll
watch." To reassure me, she added, "You two look so sexy together.  I never
knew making love looked so beautiful." I turned back to Lisa and saw her
still watching Megan questioningly.  I guess it was difficult for Lisa to
relax and have sex with her best friend's husband while the best friend was
right there.  Megan leaned over and kissed Lisa's cheek.  "It's OK," she
told Lisa.  "I want to see you do this." Lisa smiled as Megan sat back on
her knees.  Lisa looked to me and I leaned over her, moving my hips in that
ancient rhythm.  Lisa put her hands on my arms.  Her touch was light, but
showed no hesitation.  All three of us wanted this and it was happening.  I
leaned forward a little more and the bed started squeaking as I pounded
Lisa's body with more force.  I was watching her tits now.  They were
swaying back and forth a little, so firm they could just barely jiggle in
reaction to my thrusting.  Lisa was tight.  I was glad I had just done it
with Megan.  Otherwise, I would have cum before I was fully inside her. 
Having just cum, and the relief from earlier, allowed me to last longer.  I
hoped I could make Lisa cum before I did.  I leaned over a little more and
kissed Lisa.  Her tongue immediately pressed into my mouth, penetrating me
as I was penetrating her.  Our lips pulled apart wetly and I reached lower
to catch one of her nipples in my mouth.  Sucking her soft nipple into my
mouth was heavenly.  Remembering who I was doing this to, I looked over to
Megan.

   Megan had a hand between her legs and that hand was moving back and
forth.  She was masturbating while she watched us.  I had seen her
masturbate before, but seeing her do it now, knowing that it was me fucking
Lisa that made her masturbate, only added to the eroticism of the forbidden
act.  Megan smiled broadly at me and nodded, probably trying to keep
reassuring me.  Feeling a measure of confidence in her gesture, or maybe
being more turned on by seeing my wife openly masturbating, I leaned back.
Upright now, I lifted Lisa's legs onto my shoulders.  Well, I tried to. 
Megan is my height so her legs drape over my shoulders in this position. 
Lisa is shorter, so her knees couldn't reach my shoulders.  As a result,
her legs stayed straight up against my chest.  The effect was the same.  I
could penetrate her deeper this way and the effect on her was made evident
by her moans moving higher in pitch.  One of her hands was fondling one of
her tits.  Megan reached out with her free hand and held Lisa's other hand.
The two women were connected as the three of us sought orgasm.

   I pressed harder on one stroke and felt something different about Lisa's
pussy.  From her reaction, the head of my dick must have pressed against
her cervix.  It wasn't painful for her, just a surprise, judging by her
facial expression.  Using my hands, I pressed her legs back now against her
tits.  This allowed me maximum penetration.  I looked down to see my dick
splitting her blonde curls as I moved in and out of her.  I enjoyed the
sight, so different from seeing my dick between Megan's dark-haired lips.
It felt so good.  It wasn't the same as making love to Megan.  I loved
Megan.  I was just having fun with Lisa - but I was having a lot of fun.

   I had lasted longer than I had expected, but the building feeling told
me the end was near.  The novelty of the situation, doing this with Lisa
instead of Megan, took its toll.  My rhythm changed, faster now.  The
sounds issuing from Lisa indicated she wasn't far behind me.  Megan picked
up on the change and addressed me directly.

   "Are you cumming?"

   "Almost," I practically grunted.  I was only moments away.

   Megan nodded and moved closer to me.  Using her left hand, she reached
behind me and under, gently grasping my swaying balls.  The effect was
electric.  Her touch on me, there and at that moment, sent me over the
edge. Megan's right hand still held Lisa's hand.  Megan's voice barely cut
through the haze I was lost in.

   "You're cumming inside her," she said, or maybe asked.  I'm not sure. 
It was spoken softly.  All I could do was nod in response.  I guess she
could feel the pulsing as I spurted.  My cock was buried as far inside Lisa
as I could manage.  I looked into Lisa's sparkling eyes and we watched each
other cum.  She moaned loudly now as the feeling of the warm sperm gave her
the final needed push.  It was a magical moment, shared by all three of us.
Megan fondled my balls, ever so gently, and further intensified my orgasm.
It was getting difficult not to fall over onto Lisa.  I managed not to fall
on her, though.  When I returned to reality, both women were smiling at me
and their joined hands were gripping each other tightly.

   Lisa broke the silence first.  "I can't believe we just did that," she
said with a tone of disbelief and maybe a touch of laughter in her voice.

   Megan released my balls and leaned over to Lisa.  She kissed Lisa on the
cheek, saying, "Thank you for letting me watch."

   I couldn't believe how things were unfolding.  Not only had my wife just
let me fuck her best friend, she was thanking us for letting her watch.

   My dick was soft now, and the gentle contractions of Lisa's pussy were
pushing me out of her.  My dick fell free, followed by a small flood of our
combined juices.  I moved out of the way, practically falling on the bed
next to Lisa.  Megan, however, quickly moved between Lisa's legs and got
down on her elbows.  She was watching my sperm flow out of her friend.

   "It looks a lot sexier than it feels," she said to me.  "Now I
understand why you like to look at me right after we have sex." She was
seeing the whole experience from a new vantage point and she enjoyed what
she saw.  I leaned over to Lisa, my face inches from hers and thanked her.
I planted a deep, passionate kiss on her mouth.  I felt her tongue slip
through her parted lips and seek out mine.  We kissed in the afterglow of
what we had just done.  When we parted, I looked down her body to see Megan
still watching her pussy.  The idea of Megan looking at her that way
started getting me hard again.  It was slower this time, but I was
responding.  When I rolled over onto my back to rest, my dick didn't flop
wetly onto my stomach.  Megan noticed.

   "Ready for more?" she asked with a wicked grin.

   "How can I help not wanting more?  I'm in bed with two beautiful naked
women."

   "But can you keep both of us satisfied?" Megan asked.

   "That sounds like a challenge," Lisa replied.

   The whole situation was getting more exciting by the moment.  Could
Megan really be suggesting that being with Lisa wasn't to be just a one
time event?  In response to my mental question, Megan crawled over onto me
to kiss me.  I could feel my partial erection slide wetly along her stomach
and bush.  I got harder when I realized the wetness we were feeling was
from Lisa's pussy.  Megan pressed her body against mine and kissed me,
wriggling herself against me in the process.  In spite of just cumming with
Lisa, I was ready to have my wife again.

   Megan turned to Lisa and offered, "We're going to do it again.  Want to
watch - a little closer this time?"

   Lisa's face lit up.  "I'd like that."

   Lisa got up, leaving a wet spot on the sheet.  Megan rolled over onto
the spot where I had just made love to her friend.  Usually, Megan didn't
like the feeling of the wet spot on the sheets.  Tonight, it didn't seem to
bother her.  What made that even more amazing was that most of that wet
spot was made by another woman.  Megan spread her legs so I moved into
position between them, preparing to penetrate her.  Lisa's voice stopped
me.

   "Can I put it in?" she asked.  I froze and my dick throbbed.  She was
asking if she could put my dick into Megan's pussy.  I looked first to
Lisa, then to Megan.  Megan nodded.  Lisa reached out for my dick, now
fully hard again.  It was still wet from her pussy.  Ordinarily, I wouldn't
have been able to perform again so quickly, especially after so many times
today.  The whole situation was so exciting that my body was responding in
surprising ways.  Lisa held my erection in one hand.  The other hand
reached for Megan's pussy and spread it open.  The sight of Lisa's hand
touching Megan's pussy was driving me to new heights of excitement.  I
wondered if I would cum before I got inside Megan.

   Lisa was pulling on my dick, trying to insert it.  I moved with her,
leaning forward.  She didn't insert it right away.  First, she rubbed it up
and down Megan's slit.  I think she did it more to watch what that looked
like than to gather Megan's lubrication.  I was so excited now, watching
Lisa rub my dick against my wife's pussy.  She seemed to be putting a lot
of effort into moving the head over Megan's clit, much to Megan's
enjoyment. Finally, she pushed me lower and I felt the head captured by my
wife's opening.  Still, Lisa held on.  I pushed forward, entering Megan's
pussy.  Lisa relaxed her grip slightly, but my dick was sliding through her
fingers into Megan.  When I pulled back, my dick was still sliding inside
her grip.  We did this for a few strokes, my dick spreading Megan's juices
onto Lisa's hand.  It felt like Lisa was masturbating me with Megan's
pussy. I didn't know how much of this I could take.

   Finally, Lisa released my dick but mirrored Megan's earlier position by
putting her head down on Megan's stomach.  She was still watching my dick
move in and out of Megan's lips with rapt attention.

   "You're right, this looks so sexy," she breathed.  Megan moaned in
response.  I did my best to think of something else so I didn't cum right
away.  Fortunately, I had recently enjoyed a few orgasms so I had a little
time on my side.  As I began screwing Megan faster, Lisa didn't move.  The
motion was causing her head to bob as I thrust against Megan but she stayed
there...  watching.

   I looked to Megan, who was watching Lisa.  Nobody spoke.  It was almost
silent in the room, our motion making the only sound.  I reached out with
one hand and stroked Lisa's cheek.  The silkiness of her skin was
delightful.  She cooed in appreciation.  I ran my fingers through her silky
hair.  Megan put her hand on Lisa's shoulder.  The three of us were again
joined by touch.

   "Let her know when you're about to cum," Megan told me.  Then, to Lisa,
"you'll want to hold his balls when he shoots in me.  It feels really
good."

   Lisa, still watching where we were joined, just nodded.  After a few
more minutes, she spoke again.

   "This looks sooo sexy."

   "Mmm-hmm," Megan agreed.

   Megan lifted up on her elbows to get a better look herself.  I lovingly
touched Megan's cheek, just as I had touched Lisa's earlier.  She looked at
me and smiled.  No other words were spoken until I was ready to cum.

   "I'm gonna shoot," I announced.

   "Cup his balls, but be gentle," Megan urged Lisa.  She had to get up to
reach, but Lisa did just that.  Her eyes were still fixed on the base of my
dick sticking out of Megan's pussy.

   Her gentle grasp on my testicles had the same effect as Megan's touch
had before.  I began cumming almost at once.

   "He's cumming inside you right now," Lisa announced.  Megan responded by
attacking her clit with two fingers, desperate to cum with me.  I could
feel myself spurting but I wondered if I was really shooting very much
after all the orgasms I had enjoyed that day.  Lisa kept fondling me and
Megan came loudly right after I did.  Lisa sat up on her knees and kissed
me while I was still inside Megan.  It was strange having my dick inside
one woman and my tongue inside another.  Strange, but nice.

   We both looked down at Megan to see her smiling at us.

   "I like sharing," my wonderful wife announced.

   "I'm glad you share," I told her.  I pulled out of her pussy and Lisa
moved into position to watch the aftermath of our lovemaking.  As I
thought, there wasn't much, but a little whiteness could be seen seeping
through her distended lips.  Lisa reached out to touch it.  Megan jumped
when Lisa's finger contacted her pussy.  Lisa giggled.

   "I just wanted to feel how warm it is," she explained.  Megan relaxed. I
marveled at how comfortable we had become with each other's bodies in the
last few hours.

   After that last performance, I was finished for the night.  Fortunately,
the women were as well.  While we were lying around, Megan and I next to
each other and Lisa on her stomach between Megan's legs, I let out a yawn.
The girls laughed, but Megan said, "I guess I'm tired, too.  How about you,
Lisa?  Ready to go to sleep?"

   "Uh-huh," Lisa responded.  She got up and headed for the bathroom.  I
kissed Megan before commenting that I needed to go as well.

   "Go ahead," Megan urged.

   "I can wait for Lisa to finish," I said.

   Megan made a moue.  "So you can fuck her, but you can't share a bathroom
with her?" She smiled.  "Go ahead.  I'll be there in a minute," she added
as she shoved me in that direction.

   I tapped lightly on the open door before entering.  I still felt a
little shy in spite of the intimacy we had just shared.  Lisa turned to
look.

   "Come on in," she urged.  "There's nothing here you haven't already
seen."

   "True," I agreed.  I peed while she washed her hands and face.  When I
finished and turned around, I saw she had been watching me in the mirror.
She just smiled when she saw she was caught.  She gave me a light peck on
the cheek as I took my turn at the lavatory.  She stood behind me, pressing
her nude form against my back.  If I hadn't been so exhausted, I would have
risen to the occasion.  We walked back to the bed together.

   "So how will this work?" I asked the ladies.

   Megan piped up.  "I'm sleeping next to you."

   "I wanted to sleep next to him," Lisa complained.

   "Ladies, ladies, there is enough of me to go around.  How about I sleep
in the middle?"

   They were agreeable to that, so I turned out the main light and crawled
over Megan to lie between the two of them.  Lisa pulled up the covers as
Megan turned off the lamp.  Megan turned towards me and draped one leg over
mine.  I could feel the wetness between her legs against my leg.  Lisa did
the same on my left, with the same results.

   "This is nice," I commented.  Two contented sighs came in response. 
With that, we were all soon asleep.

   I'd like to say we woke up during the night and screwed until dawn, but
the truth is that we were all tired and slept through the night.  The long
drive and then the sex had worn me out.  Lisa's day had turned into an
emotional roller coaster when we had arrived, and Megan was just plain
tired.  It was well after sunrise when we woke.

   Megan kissed me good morning.  The stirring woke Lisa as well.  Megan
spoke first.

   "Is everyone ready for breakfast, or...?"

   "Or what?" I asked.

   Megan smiled in response, a sly smile.  Her left hand snaked under the
covers.  I felt her grab my morning hard on.  She held it up straight (for
Lisa's benefit) and stroked it under the covers.

   "That sounds good," I ventured.

   "How about we have him for breakfast?" Megan offered.  Then, looking
directly at Lisa, added, "Together?"

   Lisa's face showed definite interest.  She nodded to Megan before
pushing the covers over the foot of the bed.  Both women moved into
position between my legs, pushing them wide apart to accommodate both their
bodies.  Megan help up my erection and Lisa kissed it.  I felt the contact
of her lips all up my spine.  Megan was an inch away, watching her friend
intently.  The kiss turned into a lick and Megan joined in.  While Lisa
licked at the precum gathering at the head, Megan gave slow licks up and
down the shaft.

   I've had many blowjobs before, but that was the first one from more than
one person.  One tongue is fantastic, any man will tell you that.  Two
tongues can quickly drive you through the roof.  I reached for the other
pillows and piled them under my head so I could watch.  Megan and Lisa
fellated me in synchronicity.  As Lisa licked, Megan stroked my shaft with
her tongue.  When Lisa moved to lick my shaft, Megan took the head in her
mouth.  She sucked on the head while her tongue moved rapidly against it. I
started to worry that I would cum very quickly but realized that their
intention was for me to cum in their mouths, not to last for their pussies.
Megan held my dick while Lisa bobbed up and down over it, then Lisa held it
for Megan to suck me.

   At one point, Lisa and Megan licked the sides of my shaft together,
their tongues moving in synch up and down on opposite sides.  That pushed
me to the edge.

   "Girls, I'm going to cum," I announced with a strain in my voice.

   "Who gets to eat it?" Lisa asked, the intent evident in her voice. 
Megan wanted to share but the expression on her face showed something else.
She didn't want to give it up.  She was thinking hard about something. 
After a few seconds, she spoke.

   "Maybe we both can." She looked to me as if asking permission but I
didn't know what she had in mind.  She looked to Lisa, inches away, as
Lisa's tongue tasted more of my precum.  "We could just keep licking and
let him shoot on our faces."

   "I want to taste it," Lisa moaned.

   "Me, too.  We could ..." She paused here, apparently gathering her
courage.  When she spoke, her voice was softer, practically a whisper.  "We
could lick it off each other, after."

   The implication of her statement hit my brain at the same time as it hit
my dick.  In response, my dick twitched.  I knew Lisa felt it.  Lisa's eyes
opened wider and she looked at Megan, not me.

   "Are you sure?" she asked.

   The two women had their eyes locked on each other.  Megan smiled and
gave a slight nod.  Lisa joined the smile.  I held my breath.  They turned
in unison to my dick and began licking intently.  Megan, between licks,
told me, "Let us know just before you shoot." I nodded, unable to speak at
that moment.

   They licked, their tongues now touching each other from time to time. 
My dick was twitching, both from the feel of their tongues and the thought
of what I was about to witness.  It didn't take long.  I felt the
tightening, the tenseness, the throbbing.

   "Now," I kind of groaned.  I arched my back, trying as hard as I could
to keep my eyes open during the orgasm.  I wanted to watch this.

   They both licked the front of my shaft, passing the tips of their
tongues over my slit.  I felt my dick pulse twice, then that warm liquid
feeling took over.  I cried out as the pleasure escalated almost to the
pain level and saw the first spurt land across Lisa's cheek and nose. 
Megan pushed in front and captured a strand on her cheek.  The two tried to
each catch as much as they could on their faces.  A strand extended into
Megan's hair near her ear.  Each face had caught a sizable amount.  The
sperm was starting to run down their faces.  Lisa gave me a final suck
before releasing my deflating cock.

   Megan and Lisa got up on their knees, facing each other.  Megan put her
hands on Lisa's shoulders.  Lisa put her arms around Megan's neck.  I
couldn't even breathe as they leaned towards each other and ...  licked.  I
couldn't believe I was seeing my two fantasy women licking my cum from each
other's face.  It was indescribably erotic.  As they licked, they leaned
closer to each other.  I saw their nipples touch and my dick desperately
tried to get hard.  If there had been any way, my dick would have gotten
fully hard again.  As it had been only moments since I ejaculated, the best
it could do was a slight stiffening.  Instead of lying limply against my
stomach, my dick held itself barely off my skin.  It didn't matter.  I was
excited enough for it to feel ten feet long.

   They moaned as they licked my cum off each other.  They were really
getting into it.  I had to keep reminding myself to breathe I was so
entranced by the spectacle.  Lisa followed that strand of cum to Megan's
ear, licking right in front of the lobe - Megan's "special spot".  I saw my
wife shudder and hug her friend a little tighter.  Their breasts pressed
more tightly together.

   When my sperm was all cleaned up, they parted, still holding onto each
other.  They were kneeling facing each other.  Lisa gave Megan a look I
didn't understand.  It lasted for at least three seconds.  Megan raised an
eyebrow, apparently giving consent for something.  Lisa leaned forward and
they kissed.  It wasn't just a touching of the lips.  It was a French kiss.
Their naked bodies pressed against each other, lips sliding together wetly.
Through their cheeks, it was evident their tongues were participating as
well as they shared my taste.  That did it.  My dick couldn't stand by and
let that happen without getting hard.  I was partially erect again.

   The kiss lasted a long time.  It seemed to last for hours, but was
really only a minute or so.  I couldn't move, transfixed by the scene
before me.  My heart was pounding, my lungs screaming for me to breathe, my
dick doing its best to stand up limply in salute.  When they parted, they
leaned back with their arms still loosely around each other.  They regarded
each other with a shy smile, a kind of "What have we just done?" look. 
Lisa looked down, breaking the magical spell.  Each drew a deep breath.

   As if just then realizing they had an audience, Megan looked to me.  Her
face was happy, but embarrassed.

   "I can't believe we just did that," she said, a trace of laughter in her
voice.

   I spoke, my voice having a soft, dreamlike quality as if I didn't want
to break the spell, either.  "I can't believe it.  But I liked it.  I liked
it a lot."

   Lisa finally looked up, first to Megan then to me.  She also looked
embarrassed by what I had seen.

   "That was the most incredible thing I've ever even imagined," I said, my
voice a little stronger now.

   Megan crawled up my body and gave me a lingering French kiss.  As she
kissed me, images of the illicit kiss she had shared with Lisa screamed
through my mind.  It did nothing to cool my growing arousal.

   Megan could feel me growing against her stomach.  "Ooh, you really liked
that, huh?" she asked warmly.  I nodded.  "How about a threesome?"

   I couldn't believe what my wife was asking.  For that matter, I could
barely believe the things we had done since the previous afternoon.  "What
do you have in mind?" I asked, my voice wavering with uncertainty, maybe
even fear.  This was all happening so fast.

   "Oh, maybe one of us sitting on your dick and the other one on your
face," my wife suggested, her words slow and drawn out.  I saw Lisa's face
perk up at that suggestion.  "Does that appeal to you?"

   "Does it appeal to me?  You've just outlined one of my favorite secret
fantasies," I eagerly responded.  I still couldn't believe this was really
happening.

   "I'm game," Lisa added.

   Megan smiled.  To Lisa, she said, "You can have his dick first.  I get
it all the time." She sat up to one side, waiting for Lisa to mount me. 
For my part, I lay barely breathing.  There was no need for foreplay.  The
girls were very wet from earlier and I was hard from watching them.  Lisa
straddled my hips and used her hands to guide the head of my dick into her
blonde pussy.  I watched with fascination as her lips parted.  When I made
contact, she was so wet that her juices started flowing down my shaft a
little.  She pressed down, seating herself fully with a grunt.  I was
completely inside her now and the heat was incredible.  It was even more
obvious how much she had enjoyed the kiss she had shared with Megan.

   I couldn't enjoy the sight of my cock spearing her for long because
Megan swung a leg over my neck.  She took her seat facing me with her wet
pussy over my mouth.  I eagerly began eating her.  The experience of
enjoying two pussies at once is one of synergy.  It is much more than just
the pleasure of fucking combined with the pleasure of eating a pussy.  The
two events combined overwhelm the senses.  Each is a wonderful treat. 
Together, knowing two women are getting pleasure from the act makes the
feeling almost too wonderful to withstand.  I had Megan's cunt over my
face. I was tasting her wetness when I looked up.  What I saw almost made
me shoot off right there.  Lisa had leaned forward and was fondling her
tits from behind.  Seeing Lisa's hands playing with my wife's body - and
the expression of pleasure on my wife's face - made it almost impossible to
stave off my impending orgasm.  Almost.  I'm glad I made the Herculean
effort, because it just got better.

   I felt Megan moving to get off me.  She stood up over me (what a view!)
and turned around, returning her pussy to my face.  Only this time she was
facing Lisa.  I couldn't see what they were doing, but the sounds they were
making made it obvious they were enjoying themselves, and each other.  The
knowledge that they were kissing and fondling each other above me only
added to the excitement of the sex and oral sex that was enveloping me. 
After a few minutes of this, I heard the sound of a very wet kiss ending
and Megan spoke up.

   "I want his dick now."

   I moved my mouth away from her pussy just enough to say, "Then you'd
better hurry because you two have me right on the edge."

   They got up and changed positions.  Megan sat on my cock and that
penetration had to be the wettest I had ever felt with her.  Lisa knelt
over my face, facing Megan, and their moans returned.  I didn't try to
last. I just ate pussy while Megan rode my hard on.  Very soon, I tensed up
and pumped my seed into my wife.  No warning, no slowing, just ejaculation.
Megan moaned a little louder so I knew she felt it, but she never stopped
moving over me.  My dick soon slipped out of her, followed by a flood of
our combined wetness.  The two women kept kissing and rubbing their bottoms
against me.  After a while longer, they stopped and got off me.  I'm sure I
must have looked like a mess.  It was sloppy being beneath them.  My face
was coated with their lubrication and my midsection was soaked with the
remains of cumming inside Megan.  Megan never hesitated.  She leaned down
and kissed me, surely smelling and tasting Lisa on my face.  Lisa just
knelt next to us and watched.

   Megan broke the kiss, her face still very near mine, and whispered to
me. "I want to try it with Lisa, just me and her.  Is that OK with you?"

   I thought I had been shocked before by what they had done.  Now, she was
laying the cards on the table.  She wanted to have sex with Lisa and she
was asking for my permission.

   "Are you sure you want to do this?" I asked, secretly hoping she would
say yes.  She did.  I smiled broadly.  "Can I watch?" I asked eagerly.  She
just smiled in return and got up.  She reached out and took Lisa by the
hand.

   "Stay on the side.  Give us room.  I want the first time to be just us."
She was talking to me but looking into Lisa's eyes.  Lisa looked like she
wanted it as much as Megan.  I took up a place on the edge of the big bed.
Megan directed Lisa to lie on the other side.  Megan got on top of Lisa and
they kissed.  The sight of Megan lying naked on top of Lisa would have made
me cum if I hadn't just done so.  As it was, it felt like I would soon have
another erection so I could jack off while I watched.

   Lisa spoke to Megan in a tiny voice, so quiet I could just barely make
out what she said.  "I've never done it like this before."

   Megan answered, "Neither have I.  We're friends.  Let's just try it.  If
you want to stop, that's OK.  We're learning together."

   That was all they said.  It was like I wasn't even there.  They were in
their own world, just the two of them.  They started with a deep kiss. 
Lisa moaned when my wife's lips made contact.  Their eyes were closed,
Megan's hands on Lisa's face.  Lisa put her arms around Megan's neck.  As
the kiss progressed, Lisa's hands moved slowly up and down Megan's back as
if she was enjoying the feel of Megan's skin.  Megan moved her body against
Lisa's, enjoying her touch.  Lisa's hands moved down to Megan's cute butt
and that really warmed Megan up.  She was moving more now, and moaning into
Lisa's mouth.  Their lips parted and their eyes opened, but their faces
were still only inches apart.  A slow smile spread across both their faces.
Megan was looking into Lisa's eyes, as if seeking permission for something.
She moved lower, kissing Lisa's face and neck.  As she reached Lisa's
breasts, Lisa's legs parted and Megan slid between them.  She slowly moved
a hand onto each of Lisa's tits, caressing them slowly and sensuously.  I
could hear the sound of her hand moving over Lisa's soft skin.  She smiled
and leaned forward to take a nipple into her mouth.  Lisa closed her eyes
to focus on the sensation.

   I was hard again and now slowly started stroking myself.  I knew that I
had to keep the pace slow or the scene in front of me would make me cum in
seconds.  Megan was kissing Lisa's breasts and sucking on her nipples,
taking care to hold the nipples with her lips and pull on them.  Lisa
seemed to be loving the attention.  After a long time at her tits, Megan
moved further down Lisa's trim body.  I knew what was coming next and still
couldn't believe what was about to happen.  She continued kissing and
licking, leaving a wet trail down Lisa's stomach.  She paused at her navel
before moving lower to the blonde patch of hair.

   Lisa's eyes opened when Megan arrived at her pussy.  Megan turned her
face to the side and brushed her cheek against Lisa's silky softness.  They
were both making light moaning sounds as they each enjoyed the touch in
their own way.  Megan planted light kisses on Lisa's mound, then one very
light kiss directly on her slit.  Lisa gasped at the contact.  Megan wasn't
ready to take that step just yet, or wanted to tease Lisa further, because
she instead moved quickly to the end of Lisa's right leg.  She started at
the ankle, trailing kisses and licks back up to the crease where the leg
joined Lisa's torso.  That little hollow where Lisa's pussy nestled when
her legs were closed received much attention from Megan's tongue.  Lisa was
now wriggling her bottom around, anxious to feel Megan's tongue on her
pussy, but Megan was not to be swayed from her appointed course.  Her mouth
passed tantalizingly close to Lisa's pussy, so close in fact that the curly
hair brushed Megan's lips.  Megan then moved to Lisa's left ankle to begin
another slow, torturous journey back up to Lisa's body.  When Megan was
licking the hollow at the top of the left leg, Lisa, unable to wait
further, tried to move Megan's head to the center with her hands.  Megan
pushed her hands away.  I could see Megan smiling as she continued kissing.
I could also see that Lisa's pussy was now oozing with her lubrication.

   By this time, I was as anxious as Lisa for Megan to take the next big
step.  I was hard and my dick was leaking precum as I stroked.  I seriously
doubted that I would be able to delay cumming until Megan started eating
Lisa's pussy.  Lisa, unable to sway Megan's intentions, was now positively
mauling her own tits and moaning out loud in time to Megan's tongue.  When
Megan finally swiped her tongue over the lips to the slit, Lisa and I both
gave out sighs of relief.

   I really wanted to put my face down on Lisa's stomach to watch up close
what Megan was about to do, or even join my wife between Lisa's legs and
help out.  I remembered Megan's last words to me and heeded them.  It
wasn't because I wanted to, but rather because I loved her so much and
wanted this moment to go as she wanted.

   Megan ran her tongue up Lisa's slit.  I could see it in her face when
she tasted Lisa's juices.  It was a surprise but not a big one.  She must
be realizing that Lisa didn't taste much differently from her own pussy. 
She had tasted herself often enough after masturbating, on my face after
oral sex, and by sucking my dick after I had been inside her.  This was the
first time she tasted another woman, however.  The look was like a moment
of indecision followed by making a choice.  She pressed onward.  On the
second swipe of her tongue, Megan pressed hard, parting Lisa's lips and
passing the tip of her tongue between them.  Lisa practically howled,
holding onto her tits and looking down between her legs in disbelief as her
friend began eating her pussy.

   That did it.  I lost the battle.  I came.  Hard.  Stroking my cock
wildly, I shot off on the sheet as I watched the unbelievable spectacle
before me.

   Megan's tongue was exploring Lisa's pussy with a passion, flittering
over her clit, sliding between her slippery lips, and probing into her
hole. I knew what Megan was experiencing - taste, smell and sight - but the
fact that she was doing it made the scene something I'll never forget. 
This was my wife having sex with a woman.  I did notice that her motions
were a little gentler than the way I usually did it to her.  After a
moment's thought, I figured out she was doing to Lisa exactly what she
would like done to her.  I tried to pay attention so I could please her as
well the next time my face was between her legs.

   She was definitely pleasing Lisa.  Lisa was now thrashing about, clawing
at the sheets.  There was a wild look on her face.  Either the pleasure she
was receiving from Megan's mouth was that good or, like me, she couldn't
believe this was really happening either.  Lisa peaked suddenly.  The
transition was interesting to watch.  Her legs tensed, then wrapped around
Megan's head while her hands flew to the back of Megan's head.  She was
moaning something like, "Oh, fuck, please don't stop," as she firmly held
Megan's head in place.  Her hips started humping against my wife's face and
Lisa screamed.  I wondered what the people in the next room were thinking.
Surely that had woken them up if they had still been sleeping.

   Megan must have understood what Lisa was feeling and wanting at that
point because she complied with Lisa's request.  Her face was pressed to
Lisa's pussy.  I could see through her cheek that her tongue was moving.  I
guessed she was moving it against Lisa's clit.  The pleasure must have
peaked and become too intense to stand because Lisa suddenly changed
posture, pushing Megan away and trying to close her legs.  Megan moved back
and sat up on her knees; her face was coated in Lisa's cum.  It was the
most beautiful thing I had ever seen.  Her friend had cum all over her
face. She was smiling proudly at what she had given Lisa but Lisa needed a
little time to come down.  She rolled herself into a ball on her side, her
eyes closed and her breathing only slowly returning to normal.  She kind of
shuddered, aftershocks of the intense orgasm.

   I wanted to speak, but didn't want to interrupt the magic they were
sharing.  Megan looked at me, her expression seeming to acknowledge me and
give me permission to speak.

   I grinned.  "That was so incredible," I said quietly.

   Megan looked down at the wet stains in front of me, the remains of my
orgasm.  "You liked that, did you?" she asked with a big smile.

   I nodded vigorously.  She leaned over to me and kissed me.  Usually when
we kiss, I notice her smell.  It's the smell of her perfume, or her
shampoo, or just that warm scent of her skin.  Not this time.  This time,
she smelled like Lisa.  There was no doubt that she smelled like her
friend's pussy.  If there had been, the taste in her mouth would have
settled the issue.  We were both tasting Lisa's juices now.  I held her
body to mine, feeling her soft boobs pressed to my chest, and shared the
taste.  I had just seen her act out a secret fantasy I had held for many
years and I loved her so much at that moment.  We had now both shared Lisa
in the most intimate way.

   When the kiss ended, we looked at each other.  The scent of pussy was in
the air between us.  Truthfully, it was probably in the entire room, but it
was especially strong there, next to Megan's face.

   "Thank you for letting us do that alone.  We needed to try it in our own
way."

   "Megan, thank you for letting me watch.  That was the hottest thing I've
ever seen."

   Megan thought for a moment.  "It doesn't bother you that I did it with
her?"

   "Not at all.  You didn't mind me doing it with Lisa."

   "But you're a boy I'm a girl - doing it with a girl."

   "I know," I said eagerly.  "That's what made it so exciting." After a
moment, we both looked over at Lisa, who had rolled over and opened her
eyes.  "Are you going to let her do it to you?"

   Megan turned to face me.  "If you want me to."

   "Do you want that?" I asked her.

   There was just a moment's pause before Megan said, "Yes.  I'd like that
a lot.  I want to feel how a woman does it."

   "I want it, too.  I want to see her please you.  I want to watch her
make you cum."

   "Thank you," Megan told me quietly.  She planted a light kiss on my
lips, and then moved out of my arms to rejoin Lisa.  Lisa opened up and
Megan was again lying on top of her as they shared a passionate kiss. 
Lisa's hands moved down my wife's back to hold her ass.  Lisa whispered
something to Megan that I couldn't hear.  Megan nodded and rolled off Lisa.
Lisa positioned herself over Megan's tits, sucking her nipples.  The look
on Megan's face was amazing - pure enjoyment.  Her eyes were closed, but
the expression on her face was unmistakable.  I enjoyed seeing my wife
being pleased by her friend.  After a few minutes of playing with both
breasts, Lisa moved lower, kissing her way down to Megan's pussy.  Megan
had opened her eyes to watch what Lisa was doing.  Now she was supporting
herself on her forearms so she could lift her head up enough to see.  When
Lisa's tongue made contact with her lips, Megan's arms gave out and she
fell back to the bed.  Lisa explored with less hesitation than Megan had
shown.  Maybe she knew how pleasurable it was, or maybe she had done this
before.  Either way, Megan was enjoying what Lisa was doing to her body.  I
was soon stroking my erection again, captivated by the spectacle before me.
Seeing two women making love is such a beautiful sight.  They show such
tenderness and confidence.

   Megan must have been worked up by the whole situation because it took
Lisa less time to make her cum than I would have thought.  Megan looked
over at me when her orgasm hit.  She might have been seeking my acceptance,
or maybe she wanted to see how I was reacting to seeing someone else making
her cum.  I smiled and blew her a kiss.  She smiled back and her gaze
returned to Lisa.  Her hands were now on the back of Lisa's head and her
legs were lifting off the bed.  Lisa didn't let up until Megan cried out,
determined to give her a memorable experience.  After, she kept giving
Megan's pussy little kisses and licks, pointedly avoiding her sensitive
clit but covering the rest of the area around it.  In time, she moved back
to Megan's face and they shared a long deep French kiss.

   After a little while, Megan reached out for me.  I moved to her and she
put her arm around the back of my neck.  She pulled me to her so I could
kiss her as well.  She moved between kissing me and kissing Lisa.  I was so
close to the two of them that I could smell Megan's juices on Lisa's face.
The three of us basked in the afterglow, three friends sharing a magical
moment.  No one was in a hurry for it to end.

   Eventually we got out of bed and cleaned up.  Megan showered first with
me, then asked me if I minded if Lisa joined her.  I told her I didn't.  We
talked about what the two of them had done and I assured her I didn't mind.
In fact, I enjoyed seeing it very much.  I got out of the shower and dried
off.  Then, still naked, I found Lisa gently playing with herself on the
bed and told her Megan was waiting for her in the shower.  She looked at me
as if trying to see if I minded.  I smiled and told her to have fun playing
with my wife.  She got the message and joined Megan.  It took them a long
time to finish, but I didn't mind.  When they came out, I was already
dressed.  They got ready quickly and we got something to eat.

   That afternoon we planned to lay out on the beach.  The weather was warm
with scattered clouds.  We found a vacant spot of sand to place our towels
and started sunning.  I was lying between the two women.  After about an
hour, I finished the book I was reading and commented that I was going back
to the room to get my other book.

   "Lisa, why don't you go with him," Megan suggested calmly.  Lisa and I
both turned to Megan, unsure we had heard her correctly.  Ordinarily, the
suggestion wouldn't have meant anything.  In the light of what had we had
done lately, the meaning was clear.  Whether it was our sudden quietness or
she felt us looking at her, Megan continued, "Go ahead, it's OK with me."

   I leaned over to kiss Megan's cheek.  She whispered to me, "I'll be out
here thinking about what you are doing with her and getting very wet.  I
want to hear all about it when you get back."

   Shaking my head in disbelief, I got to my knees and reached for Lisa's
hand.  The blonde took my hand and we walked back to the room.  We didn't
speak on the way, but she did hold on very tightly to my hand.  We both
knew what was going to happen when we got inside the room.  On the walk, I
don't think I could have gotten any harder.

   I opened the door and let Lisa go in before me.  I closed the door
behind me, the click of the lock seeming to echo in the otherwise empty
room.  Sure, we had had sex before, but with Megan present.  This was the
first time we had been alone together, at least for this purpose.  Lisa
smiled shyly and reached behind her neck to untie the top of her bikini.  I
watched the cups fall away, exposing her breasts.  The nipples were erect,
but I don't think it was because of the cool air-conditioning.  She untied
the bottom string and her top fell to the floor between us.  I watched it
fall.  She reached out for me and I hugged her, kissing her passionately as
I felt her tits crushing against my bare chest.  I held her to me so
tightly that I could feel the bulge of my erection pressing against her
mound.  She could feel it, too.  She pressed harder, rubbing her mound
against the lump in my swimsuit.  I pulled my lips from hers, sucking at
her bottom lip as I did and ending the kiss in a wet sloppy fashion.  We
were smiling at each other when I opened my eyes.

   We still didn't speak.  I dropped to my knees and kissed her pussy
through the bikini bottom.  Next, I put a thumb in each side and pulled
down, exposing her patch of blonde hair.  The crotch of her suit held on to
a strand of her wetness as it moved down.  She was as wet as I was hard. 
The suit slid down her legs and she stepped out of it.  I held her by her
ass cheeks and pressed my face into her pussy, my tongue working its way
into her slit.  She was so wet and hot that it was almost like putting my
face into a warm saucer of water.  I was enjoying tasting her.  She was
enjoying it, judging by the way she broke the silence with her whimpers.  I
felt her hands on my head, guiding me to the correct spots.  I expected to
eat her out for a lot longer, but she pulled me away after what seemed only
like a minute.  I looked up questioningly at her.

   She said, "I want it now," as she fell back onto the bed, pulling me
with her.  She scooted fully onto the bed (avoiding the wet spot from
earlier) and opened her legs.  I crawled after her, my erection dangling
and bobbing from side to side as I moved.  She seemed to like watching it
swing.

   When I reached her, she grasped my dick and aimed it towards her slit. I
felt her sliding it along her wet pussy.  She cooed as the tip passed over
her clit, and then moved it lower to enter her.  Her hands slid along my
sides as I entered her.  I sank fully into her because she was so wet. 
When I was fully inside I dropped softly onto her.  It was then that I
fully realized we were doing this alone, without Megan there.  It was like
cheating on my wife, even though she had given her permission.  I actually
thought about Megan lying alone on the beach as I screwed Lisa.

   Well, I thought about Megan for the first few minutes.  When Lisa really
started getting into it, moaning and calling out, I couldn't think of
anything except the naked blonde lying underneath me.  It wasn't that I
loved Megan any less.  In a way, I was doing this because I loved Megan so
much.  I was certainly having fun, but I wouldn't have ever done it with
Lisa if not for Megan's insistence.  Lisa was a lot more vocal when we were
alone.  She moaned, and she talked.  She wasn't shy about asking me to do
it certain ways.

   I sat up and placed her legs over my shoulders.  She liked it that way a
lot.  Before long, I had her ass lifted off the bed and I was pushing hard
into her.  By the sounds she was making, she liked it rough.  Next, she
wanted to get on top.  I started to pull out but she stopped me.  Holding
me close to her, she guided me into rolling over while still inside her.  I
almost came out at the end of the roll, but we successfully ended up with
her on top and my dick still safely inside her.  She immediately started
riding me hard, impaling her slender body on my cock.

   "What makes it so exciting?" I asked rhetorically as she rode me and I
thrust up into her.

   She closed her eyes, smiled, and drew in a deep breath.  "Doing it with
you.  Knowing Megan is out there," pointing to the door, "and that she
knows what we are doing.  It's naughty and wrong, but not really wrong
because we have her permission."

   "Not just her permission, she practically pushed us together."

   Lisa nodded.  Then, she became more introspective.  "How do you really
feel about seeing me with her?"

   Thinking about that again got me even hornier.  "That was the most
erotic thing I've ever seen," I told her eagerly.  "I loved watching.  I
wanted to join in, but I knew you wanted to be alone."

   "It wasn't the first time I've done it, but I think it was the first for
Megan.  I've wanted her for a long time but I didn't know how to bring it
up.  I guess the time was just right."

   I thought some more about her earlier question.  "If you're asking if
I'm alright with you doing it again with her, yes!  Oh, yes!" The thought
of seeing them making love to each other drove me to more energetic thrusts
against Lisa's bottom.

   "Yes!" she echoed.  Then, more in control, "Maybe you'd like to join in
next time."

   That did it.  I came at her words.  I pushed my hips upward into her,
lifting her in the process.  My legs were tensed.  It was like I was trying
to push my cum into her body with more force by using my legs.  She was in
front of me, but I was thinking about Megan.  Megan and her - together.

   "I'll take that as a `Yes'," she said with a broad smile.  "Oh, yes."
She wiggled her bottom on me as I was getting soft.  It felt nice, but I
could feel my dick coming out of her pussy.  "Do something for me?" It was
a question.  I nodded.  "Do what you did to Megan, eat me now?" I thought
it over for a moment.  I did it because Megan really liked it.  I didn't
mind because it was my own cum I was tasting - and I really liked eating
pussy.  I felt at that moment I could do it for Lisa as well.  I had
enjoyed her body so much that I wanted to do it for her.  I nodded.  Lisa
continued speaking.  "No guy has ever done that to me, eaten my pussy after
he came in me.  It was so hot watching you do that to Megan."

   She climbed off, a rush of warm fluid coming out of her pussy when she
got up.  It pooled on my lower stomach.  She looked at it, then at me with
an impish grin.  She leaned forward and licked, tasting both of us.  After
a few licks, she leaned over and kissed me.  "Thanks," she whispered.  She
rolled onto her back with her legs open.  I put my face where my dick had
been and quickly gave her the orgasm I denied her when I came before her a
few minutes before.  Most of my cum had leaked out when she got off me so I
barely tasted myself.  After I finished, I lay on top of her and kissed
her. She moaned during the kiss, enjoying the taste.

   "That was as good as I expected it would be," she told me.  Then,
"You're hard from doing that."

   "I'm hard from eating your pussy.  I love to eat pussy.  Ask Megan."

   "She's told me." Seeing my expression, she explained, "We talk a lot
about sex, even more than when you're around." Without explanation, she got
up and turned around, moving on top of me in a sixty-nine.  She was shorter
than me so I had to bend my neck to reach, but we managed.  It wasn't as
comfortable as doing it with Megan but it was still fun.

   After I finally came in Lisa's mouth, she got up.

   "That was great!  I came two more times," she told me.

   "It took me awhile because I had just had an orgasm," I explained.

   Lisa kissed me, the smell of sperm on her breath.  "We should probably
clean up and go back out.  Megan is probably dying to hear what we've been
doing."

   We both laughed at that.

   "Let's not clean up," I suggested.  "At least not completely.  Wipe up
the obvious remains, but let's go out there like we are.  I want her to be
able to smell you and taste you on me."

   "Sounds naughty," Lisa said slowly.  Then, more quickly, "I like it."

   She grabbed a towel from the bathroom and cleaned only where it would be
really obvious outside her bikini.  She looked me over and decided I was
fine the way I was.  We got dressed to rejoin my wife.

   "Ready?" she asked.

   "Ready," I replied.

   Hand in hand, we walked back out to where we had left Megan, big smiles
on our faces.  I suppose some people could tell what we had just done, and
I didn't care.

   Megan was still lying down on her stomach and reading.  There was no one
near us.  When she saw me out of the corner of her eye, she practically
leapt up.

   "Well?" she asked.

   "Well?" I mimicked.

   "What have you two been doing?" she asked.

   As Megan kissed me, Lisa said, "What do you think we've been doing?"

   During the kiss, Megan could obviously smell and taste what we had been
up to because the kiss suddenly heated up.

   "I can tell.  Do you know how hot it made me to be out here alone,
knowing what was going on in the room?"

   "Tell me," I ventured.

   Megan took my hand.  Looking around to be sure no one was near enough to
see, she pressed my hand to her crotch.  Even though her bikini bottom was
too dark to see the wet stain, I could easily feel how damp the fabric was.
I took the opportunity to work a finger into her slit through her suit. 
She groaned.

   I saw that look of indecision in her eyes again.  She was thinking about
doing something.  Something wild.  My finger must have helped her make her
decision.  She took my hand in hers, gripping me tightly.

   "Watch our stuff.  We'll be back later," Megan called to Lisa as she
practically dragged me to my feet and across the sand to our room.  I
looked back to Lisa.  She was smiling broadly and telling us to "have fun".
As we passed the pool, I could see a few people staring at us.  One guy was
shaking his head.  They must have seen me go there with Lisa a short while
ago and now again with another woman.

   When we got to the door, Megan just looked at me, her eyes burning with
lust.  I put my key in the lock and opened the door.  Megan pushed and we
were both inside, the door banging closed behind us.  Megan's hands were
all over me at once.

   "I got so horny out there, knowing what you two were doing in here.  I
almost couldn't stand it." She was breathless as she spoke those words.

   "To tell the truth, I was thinking about you when I was with Lisa.  It
was strange doing it without you here."

   "I got so fucking wet." Her choice of words was uncharacteristic for
her. "I thought about going for a swim so I could play with myself in the
water."

   She now had both of us undressed.  Her left hand was fondling her pussy
while her right stroked me.

   "You're still damp," she thought out loud.  Dropping to her knees, she
took the first few inches of my shaft in her mouth.  "You still taste like
her.  You didn't even clean up."

   "Do you mind?" I asked.

   "Mm-mm," she said with her mouth full.  She shook her head with my dick
still attached.  She was trying to smile around the shaft.  I could see her
smiling with her eyes.  She took a deep breath and took me in as far as she
had ever done.  My knees sagged with the sensation.  I gripped her head for
balance.

   Coming up for air, she released my hardon.  "Get on the bed," she
ordered, clearly in control.  She wanted me badly at that moment.  I was
not going to argue.  I got on my back.  I watched fascinated as she mounted
me.  Her fingers parted her wet lips and she lowered her opening to me. 
The moment of contact was enhanced by her intense wetness and warmth.  I
gasped.  She never paused, taking in my full length before stopping.  When
I bottomed out inside her, she was sitting on me.  She looked at me and
smiled, more relaxed now.

   "I needed this," she said, the commanding tone gone from her voice. 
"Sorry I was so insistent."

   "No problem.  I knew what you were going to do.  I didn't mind.  I
wanted this, too."

   She started moving up and down, her pussy caressing my dick.  Her face
showed how pent up her emotions were.  She was intent on talking all
through the event.

   "I thought it wouldn't bother me that you two were alone together." At
that, I grew concerned and she saw it in my expression.  "Oh, don't worry.
I don't regret telling you to do it.  I just thought I'd wait for you to
get back and ask you to tell me all about it.  What I didn't count on was
getting so horny.  I kept seeing in my mind what you were doing and I
wanted to be a part of it.  It was like I could see you doing her, hear the
moans and the bed creak, all in my head.  It was killing me that I couldn't
be here.  I was in public so I couldn't even stick my hand in my pants."

   "You could have joined us at any time.  You know that."

   "I didn't want to," she explained.  "I wanted you to have some time
alone.  I always get to have you alone.  I wanted to give that to Lisa.  I
wanted to really share you with her.  It just turned me on so much to think
about it, knowing it was really going on right at that moment."

   All through this, she was riding me hard.  The exertion was apparent in
our voices.  We spoke, but grunts and groans were evident in our speech,
combined with deep breathing.  And the bed creaked.

   "You're lasting a long time," she said.  I usually was able to last, but
not while doing it this vigorously.

   "It helps that I just had an orgasm," I told her.  She smiled at that.

   "Just one?" she asked.

   "Two," I told my wife, her eyes lighting up.  "Once while fucking, and a
second time in a sixty-nine."

   Megan asked for more details.  I related everything we had done, as well
as what we had talked about.

   "This feels great, but my knees are exhausted," Megan said, sounding
disappointed.

   "Stand up and put your face down at the edge of the bed.  I'll do you
from behind."

   She complied and I was face down on top of her.  I reached under her to
hold her by her breasts as I thrusted.  We continued our conversation, but
our voices were more strained because of the position.

   "So you're really OK with Lisa and me, you know?"

   "Yeah, I'm really OK with you and Lisa, you know." I was grinning as I
said that.

   "Good, `cause I am, too.  I want to do it again with her."

   "How about all three of us at the same time?" I was hopeful, but I'd
take what I could get.  I was already living every man's fantasy.

   "Yeah," she panted.  "Three at once.  I like that."

   Thinking about that made her cum.  She pushed her face into the bed to
muffle her voice because she came really hard.  I was close behind her,
images of having sex with her and Lisa at the same time running through my
mind.  I came so hard that I had trouble standing.  I was leaning on her,
my hands resting on her ass.  We stayed in that position for a few minutes,
recovering.

   Megan finally pulled away, freeing my softening dick from her pussy. 
She rolled over before sliding to the floor.  Grinning wickedly, she
reached for my dick.  It was coated with the remains of our lovemaking. 
That's why she wanted it.  She had sucked my dick on a few previous
occasions right after it had been in her pussy.  Now, with what she had
done to Lisa, she had no hesitation about tasting it.  She even sounded
like she enjoyed the taste, or maybe the naughtiness.  Regardless, she
sucked me back to life.  Even though it took a while, she didn't mind.  She
was playing with her pussy and sucking my dick.  I didn't feel guilty about
taking so long to get ready to go again.  I had a busy day, after all, what
with satisfying Megan and Lisa.  Not that I was complaining.

   When my cock was hard enough, Megan moved onto the bed and I got on top
of her.  Our first encounter had been quick, almost frantic.  The intent
was to satisfy her pent up need.  This time was romantic.  I reached under
her and held her upper body up off the bed in my arms as we made love.  We
took our time, savoring the closeness.  Through it all, I couldn't help
thinking about how I had just done the same thing with Lisa in the same
bed. Strangely, I didn't feel guilty.  It had been with Megan's knowledge
and permission.  She had wanted it to happen as much as we had.

   As I looked deeply into Megan's eyes, all thoughts of Lisa were
banished. It was fun with Lisa.  I was in love with Megan.  There was no
doubt about that.  I could never feel with Lisa what I felt with Megan. 
Maybe Megan knew that.  Maybe that is why Megan was comfortable with
letting me be alone with Lisa.

   In contrast to what other things we had done, that time was so loving,
so romantic.  There was a closeness felt that can only exist between two
people committed to each other for a lifetime.  It probably reassured us
both that there was no risk with inviting Lisa into our bed.  We took each
other time and again to the very brink, but not over the edge.  By the time
we were both ready to cum, we were covered with sweat.  I looked into
Megan's eyes and could see it.  We each knew what the other was feeling. 
With mutual assent, we didn't stop at the brink that time.  We drove each
other over to orgasm, crying out and holding on to each other.

   When we finally returned to the beach, Lisa had gone swimming.  We
joined her.  In the water, out of earshot of others on the sandbar, we
caught up to her.  She was all smiles.

   "Did you have fun?" she asked.  "As if I had to ask."

   "Does it show?" You could clearly hear the smile in Megan's voice.

   "Yeah, it shows.  I'm jealous.  I didn't look like that after my turn,"
Lisa told my wife.

   "That's because you're not married to him like I am."

   I spoke up next.  "Did you decide to go swimming to cool off?"

   "Well, kind of." She looked sheepish.  "I was hot - in another way. 
Like Megan said, I was lying there thinking about what you two were doing.
I got so wet that I was afraid it would be obvious to everybody how horny I
was.  So, I got wet all over." She swung her arms in wide arcs as she said
the last part.

   I pulled her off the sandbar into deeper water and gave her a full body
hug.  Her warm slippery body felt great in the cool water.  She reached
behind me and grabbed my butt.  Megan joined us, behind Lisa, and we shared
a three way hug.  We were in our own little world.  The crash of the waves
over the sand bar and the sounds of the other people a distant murmur in
our private world.

   Megan noticed that the waves were getting bigger.  Jolted out of our
reverie, we saw that clouds were moving in from offshore.  The sky that had
been blue earlier was now a gray, turning darker by the minute.  We swam
back to the beach, arriving as the raindrops started falling.  The crowd
was scrambling back to their rooms to escape the gathering storm.

   We were plastered by rain by the time we gathered up our things and got
inside.  We were sandy and salty.  Megan suggested we try a three-way
shower, but the shower/tub combination just wasn't big enough.  It was fun
being sandwiched in there with all that female flesh, but there wasn't room
for anyone to rinse off.  Being in the back, I gallantly stepped out,
letting the women clean up.  I finally peaked behind the shower curtain to
see what all the giggling was about.  Lisa had taken the showerhead off the
hose and they were taking turns holding the stream of water against each
other's clit.  I watched as they played.  Megan finally let me have a turn
with the water (and Lisa).  We all ended up wrapped in towels and sitting
on the big bed.

   "It looks like the rest of the afternoon will be a washout.  What do we
do now?" Lisa asked.

   Megan raised her eyebrows.  "Only one thing we can do.  What everybody
else is probably doing." Lisa and I looked at her.  She stood on the bed,
dropped her towel and exclaimed, "Have sex!"

   Our towels joined hers and we were a heap of flesh, kissing and
fondling. It didn't matter who was touching whom.

   Megan interrupted the revelry with a serious tone.  "Gary, can Lisa and
I try something else, just the two of us?"

   "Sure, what do you have in mind?"

   Megan looked to Lisa but held my hand tightly as she spoke, her voice
quiet but steady.  "I want to try a sixty-nine with Lisa."

   The expression on Lisa's face told us both that she was interested.  My
dick had been slow to respond after all it had done so far that day, but
the rest of me was still interested.  I would wait my turn.  For now, I
would watch.  I nodded my consent and moved to the side, much as Lisa had
done that first time Megan and I had made love in front of her.

   Lisa leaned forward, offering herself to my wife.  Megan reached out,
brushing back Lisa's blonde hair as she touched her face.  Their lips
joined.  I could tell their mouths were opening and their tongues were
getting into the act.  They pressed their bodies together and my tired dick
tried to throb as I saw their nipples touch.  Their kiss ended and they
moved an inch or so apart, opening their eyes and blinking as they looked
at each other.  It was a look of tenderness, not lust, that they regarded
each other with.  No one spoke.  There was something special in the air
that no one wanted to disturb.  A magical spell was covering them and I
watched breathlessly.

   Megan pointed to a spot right in front of me and Lisa understood, taking
up her place on her back, her head on a pillow.  Megan looked to me, smiled
unabashedly and leaned forward onto her hands and knees.  Turning to
position herself, she daintily put one leg over Lisa's face, turning to
face Lisa's feet.  I watched the lovely sight as Megan lowered first her
hips then her face until she was lying on top of Lisa, the two shapely
bodies merging into one curvy form.  Lisa's hands reached for Megan's ass,
pulling her even lower.  Megan, for her part, had reached around Lisa's
thighs and parted her lips.  Megan looked at me to see if I was looking. 
This gesture meant a lot.  She was including me in the act.  She smiled
before putting her face between Lisa's legs and taking a taste.

   I had eaten pussy countless times but seeing my wife do it was a novel
experience.  OK, it made me horny beyond belief.  There is something about
seeing a woman touch another woman there.  The gesture is more delicate,
softer somehow, than the way a man does it.  I suppose only a woman can
give another woman just what she wants from oral sex.  Only a woman can
understand what a woman wants and needs from the act.  I watched with rapt
attention.  Not only did I enjoy looking at every man's fantasy in the
flesh, but I wanted to be able to please my wife better.  Watching how she
did it might give me insight into what would give her the most pleasure.

   Being there, on the bed, with those two naked female bodies locked
together in passion, was better than any porn movie I've ever seen.  It's
different seeing it happen in person.  There are the soft sighs, the
delicate movements, that slight sound when she swallows, all little things
that you can't get from watching a movie.  And the fact that it's my wife
doing it.  It wouldn't be right to sound all philosophical about the
experience.  My dick was finally getting hard again, about as hard as it
could possibly get.  I could feel it throbbing, desperate to get in the
act. I wanted more than anything to join in.  Well, more than almost
anything.  I didn't want to break the spell.  Megan and Lisa needed this
time alone to share the act for the first time.  I felt privileged that
they even let me watch.  I was going to be content to watch until they
invited me to join in.

   I left them alone and just watched, but I couldn't keep my hand away
from my dick.  I stroked myself as slowly as I could force myself to.  If I
even tried a little, I knew I'd cum in seconds.  I could feel contractions
on my prostate.  If I even thought a little harder about what I was
witnessing, I'd probably shoot off.  I just watched, a silent witness to
the joining of two bodies, two souls.

   I was wrested out of these deep thoughts by the sound of Lisa.  She was
cumming and she was being loud about it.  Megan took the cue and now
attacked her clit with a vengeance.  Lisa moved her face back from Megan's
pussy while she was cumming and moaned out loud.  She couldn't thrash
around because her friend's body was on top of her.  She reached out and
dug her fingernails into the sheet, managing to pull one corner off the
mattress.  She was oblivious to everything but my wife's tongue.  Her eyes
were open but her gaze was vacant.  She was lost in orgasm and the rest of
the world didn't matter.  I really think at that moment she wasn't even
aware the rest of the world existed.  Her legs tensed as she tried
unsuccessfully to lift her hips ff the bed.  Megan's pussy was lonely now,
Lisa unable to tend to it.  I thought of putting my finger in there to keep
up her level of pleasure but remembered my promise not to interfere.  I got
a quick look at the expression on Megan's face as it turned briefly my way.
It really looked like Megan was getting a lot of pleasure from what she was
causing Lisa to feel.  That touched my heart as I saw evidence of the love
she felt for her friend.  The sight of Lisa's juices on my wife's cheeks
was pretty erotic, also.

   Lisa was screaming now but Megan didn't let up.  The sheet was off both
top corners of the mattress and bunched up around Lisa's hands.  The
mattress was exposed, disrupting the white continuity of the bed.  Lisa
suddenly released the sheet and dug her fingernails into Megan's smooth ass
cheeks.  It looked painful for Megan but she still didn't let up.  Her skin
was turning red around Lisa's fingernails.  The, suddenly, Lisa hit her
peak.  The intense pleasure was too much for her clit to endure.  Drawing
on Herculean strength, she rolled and pushed Megan off her body.  On her
side now, Lisa drew herself into a ball.  She was panting and making a
sound like she was crying softly.  Her body trembled from time to time as
the aftershocks passed through her.  Megan and I watched, both silent.

   Lisa finally relaxed.  She was awake, but still and quiet.  She was
recovering.  Megan got up and crawled over to me.  As she pressed her lips
to mine, I could smell Lisa's pussy.  The warmth of the kiss was punctuated
by the taste of Lisa.  We shared her friend's flavor.  I savored it from my
wife's mouth as I also enjoyed the feel of her breasts pressed against me,
her nipples about as erect as I'd ever felt them.  The heat of the kiss
grew, our passion now released.  Almost as one, as if by unspoken mutual
consent, we slowly fell over to one side with me on top of Megan.  I felt
her legs open and I knew we wanted the same thing.  I adjusted my position
slightly.  My dick was now in front of her pussy.  As I pressed, my dick
slid home into that familiar place.  It was warmer and wetter than usual, a
sign of how much Megan had enjoyed what she had been doing.  I slid in
easily, one stroke only to seat myself fully.  Through the kiss, I heard
her moaning into my mouth as I filled her.  Her legs wrapped around the
backs of my thighs to hold me tightly to her.  She was lightly scratching
my back with her fingernails.  We fell into that primal rhythm, our bodies
on autopilot performing the act as old as mankind.

   I was so turned on by watching them that I knew I wouldn't be able to
last long.  I did everything I could to not think of what Megan had just
been doing because the memory crossing my mind would set me off. 
Fortunately, Megan had also been on the edge so I lasted long enough for
her to cum.  When I felt her grip my body tighter, her pussy pulse, and a
higher pitched moan, I knew I could cum.  I pressed hard down on her,
forcing my cock as close to her cervix as possible, and unleashed a
powerful spurt.  My orgasm seemed to go on forever as the pent up
excitement of watching was finally set free.

   When I returned to the real world, I could feel Megan's now sweaty body
slowly starting to relax and release me.  We fell apart in slow motion, our
bodies reluctant to part.  I opened my eyes for the first time since I had
entered her.  Her face was lovely, the cheeks still smeared with the drying
remnants of Lisa's orgasm.  I felt so in love with her.  I could feel it in
my chest, in the pit of my stomach even.

   When Megan spoke, it was a kind of strange conversation.  We were
discussing what she had done with Lisa.  The way we talked about it was as
if Lisa wasn't there, even though she was inches away.

   "I can't believe I did that with her," Megan said, a laugh tingeing her
voice.

   "I'll never forget it," I replied with intensity.  I meant it.

   "Yeah, guys fantasize about that." It was a statement of fact.

   "Probably.  This guy sure does." Ordinarily my words might have made her
feel jealous.  Not here.  Not now.  Not after what we had all done.

   "I never thought I'd do that.  It just kind of happened." She was quiet
for a few minutes, thinking.  Then, she continued.  "I'm glad it happened."
She looked over to Lisa, acknowledging her for the first time since she
started speaking.  Lisa smiled.  Then, Lisa reached for her hand and
squeezed it lightly.  I could hear the storm outside now.  The rain was
being driven against the window by a strong wind.  Inside the room, it was
dry and comfortable.  Safe.

   Megan, holding Lisa's hand, put both their hands on mine.  "We need to
do it together now.  All three of us at the same time." Again, it wasn't a
question but a statement of fact.  She said it as casually as if she were
saying it was time for us to eat dinner, or that we were going to take a
shower.  Lisa and I nodded.

   We made love again, but this time the two women invited me to
participate with them.  We flowed from one position to another.  Sometimes,
I entered one woman from behind while she went down on the other woman's
pussy.  One sat on my dick while the other licked the point where we were
joined.  That was interesting, feeling a tongue on my dick as it penetrated
a pussy.  She licked from my dick to my partner's clit.  A particularly
memorable one was when the women sixty-nined and I fucked the one on top.
Again, the one on the bottom ate her pussy while I screwed it.  I lasted a
long time because of all the orgasms I had experienced that day.  When I
finally came, I pulled out and Megan ate my cum from Lisa's cunt.  The rest
of the afternoon passed that way, hours spent in bed.  We tried every
variation we could think of.  I think we even invented a few new ones.

   After we took a break for dinner, we returned to bed.  I was worn out by
all the activity of the afternoon, but the women could keep going.  And
they did.  I watched and joined in when I could get it up.  I fell asleep
watching them do each other.  The rest of the trip was spent the same way,
mostly in the hotel room.  In a way, it was silly to rent a hotel room.  We
could have done the same thing at home.  I guess it was different doing it
in a hotel.

   On the way home, the women took turns driving.  I stayed in the back
seat, playing with the woman who wasn't driving at the time.  I'd like to
say I had sex the entire way home, but that would be a lie.  I couldn't
possibly have kept that up.  Oh, there was sex, but in between there was
lots of kissing and oral sex.  We stayed low in the seat so passing cars on
the interstate couldn't see us.  It was adventurous, like going parking
when we were teenagers.  It was a lot more fun than I ever had as a
teenager, though.  When we got home, we were all tired but smiling.

   After we dropped off Lisa, Megan and I drove home while we talked about
the weekend.  It was apparent that we both enjoyed experimenting.  It was a
series of firsts.  When we walked in the front door, I felt the familiar
smell of home.  It wasn't the same, though.  We had crossed boundaries
since we had last been here.  I was nervous about how that might affect our
marriage, our relationship.  It was what Megan said when we got in bed that
night which finally put my fears at rest.

   "I had fun trying new things," she said to me as I held her in the dark,
her naked body feeling warm against mine.  "I'm glad we did that, but I'm
really glad that it's you I came home to."

   That's all I needed to hear.  I pulled her tighter against me and felt
safe.

   The End
   This story is Copyright (C) 2004 by Strickland83.  All rights reserved.

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