0 comments/ 182889 views/ 37 favorites A Nice Guy Finishes First By: dalongone Erin, Stephanie and I walked out of our class interested in the question posed by the professor – "Why do nice guy's finish last?" We were 2 months into our freshmen year at the community college in our home town. As we had tried to do all through high school, the three of us had taken the same class together. It was introductory Psychology. The professor was a middle aged lady who just liked to pose questions and get our response. The discussion for today was on the old idea of why women so often go after the "bad boys" while the "nice guys" get ignored. I asked both of them who they would list as a nice guy. The same name came to all three of us – James Becker. He had been a friend to all three of us since Junior High. He was moderately cute, a decent athlete, pretty smart, always friendly and willing to help us out with our homework. As far as we could tell, he had never had a girlfriend in high school. He was just a little shy and seemed too afraid to approach girls for anything other than friendship. He was just very nice and never asked for anything in return for all he did for us. We came to the sad conclusion that we had pretty much taken advantage of him for years and never thought to return his kindness because he was just such a "nice guy." Stephanie suddenly got this incredible smile. That smile had been known to produce instant hard-ons in many a guy. Well, maybe it wasn't just the smile – her blonde hair, 5' 8" trim figure with incredible D cup breasts and beautiful face may have had something to do with it. Erin and I had pretty much gotten used to the looks that always followed Stephanie. Anyways, Stephanie said, "I know exactly how we can repay James for all he's done for us. We will give him a night he will never forget! I think it is time we pushed our sexual boundaries a little farther and see how much fun the 3 of us can have with one guy!" Over the next two weeks, we made our plans. We had the perfect opportunity to put them into action on a Friday night when my parents were going to be out of town and we would have my house all to ourselves. About 6:30 that evening, I called James at his house. Between the 3 of us girls, I was probably the closest to James. I am pretty sure at one point in high school he had a crush on me, but was just too shy to do anything about it. While I am honest enough to admit I don't turn heads like Stephanie does, I think I am good looking too. My shoulder length hair is almost black and I have a great natural tan. I am about 5' 6" tall with a figure that has stayed in good shape from playing tennis on the high school and community college teams. I am especially proud of my breasts. While not as big as Stephanie's, I thought they were the perfect size and shape. Anyways, with my smoothest and most innocent voice, my words to James went something like this. "Hey James, it's me, Wendy. Are you doing anything tonight? No, well Stephanie, Erin and I are at my house and we are having a slumber party since my parents are out of town. We have an assignment in our Psychology class we are working on and we really need a guy's input and perspective. Do you think you could come over and help us? You could, oh thanks. Um, now that I think about it, we aren't quite dressed right for guests. We are just doing the girl slumber party thing and lounging around in t-shirts and underwear. What, you don't mind? Well, I don't know if we would feel comfortable. Maybe, no never mind. Well, it's silly, but I was just thinking if you were dressed as casually as we were we would probably feel more comfortable. You don't mind? Ok, we will see you in a little bit wearing just your underwear and a t-shirt! Thanks James!" When James arrived about 30 minutes later, we all met him at the door. We had each wanted the honor so we could see his face the first time he saw how we were dressed. We had done some planning to get just the effect we wanted. All 3 of us had on very skimpy thong bikini underwear that left very little uncovered. In addition, we had each picked a t-shirt that we felt would show our upper half in the best possible light. Stephanie had on a white tank top made out of that stretchy mesh material. It was at least one size too small for her and covered her upper body like paint. The thin white material did not even begin to hide the dark aureoles and firm nipples showing beneath. I had taken an old t-shirt and cut the bottom 2/3's off. It managed to cover my nipples, but a decent portion of the lower part of my breasts were showing where the t-shirt stopped. If I took too big a breath, the material would slip up to show a bit of the dark circle surrounding my nipples. Erin had also taken the scissors to an old t-shirt. Erin is definitely what you would call petite. She is not quite 5' 2" with light brown hair and a body that was both slim and firm from years of gymnastics. While her breasts were smaller than mine, they fit her very nicely. She was wearing a loose t-shirt with generous portions of the sleeves and neck cut away. Leaning forward at all would give anyone standing to the side or in front of her quite an eyeful. We put on our most innocent expressions as we watched James trying not to stare when we met him at the front door. It was almost funny to see how big his eyes got! I wish I could have seen his expression when the three of us turned around and gave him a great view of 3 beautiful butts with only a small string going right up the crack! James was true to his word and himself wore just a t-shirt and underwear. He had on a tank top that went just past his crotch, almost hiding the light gray bikini briefs underneath. We started off our evening of fun and exhibitionism by offering James some food and drinks we had prepared. We had practiced our moves and pulled them off to perfection. Stephanie made it a point to brush his arm several times with those incredible tits of hers. I made sure he was looking my way when I reached up to get a glass out of the cupboard – lifting my cutoff shirt well above my nipples. Erin was all around him bending over to hand him things or pick things up. One time when she bent over, I almost laughed out loud when I saw him trying to decide if he should look at her tits showing in the gaps of her shirt or her pussy lips that were starting to peek through the skinny thong bikini. I also saw him trying to hide the growing bulge in his underwear. We had all decided ahead of time that we would not look or let on that we knew we were giving him a raging boner. But it was becoming more difficult as I realized that what we were doing was also turning me on! As I looked at Erin and Stephanie, I realized I was not alone. Stephanie's hard and thick nipples were poking out from her t-shirt so far I thought they would rip right through. I noticed Erin kept slipping her finger down for quick brushes against her clit whenever James had his eyes glued to Stephanie's tits. While I had seen both of them naked many times in the school locker room, I had never seen them like this and was surprised to see how turned on I was getting just watching them! Once we had eaten and gotten through the small chat, it was time for phase 2 of our plans. I proceeded to let James know about our supposed class assignment. "Thanks again for coming over James. We really needed a guys help for this assignment in our Psychology class. Right now we are studying the male personality and how sex affects a guys thoughts and actions. We have a survey that we are supposed to ask a guy. So we need to ask you some questions, both to build a profile on you and then get your input on a variety of issues regarding sex." We knew that in order to pull this off, we had to be very nonchalant and act as if discussing these kinds of things were something we did with guys everyday. So we ignored the incredulous look on his face and just got right to the questions. We had typed up an official looking form and started to read off the questions and write down the answers. "Let's start with your basic profile" "Age?" "19" "Height?" "6 feet, 1 inch" "Weight?" "182 pounds" "Schooling?" "Freshmen in college" "High school GPA?" "3.78" "Siblings?" "1 younger brother and 1 older sister" "Sexual orientation?" "Um…well, I like girls if that is what you mean" "Number of sexual partners?" "Well, I didn't think this would be … I mean, you have to know this kind of stuff?" "It is required for our project and the profile – it won't mean anything if we don't get accurate info." "This is embarrassing, but I haven't had sex with anyone yet." "Ok, I got that down. Now we are down to the last question for the profile. On average, how often do you masturbate each week and where do you usually do it?" "You have to know that!?" "Well I know it is a bit personal, but we need this for research. Look, if it will help, so you won't feel so singled out, how about if we all share the personal details about how we masturbate? Stephanie, do you want to go first?" You can imagine that by this time, our nice guy James was a little flustered. Judging by the growing lump in the front of his jockey shorts (which had finally subsided a bit earlier), he was getting thoroughly excited as we got into our own masturbation details. Stephanie started off by going into explicit details of how she liked to masturbate in the shower, usually every day. She shared with us how she liked to first take the soap and rub it all over her body. Then she would explain how much she liked to caress her tits and nipples. As she described what she does in the shower, her hands started to roam across her own body. James wasn't the only one in the room who got excited when Stephanie pinched and pulled her nipples to show what really got her off. She continued to explain how good it felt to rub her clit with one hand while pinching her nipple with the other. As she talked her other hand started to drop down in between her legs. She was moving a little ahead of our plans, so before she could go any further I interrupted to say it was my turn to share. I very calmly explained how I usually masturbated each night in bed before going to sleep. I looked James right in the eye and held his gaze as I went into details about the various things I would use to reach an orgasm. I could see him start to tremble a bit as I told him how good it felt to use a vibrator all over my clit and in and out of my cunt. His eyes went wide as I shared how much I liked to take a long string of fake pearls, slide them all the way up one leg until they circled me and then rub them back and forth along my clit, my cunt and even my butt hole. I admitted that I didn't always reach a climax, but even when I didn't, the effort still felt great! Now it was Erin's turn. She told us how she usually masturbated each morning during her morning stretching. Being a gymnast, she had to stay limber and each morning she would sit in front of her floor length mirror with no clothes on and go through her stretching exercises. Erin mentioned how much it turned her on each morning with her legs spread way out to look at her pussy in the mirror. She would then lay on her back, with her legs spread out in complete splits, her head up and looking in the mirror. My own pussy was aching to be touched as she explained how much she enjoyed seeing her own fingers rub her clit and extend down into her cunt. With an embarrassed grin she even shared how often she had tried to make herself cum with her own tongue – but so far, she couldn't bend quite far enough. Once Erin finished talking, we all turned to look at James. He knew it was his turn. We also knew that like the rest of us, he was incredibly turned on. He had his hands in his lap – I wasn't sure if it was to hide his erection or give him a chance to touch it. We continued to ignore that part of his anatomy and act as if sharing the details of how we masturbated was something we did everyday. The truth was, we had never even discussed it amongst the three of us. I liked knowing that Stephanie and Erin seemed to masturbate as much as I. And replaying in my mind what they would do to climax was making me quite wet and sending shivers all the way down to my toes. With a quiet voice, he began to share some details on what he did to masturbate. What was funny was that he did a little of what each of us did! He usually jacked off each night before going to bed by using some lotion or by laying on his stomach and rubbing his dick up and down along the bed. He would often get off in the morning when he took a shower. He seemed a little less shy as he explained how he would first point the shower head at his dick and try to hold still so he could get a strong stream hitting just the underside of the head. Next, he would usually put conditioner in his hand and jack off till he came. He also shared how much he liked looking at himself in the floor length mirror in his room when he was naked. He would look at himself from different angles and watch his dick as it slowly got harder and longer. Sometimes he would do jumping jacks and watch his dick jump up and down. Other times he might do various sit-ups or stretches while keeping his eyes glued to his boner. He would sometimes press his dick against the mirror or slap it softly from the underside. But the best, he said, was to stand in the mirror watching himself as he jacked off and the sperm went flying when he came. In as professional a manner as I could, I thanked James for sharing those details. I had actually forgotten to keep taking notes as I got so involved listening to him describe how he jacked off, but I don't think he noticed. Now that we had gotten ourselves loose and more open to discussing the intimate details of our sex life, us girls knew we were ready for the third phase of our plan. "We are done with the profile part of the survey and now are supposed to get more detail from you on your preferences. But some of these questions have to do with what you like to do during foreplay and sex, but since you are a virgin, you can't answer that! Now what are we supposed to do? Maybe we have to find some other guy." I felt so bad and almost called the whole thing off when I saw the stricken look on his face when I said we would get somebody else, but I knew we still had lots of good stuff planned for him, so I continued on with our plan. "Well, since you are here we can at least run through the questions and see what we can do. Ok, the first question is what size of woman's breast you most like to fondle – small, medium or large?" He looked pretty dejected when he explained that he had only felt one set of breasts before when making out with a girl last year – so he didn't have any basis for comparison. This was just what we were hoping for! As if I had just thought of it I said, "Well, since between the three of us girls we have all 3 breast sizes, I guess we could let you touch us. It's either that, or we won't be able to complete this assignment tonight. Erin, Stephanie, what do you think?" As they pretended to think about it and reluctantly agree, I noticed a little jump in the bulge in James underwear at the thought of touching our breasts. So the three of us stood up in a line and waited for James to grope our breasts. We left our shirts on and just waited for him to start feeling us out. He very hesitantly reached down to squeeze Erin's tits first. He gently cupped first one then the other and then rubbed his fingers along her nipples. Her tits weren't large enough to get a whole handful, but I could tell they both enjoyed it as he squeezed them through her shirt. After a minute or so he turned to me. My nipples were already hard just thinking what his hands would do. He was a little bolder this time as he filled his hand with my left breast and proceeded to massage it lightly. He avoided the nipple at first, but then caught it between two fingers and gave a little pinch. It was all I could do not to cry out with pleasure! He then moved behind me and cupped both my breasts in each hand. I loved the feel of his hard dick brushing my butt as he gripped my tits from behind, but I pretended not to notice. He was now squeezing both my breasts firmly while lightly pinching my nipples with his fingers. Unfortunately, my turn was over too soon. He went to Stephanie next, but started from behind her and put both hands under her tits and lifted them up a bit. He tried to cover the entire breast with one hand, but they were just too big. He moved around to the front and put both hands on her left breast and began to massage more aggressively. He must have remembered what Stephanie had said she liked in the shower, because he supported the breast with one hand while pinching her nipples with the other and pulled it out quite some way. I was amazed how far they came out! Stephanie gave a little grunt and James quickly let go and apologized for hurting her. She quickly assured him that it had not hurt, but that she had enjoyed it. She gave him that amazing smile of hers and I think he almost came right then! We all sat back down and I tried to hide the lust I was feeling as I asked James which breast size he had liked the best. He said he felt like Goldilocks and the three bears as he explained that Erin's seemed a bit too small, Stephanie's were a bit too large, but mine were just right. I wrote his answer down and covered my surprise that he had chosen my tits over Stephanie's. Based on the looks Stephanie's tits got from guys all the time, I assumed James would pick hers. I was enjoying this more than I thought I would! Now that we had let him touch us, our plan called for us to next see if we could get him totally naked. This was great! Everything was going just as we wanted! That would soon change. "One of the big discussion items on this topic is guys and penis size. It seems that a big part of the male ego is tied into how comfortable he feels with the size of his dick when erect. So we need to know from you how big yours is, if you like your size and if not, how big you would like it to be?" James looked down embarrassed and didn't respond at first. Then he started to get up and kind of mumbled that he should probably go home now! I was shocked! This wasn't supposed to happen! I gently put my hand on his chest and asked him what was wrong? At first he wouldn't respond, but at last he spilled his guts. It seems James was pretty sheltered and had only seen one time what other guys looked like with an erection – a porno movie seen at a friends house when he was 15. Apparently it was a movie on guys with massive dicks and he could not believe his was so much smaller than theirs. Even though he had read up on what was the normal size, he was never sure where exactly to measure from and was sure that he must be small compared to everyone else. Suddenly I realized why this nice guy was still a virgin. Not only was he shy and too nice to try and push himself on a girl, but he was also afraid what a girl would think of the size of his dick! "James," I said, "I am pretty sure you don't have a thing to worry about when it comes to the size of your hard-on. I have seen it trying to get out of your underwear and it doesn't look that small to me. But to put your mind at ease, why don't you let us take a look and we will let you know how you compare to others we have seen. If you want, I could even measure it for you." "You want me to just stand in front of the 3 of you naked while I let you stare at my dick?" I could see he was pretty self conscious, so without saying a word I just lifted off my shirt and pulled down my underwear. I was only a foot away from him and totally naked. I gave Stephanie and Erin each a look. They both understood and proceeded to remove their tops and panties as well. Both James and I were looking at Stephanie as she peeled off that tight tank top – that was a sight to see! A Nice Guy Finishes First Still not saying anything, I reached over to James, grabbed his shirt from the bottom and started to lift up. He didn't say anything but raised his arms as I removed his shirt. For the first time we could clearly see the hard-on that was stretching the fabric of his underwear. I could also plainly see the dark wet spot of pre-cum at the point where his dick touched the underwear. I was also surprised to see how nice a body he had. While not bulging with muscles, he had a nice flat stomach and firm chest and arms. Still not saying anything, I knelt down in front of him so my eyes were staring directly at his crotch. I reached up and pulled down his briefs. I had to struggle to get them off around his erection, moved my face a little closer as if working on it and then enjoyed the feel of his dick slapping against my face as it sprang back up after being pulled down by the fabric. I then asked Erin to go get me a ruler in my desk drawer. I looked up into his eyes to see his reaction to my boldness. He just looked back at me with a shy smile. Stephanie said at this point, "James, believe me, you have nothing to be embarrassed about! I have seen the hard-ons for half a dozen guys and while not the biggest, I would say yours is a little bigger than most. Besides, dick length is too overrated. I had sex with one guy who was at least an inch or two bigger than you. I loved looking at it and holding it, but once he inserted it in me and started pumping I realized it was too long. It hurt! I had to make him take shorter strokes and not go in all the way. There is not unlimited space in a woman's vagina you know! If you ask me, I think yours may be the perfect size!" I looked up to see a surprised, but happy look on his face. By then, Erin had arrived with the ruler. Now this was the first time I had ever attempted to measure a guys dick size and I had no idea if you measured from the top side or the bottom side – but I wasn't about to share that. I just wanted to hold that big prick that was so close to my face! So I reached out and took his dick with one hand and brought the ruler up with the other hand. I put the end of the ruler just above his balls and then took his dick and laid it along the top. I took every opportunity I could as I adjusted it into place to caress, squeeze and rub the tip without being too obvious. Every time I did his dick made a little jump and sometimes he let out a little grunt. Stephanie and Erin also came up and moved to either side of me to get a closer look. I then pushed his dick down a bit so it was pointing right at me and moved my head so I was now above it looking down so I could see where the tip reached on the ruler. My nipples were almost touching the end of his dick. Being only a few inches away gave me a great view to what happened next. With no more warning than James saying, "Oh no!" I watched as his hips jerked and a great load of semen went spraying out of his dick and onto my chest. It looked like his knees started to buckle a bit as he shot a load on me for the next couple of seconds. It was the best view I had ever had of a guy spurting his load. I think I understood better now why James said he liked watching himself cum in the mirror so much. I put down the ruler and just looked up at James. His face was a strange combination of ecstasy and horror. He had obviously enjoyed the orgasmic release, but I quickly realized he was totally embarrassed that he had cum so quickly and cum all over me. He looked at me and said, "I am so sorry, I just couldn't help it! I was trying not to think about how good you were making me feel, but when I looked down and saw your breasts so close to me and saw how beautiful all 3 of you looked naked, it just hit me all at once! I'm sorry. Here you are just trying to do a homework assignment and I end up cumming all over you. This is so embarrassing!" Now I started to feel bad. What had started off as a game of teasing had ended up making him feel embarrassed and ashamed. We were supposed to be repaying him for all of the nice things he had done for us, not making him feel worse. While I recognized he had enjoyed seeing us naked and feeling our breasts, I was afraid overall this would be a bad memory for him. So, my guilt overcame me and I spilled the beans. I told him we had made the whole thing up and that there was no homework assignment. And I apologized. He sat back down on the couch with a stunned look. His dick was still mostly erect with a little bit of cum still at the tip. I looked down at my chest to see the evidence of his orgasm dripping down over my nipples. The three of us were kneeling on the ground in front of him, feeling a little embarrassed. Stephanie and Erin also apologized and assured him we just wanted him to enjoy the experience, we were not trying to embarrass him. He then looked at us and said, "I will forgive you – on one condition. For the next 3 hours, the three of you have to do whatever it is I would like. If your idea was to repay me for being a nice guy, then let me choose what it is you do that I will enjoy the most. I have had many sexual fantasies as I masturbated over the years – many of them involving the three of you. I'd like to see tonight how many of those can become a reality. Agreed?" We looked at each other and from the smiles I got in return, I knew what the answer would be. I was a little nervous when I thought of having to do whatever he wanted, but as I looked at James I realized that this guy was someone I could trust who would not make me do something I really didn't want to do. Erin, answered for all of us when she said, "I agree, as long as you promise that I can get off soon! I am so turned on I think I will die if I don't have an orgasm!" James just chuckled and responded with, "Well, Erin, since you are so ready to go, you can start us off. I have dreamed many times of watching you girls masturbate. So, I want you to masturbate in front of the 3 of us the way you do each morning in front of the mirror! Stephanie and Wendy, you two are not allowed to touch yourself yet, but you will have your turn to do the same thing next." I cleaned myself up while the others moved the coffee table out of the way and took a big blanket and spread it out on the ground. We then each sat down in a corner, ready to enjoy the show. I knew this was supposed to be for James enjoyment, but I couldn't wait to watch my 2 best friends finger themselves into orgasms! Erin sat down and slowly spread her legs out until they were almost horizontal to her body. Then she tipped back a bit, bringing her cunt up higher. It was an incredible view. Her pussy lips were spread out enough to see a little into her cunt. She had trimmed her hair to just a tuft and when she pulled the skin above her pussy towards her we saw her clit revealed. It was also easy to see that she was quite wet. She brought her head up so she could watch herself. She first started to lightly tap her clit. Then she would dip her finger into her pussy and bring the wetness back up to her clit. She repeated that over and over – finger in, then out, then up to her clit. Then she added another finger and then another. The moans were starting to come from her mouth and her whole body was doing small jerks. Finally she stopped putting her fingers in her cunt but just furiously rubbed her clit up, down and around. That did it! Her whole body shook and she started making this high pitched squealing sound. It was incredible to watch and without even knowing it my hand dropped down and started caressing my own clit. It had been so hard to wait and I needed to make myself cum now! I jumped when I heard James say, "Wendy! I told you, not yet! Just for that, you are going to have wait even longer. It is Stephanie's turn. In fact, I think I may make it even harder for you to resist touching yourself." He then directed us to the exact positions he wanted. James sat on the floor with his back to the couch and his legs spread out in a V shape. He had Erin sit on the couch directly behind him with one leg on either side of him and her hands draped over his shoulders. That put her cunt right next to his neck and her tits brushing against his head. He had me lie down on my back with my head facing him and in between his legs. Then he asked Stephanie to stand over me, with her back to James and one leg on either side of me. He then instructed Stephanie to bend over so he could see her breasts hanging down between her legs as she fingered herself to an orgasm. This resulted in Stephanie's incredible butt being about a foot away from James's face and me with a direct view to her cunt right over my head. If I tipped my head back I could see a large boner poking up! James once again reminded me that I was not allowed to touch myself until Stephanie was done. That became one of the hardest things I have ever had to do in my life! I thought the view of Erin had been great, but this definitely beat it. Stephanie has such smooth, long, incredible legs. I was mesmerized by her light blonde pubic hair - so different from my own. Seeing her pussy lips slightly spread apart and so close gave me goose bumps. And then to have those incredible tits with their hard nipples, hanging down above me! I had often wondered what it would be like to feel Stephanie's tits, but now I desperately longed to squeeze and pinch them. But Stephanie started doing that herself. With both hands she began to knead her tits. At first she just went all around her nipples, never touching them. Her butt began to sway a bit and would sometimes move very close to James's face. Finally she began to brush her fingers past her nipples. Then all of the sudden she grabbed both nipples between finger and thumb and began to twist and pull them. Moans began to escape her lips. I looked up to see that her pussy was soaking wet. There was one drop clinging to the top of her clit. If it fell, it would hit me in the face. I hoped it would, but before it did Stephanie had released one of her breasts and moved that hand to her clit. She continued to gyrate her hips, pull on her nipples and rub her clit. I tilted my head back to watch how James was responding to this sight. He had his eyes glued to the pussy so close to his face. His hand had dropped to his cock and was slowly squeezing and caressing. He glanced down, saw me looking at him, and a big smile spread across his face as he said, "I don't think it is fair for poor Stephanie that one of her tits is being so ignored. Wendy, can you give her a hand?" I didn't need a second invitation! I reached up with my right hand and grabbed her right breast. It was so big and firm – yet so soft! I massaged it for a bit, then went for the nipple. I rolled it between my fingers and began to tug. My eyes met Stephanie's and she encouraged me with a smile to continue. I reached up to her other breast and began to do the same thing. She took her now free hand and began to put two fingers in and out of her cunt. I had a good grip on both nipples and began to pull down towards me. I was afraid it would hurt, but Stephanie let out an even greater moan. Her fingers began to move faster and I continued to pull and pinch her nipples. Finally she let out a loud deep moan and her legs began to wobble as the orgasm ripped through her. It seemed like she would fall over, but she actually knelt down as she continued to finger herself and the orgasm continued to move her. Her pussy was now only inches above my face and I breathed in the smell of her sex as I watched her fingers massage her clit. After a few more seconds, she moved off to the side, sat down, looked at us with a wide grin and said, "Oh man, that was good!" She wasn't kidding! I was so hot now I felt like I was on fire. I looked at James with pleading eyes. He continued to lightly stroke his erection and I noticed Erin was over on the couch doing the same to her clit. It wasn't fair that everyone got to touch themselves but me! Finally, James said those words I longed to hear! "Well, I guess it is Wendy's turn. But I want you to go get those toys you mentioned – your vibrator and your pearls. I want to see what it is like to use those things to get yourself off." I jumped up and ran to my room in a flash. I gathered up the things and ran back to the other room. James had me lie down on the couch. He was on the other end and our legs crossed each other in the middle. My wet pussy was only about a foot away from his boner. Stephanie was kneeling beside the couch and Erin was sitting on top of the back rest with her feet snuggled right next to me. James asked me to start with the fake pearls, so I took the long strand and slid them up over my left leg until they were draped across my middle. I lifted up my hips so I could position the pearls perfectly down the center. With one hand I grabbed the strand that was underneath me and with the other hand I held onto the strand right above my stomach. I began to move them back and forth in unison. I always enjoyed this, but looking down past my hands and seeing James stroking his cock just a few inches away from my cunt made it absolutely incredible. I spread my legs wider to give him the best view. From having done this in the mirror, I knew he would be seeing the pearls disappear into my cunt, then pop out one by one very moist as they made their way to either my clit or my butthole. I sometimes had to use extra lubrication, but I was so wet this time they slid along with ease. I was getting awfully close to a climax when James told me to stop and start using the vibrator. I was starting to change my opinion of James being a nice guy! It was absolutely cruel to make me wait so long! But after feeling that vibrator against my clit for just a second, I quickly forgave him. It felt so good. Then I was distracted by a touch. I had closed my eyes, but now I opened them to see James rubbing his cock against my leg. Then Erin started to lightly caress my arm and stomach with her fingers. On the other side Stephanie had raised up higher on her knees and proceeded to brush her tits against my other arm. That was all it took as the most incredible orgasm hit me like lightning! I think it must have looked like I was having convulsions as my whole body jerked up and down with the powerful waves going through my body. When the waves finally stopped, I opened my eyes to see all three of them looking at me with big smiles. I smiled back and said, "I agree with you Stephanie – that was good!" I moved my eyes down to see that James still sat there with dick in hand and had not yet cum a second time. So I asked, "We have each masturbated in front on you – isn't it your turn?" He sat there thinking for a bit before replying, "I definitely want to, I am just trying to figure out how I most want to do it. I don't want to waste this you know! There is one thing I would love to try, but I need some help from Stephanie. I would like to see what it is like to have my dick surrounded by those two incredible tits of yours and jack off in between them. Would that be alright?" It was more than alright with Stephanie! At James's request I went and got some lotion. He stood up and had Stephanie kneel in front of him. He then put out his hand and asked for the lotion. I ignored him, put a generous amount in my own hand and then grabbed his cock and began to work it in. He didn't seem to object too much! After slicking him up good, I still had quite a bit of lotion on my hands, so I reached over and worked the excess into Stephanie's tits. Funny, but she didn't object to my boldness either! James moved up closer as Stephanie got a good hold of her tits, lifted them up and squeezed them around his cock. She held them in place as James began to move his hips and hump her tits. Not wanting to miss this, I moved closer to one side of them and Erin went to the other. Having had good results from by boldness so far, I decided to help out more. I moved Stephanie's hands out of the way and grabbed her right tit with both of mine. This gave me the opportunity to massage them and pinch her nipples as I held them in place for James. Erin followed suit on the other side. Now all four of us just stared at the incredible site of his cock moving in and out between her breasts. I had a feeling this was not going to take too long – and it didn't. After 20 or so thrusts James began to yell out, "Oh, this is incredible! I am coming!" For the second time that night I had a great view of a full load being shot out of a dick. Stephanie was looking down too as he started to orgasm and she was hit with a big squirt right in the face, then the rest of it splashed on her neck and then began to dribble back down her chest. James continued to pump another dozen times before finally dropping back onto the couch. "So James," I asked, "how does the real thing compare to those fantasies of yours? Is the real thing as good as the dream?" "No comparison! Having the dream come true is beyond anything I have felt! I still can't believe this is happening. But seeing the mess I made on Stephanie, I think it is time for another favorite fantasy of mine. Wendy, do you have a shower large enough that the four of us could fit in together?" We definitely did. The shower in my parents bedroom was a lavish one. It would easily hold the 4 of us and actually had 2 shower heads. One attached to the wall and another attached to a long hose. I lead everyone into my parents bathroom and got the water going. James also had specific ideas of how he wanted this to work. He went in first, turned on just the nozzle with the hose and got himself wet. Then he had Stephanie come in while we stood outside the door looking in. He used the hose to get her wet, rinsing his cum off her face and chest, then turned it off. He then took the bar of soap and began to lather her up – and he did a good job of it. He got his hands all soapy and then covered every inch of her body. He knelt down so he could bring his hands up and down her legs. He repeatedly brought his hand along her pussy and up between her butt cheeks. He had her lean her back against him (with his cock trapped between her legs I noticed!) and reached around to lather up her stomach and tits. He seemed especially thorough here! Stephanie was already moaning with pleasure. He then had Stephanie move to the back of the shower and extended his hand to me to bring me in. He said, "Since Erin got to go first last time, she has to wait the longest this time." No complaints from me – friendship only goes so far! I really wanted him to do to me what he had just done to Stephanie! He did and it felt incredible. His hands were magic as they caressed and massaged by legs. Looking down and seeing his face so close to my pussy as he lathered up my legs gave me an incredible thrill. I spread my legs wider to give him good access and he did not disappoint as he moved his hands from the front, all along my pussy and all the way up to my butt. He even flicked his finger at my clit several times. He then stood up and I got to feel my back against his chest as he wrapped his arms around me to soap up my tits and stomach. Oh, but this was good! His hands just seemed to fit my breasts perfectly and he would sometimes drop his fingers down below my stomach to stroke my clit some more. Unfortunately, my turn was over all too soon. I moved back and stood next to Stephanie as it was Erin's turn to get lathered up. My eyes were glued to watching James and Erin so I kind of jumped when I felt some fingers began to caress my butt cheeks. I looked over to find Stephanie with one hand massaging her breast and the other hand sliding up and down my butt crack. I was a little surprised at first and not sure what to do, but after all that had happened so far I realized I was ready to further explore another woman's body. A Nice Guy Finishes First I opened my legs a bit to give her easier access and then with one hand I reached up to massage her other tit and with the other hand I moved in to feel her pussy. This was the first time I had felt another girls clit and cunt and I found I enjoyed it. I put one finger up her cunt while massaging her clit with another. She also reached down farther and was running her fingers up and down between my cunt and butt hole. We both looked into each others eyes kind of nervously and began to giggle. I was so involved with how she was making me feel and how much I was enjoying feeling her, that I didn't notice at first James and Erin had finished and were standing there looking at us. When James cleared his throat to get our attention, we both dropped our hands quickly. I know I was a little embarrassed. James didn't say anything other than to direct us all around him and asked us to give him a body to body scrub. The three of us linked our arms around each other and encased James in soapy, naked female flesh. We began to move up and down and around in circles as we rubbed our breasts and stomachs all over his body. We moved together and it seemed like he was one massive cock and together we were the cunt surrounding it. We then unlinked and began to each move at our own pace. Erin dropped down to her knees and began rub her whole body up and down one of his legs. I was standing up right in front of James and he leaned down and we began to French kiss. I felt something between my legs and was surprised when I looked down. Stephanie was now behind him and had reached down between his legs from behind and was grasping his cock. We continued to move around James, shifting our positions. It was almost like an erotic dance as we moved to a rhythm that we all felt. Hands and breasts and stomachs and legs moved all around. More and more I began to feel parts of Erin and Stephanie too as we moved around him. At one point I was pleased to find my breasts brush against Erin's breasts as we moved into our next position. James was not idle during all of this. His hands explored all over us and he would bend down for some tongue and mouth action whenever one of us was in range. I had my eyes closed at one point so it took a few seconds before I realized that the tongue that had just been inserted into my mouth was not from James, but from Stephanie. I was so caught up in the moment I returned the kiss eagerly until the dance made us break away. I didn't know how much more of this pleasure I could take! I think James felt the same. Erin was in front of him at the time and instead of bending all the way down to kiss her he just picked her up and hugged her. She was light, yet very strong. She held onto his shoulders and wrapped her legs all around his body. She had his cock trapped against her stomach. She then proceeded to pull herself up and down rubbing his dick in between their two stomachs. I don't know how long she could have kept it up, but it only took a dozen such moves before James began to spasm with another orgasm. Stephanie and I rushed to either side since it looked like he could not stand up while climaxing. Erin dropped down, took his dick in hand and continued to jack him off as he spurt the last of his load. We all looked around with pleasant smiles. James looked down at Erin to see his jism all over her stomach. "In less than an hour I have managed to ejaculate onto three incredibly beautiful naked women. Never in my wildest fantasies did I ever think something like this could really happen!" We turned on the hot water and all of us enjoyed helping each other get cleaned up and dried off. We then headed back to our blanket and laid down. It was great to lay down, kind of lounging over each other, still naked. James was back to sitting down with his back against the couch. I laid down using his thigh as a pillow with my face real close to his crotch. We were all a bit tired, but I was anxious to see what sexual excitements James would have for us next. I was surprised when he just started to ask us questions. It seems he wanted to talk! He asked us about past times we had sex, about what we liked to do and what we wanted to become. He also shared a lot. It was a very strange experience. I think a bond had been formed in that shower and some walls had come down. I even felt closer to Stephanie and Erin than I ever had. Now, this is not to say that our conversation was not charged with some sexual excitement. We were all close enough together on the blanket that we could touch each other. And we did a lot of light caressing. Stephanie had propped herself up over my hips and her tits kept brushing along my skin. James would often reach down to me and caress my nipples and breasts. Erin moved around a lot touching whoever was closest. As I mentioned, my face was pretty close to James's cock. I was fascinated to watch it go soft and then hard again as the conversation changed or as he became aroused at touching or being touched. After about 30 minutes of this, James asked us questions about our thoughts on having sex with another girl. I couldn't meet the eyes of my two friends as I mentioned that I was often curious what it would be like to suck on a female breast or have a chance to get down on a pussy with my tongue. I was afraid of what they would think of me, but felt relief when both Stephanie and Erin said they had been curious about the same thing. James then told us what he wanted to do next. "I want to spend some time next getting into oral sex with the 3 of you. I want to be sucked and to do some sucking myself. I also want to watch each of you as you get down on each other. Any objections?" No one said anything, so I guess we were all game. James set us up again how he wanted us. He sat on the couch and directed me to sit next to him. We slouched down a bit so our crotches were just at the edge of the couch. He then asked Erin to kneel in front of him and Stephanie to kneel in front of me and begin using their tongues and lips. He told Erin to take it slow for him, since he wanted all three of us to have the chance to suck his cock before he would cum. I gave no such instructions to Stephanie – I wanted her to tongue me until I writhed in a pleasurable orgasm! As I spread my legs wide to give Stephanie plenty of room, I trembled in anticipation as she crawled up to me like a pouncing lion. She slid her fingers up along the insides of my thighs and got her mouth close enough to blow on my pussy. I glanced over to see Erin with one hand around that cock while she licked the underside like a lollipop. I soon had to go back to watching myself, however, as Stephanie had begun to lightly run her tongue along my pussy lips. Her tongue darted all over, sometimes brushing my clit, sometimes licking the edges of my pussy lips and sometimes darting into my cunt. I knew already that this was going to be good! I instinctively reached out to grab something with my hand when she changed the pace and began to lick my clit harder and faster. I found my hand had grabbed James's hand. We both looked at each other with a smile and then checked out how the other was faring. By this time Erin had one hand playing with his balls, one hand grasping the bottom of his shaft as she sucked on just the head of his dick. Sometimes she would move her head to the side, put her lips around the under side of his cock at the bottom and run it up towards the tip a few times. I noticed this caused him to moan out in pleasure each time. It looked like James may not make it past Erin! He must have come to the same conclusion, since he asked us to stop and do things differently. He said it might be even more enjoyable if one by one we each laid down on the blanket while the other 3 of us worked that person together to an orgasm. He said since I had to wait the longest last time, I could go first this time. No complaints from me! Stephanie had already gotten me worked up and I was not far at all from another great climax. I laid down on my back in the middle of the blanket with my knees up high and to the side. James wanted Stephanie to continue with my pussy and he had her lay down on her stomach with her head in my crotch. James was on one side of me and Erin was on the other. He told Erin he wanted she and him to each begin sucking my nipples at the same time that Stephanie would begin sucking on my clit. He counted to three and then all three mouths hit me at once. What a feeling! As I mentioned, I was not far off from an orgasm as it was, but having Stephanie furiously suck on my clit at the same time that Erin and James began sucking on my tits was like sending a jolt of lightning through my body! In only a few seconds, my body began to shudder with the power of the orgasm. But they didn't stop. They kept on sucking and caressing and after only another minute or two a second wave hit me – incredibly even stronger than the first! Still they did not stop. Not long after another wave began to build, radiating out from my cunt and my tits. I started to yell out for them to stop, that I didn't think I could handle another one. They just held my arms and legs down and continued to assault me with their tongues and lips. A huge cry escaped my own mouth as the third orgasm in a few minutes shook my body to the core. At last they let me go and sat up to look at me. I was exhausted and could hardly move, but I gave them a grateful smile and said thanks. James said it was Stephanie's turn next. He said it was also his turn to get his first taste of pussy. He asked Stephanie to tell him as he was doing it what she liked best or wanted him to do more of. She assured him she would! He set this one up different from mine. He had Erin and I lay down on our backs beside each other. He also laid down on his back with his head close to ours. We all had pillows under our heads. He then had Stephanie get on her hands and knees with her cunt above James and each of her breasts over Erin and I. We each adjusted a bit to get in the perfect position for maximum stimulation to our assigned target. I don't know what the others were thinking, but I couldn't wait to get my lips and hands on that incredible breast inches from my face! James got started by kissing and caressing the inside of her thighs. I moved my hands up and caressed her stomach and her breasts. Erin did the same. I then reached up and got my first taste of tit. I quickly understood why so many guys like to suck on them. It felt so good to squeeze with my hand and suck on her nipple with my mouth. I started kind of tentatively alternating between kisses and sucking. Then I decided to see how big of a mouthful I could get. I opened wide and stuffed as much of her tit as I could in my mouth. Then I sucked for all I was worth. Stephanie seemed to appreciate the move as she yelled out, "Yes, that is great. Suck it hard!" Of course, she could have been talking to either Erin or James since I could see out of the corner of my eye that they were both busy sucking too. The slurping noises were filling my ears and sending hot flashes to my clit. A few minutes before I thought I had been so spent I would never orgasm again! Now that familiar tingle was back again already and I longed to be able to do something about it. But first, I reminded myself, it was Stephanie's turn. I put even more effort into how I could pleasure her with my mouth and hands. I squeezed, pinched, caressed, sucked, kissed, and licked. I leaned my head back a bit to see how James was doing. His head was mostly in the way, but it looked like he had his lips locked on her clit and was sucking for all he was worth. He also had a finger up her pussy and was moving in and out as fast as he could. Her moans of pleasure were getting louder and more frequent and finally she yelled out "I'm coming!." It was hard to keep my mouth on her tit as her whole body bucked, but as if by agreement none of us stopped our efforts at making Stephanie cum. Even when her groans subsided, we continue to tongue her and it did not take long for the 2nd orgasm to hit her. We might have gone for a third, but her body finally just collapsed on top of us. We all laughed as we moved out from under her and touched her affectionately as she tried to get her breath back. When we had all rested a bit, James looked at Erin and said, "I think I would like to see how acrobatic our little gymnast can really be!." He also indicated that both Stephanie and I needed our chance to try eating out another woman. James picked Erin up by the waist and lifted her up a bit. He asked her to spread her legs wide and then had Stephanie and I each grab a leg and hold it up shoulder high. He then released his hold on her waist and lowered her head down, but continue to support her with a hand under each shoulder. This, interestingly enough, left Erin's mouth right next to James's cock and her pussy right next to mine and Stephanie's lips. Without any further instructions, we all got to work. I could hear slurping sounds coming from lower down as Erin started to work on James again. But I didn't let that distract me as Stephanie indicated with a nod of her head that I could go first with what was on our end. I rested Erin's thigh on my shoulder as I put my head in close and began to kiss the area around her pussy. It felt so strange to have my eyes and lips so close to this part of another woman. I started off with just some kisses along the inner thigh and lower parts of her butt. Then I got more courageous and began to kiss and lick her outer labia. I got a hold of the soft flesh of those lips with my mouth and began to pull and suck. My tongue extended and began to penetrate her vagina. I knew I needed to get to her clit, so I had Stephanie help lift her hips a little higher so I could reach. With one hand I pulled back the hood covering her clit and then began to lick it for all I was worth. I was impressed with Erin's dexterity as she continued to hold in that position, suck on James's dick and have her clit attacked by my tongue! I began to alternate between sucking and licking her clit while shoving my nose all along her lips and in her hole. I finally got her attention as she took her mouth off James long enough to shout, " Oh, it is coming. Do it faster and harder!." We all found it difficult to hold on to her as body started to jump with her climax. Not wanting it to end for my friend, Stephanie and I quickly changed positions and she began her first attempt at oral sex with a woman. By this time, James had lifted her up so she was no longer hanging down. He then turned around so his back was to us and put her hands in position on his shoulders so she could hold herself up. He then bent his head back and began to kiss and lick her breasts. This was getting acrobatic! Wanting to get more involved, I placed the leg I was holding onto Stephanie's other shoulder and went around to the front. Erin's face was comical – her eyes scrunched tight and her lips almost disappeared into her own mouth. I reached up, put my hands on either side of her face and began to kiss her. At first she was surprised, but then she began to return the kisses with both eagerness and her tongue. Of course, to do this I had to lean by body up against James and had his dick pocking me in the stomach. He didn't seem to mind. I know I didn't! It was about this point that Erin began to buck again with another orgasm. It was also at this time that in my eagerness to reach Erin, I pushed too hard on James - who was already off balance with his head back – and went down. Of course I had been leaning on him so I came down on top of him. Without that extra support, Erin followed. "So much for a perfect 10 dismount!" said Stephanie as she stood there laughing at us all in a heap. As we got untangled, I asked James what was next. He chuckled as he said, "I don't know if I can handle anymore! I have never cum 4 times within a couple of hours! I don't know if my cock can handle another one!" That sounded like a challenge to me, so I told James it was our turn to take over to see if we could get one last load out of him. I directed him to sit down in a chair and spread his legs out wide. I was planning on getting down there first, but Stephanie and Erin beat me to it. They both got in close to his crotch and began to lick and suck. I was wondering what I was going to be able to do, when I noticed James was staring at my breasts. With a shy grin he said, "If it is ok, I'd like to see if those breasts I chose as the best earlier taste as good as they felt?" Without any further prompting, I moved my chest in to his face so he could get his first taste of my tits. He used more than just his lips. His hands and fingers explored the rest of my body while his mouth explored my breasts. My body was tingling with the feelings his fingers left upon me. It was just donning on me that I had never felt this good with any other guy when it seemed that my friends efforts down below were about to reach a climax. James let go of my breasts as his breathing got heavier and his back began to arch. I looked down into his eyes just as he glanced up at me. That allowed me to see the look in his eyes as he said, "Oh yes, Wendy – I love it!" While his lips said one thing, I knew without a doubt that his eyes said something else – "Wendy, I love you!" So all of that was 3 years ago. Tomorrow, James and I will be getting married. But tonight, I had my fiancée here at the apartment I share with my 2 best friends. I can see him now, as I write this, laying naked on a blanket on the floor. My friends are also there - Stephanie spooned in behind him and Erin in cupped in front of him. They are all asleep. As has happened many times since that day 3 years ago, we took the opportunity tonight to bring each other to incredible heights of ecstasy. I couldn't sleep – thoughts of that night filling my head. I realized I needed to make sure I recorded the events of that night – the night that started as a bit of a prank, but ended with me finding the man I wanted to be with for the rest of my life. I had found my nice guy and I didn't want any other. Of course, that didn't mean I couldn't share him with my friends from time to time!