7 comments/ 79483 views/ 1 favorites Carmen and Sergei By: LazyDreamy 1. It was the summer before my senior year in high school. I was eighteen, restless, and unhappy. My parents and I had just moved to a new apartment in a new city. I didn't know anyone. I'd tried and failed to find a job. I had nothing to do and no one to do it with, and also I was also hornier than I'd ever been in my life. Like all teenage guys, I had a naturally strong sex drive, but that summer – due to some combination of inactivity, loneliness, and hormones – I was going crazy. I was also a virgin and pretty shy. I'd spent most of my adolescence pizza-faced and scrawny, growing too fast for my frame. I was coming out of it that eighteenth summer – my skin had cleared up and I had filled out a little – but I still thought of myself as a homely, friendless geek whom no girl would ever want. Which made the constant longing for sex all the more frustrating and depressing. It was about eleven on a hot night, and I was sitting on a bench on the sidewalk outside the apartment building. My parents had already gone to bed, and they thought I was in bed as well. I was too hot to sleep, in more ways than one. I couldn't get away from the fantasies in his head – fantasies I was morbidly certain would never come true – and I was really sick of my own company. So I'd gone out to the street to distract myself by watching the cars and pedestrians go by. A well-dressed couple came walking up the sidewalk towards me, and I couldn't help but stare. The woman was a knockout. She was dressed in a red satin evening gown that was molded to her body as she walked. Her head was thrown back to look up at the man beside her, and the whole tender line of her hroat was exposed. I sat there and looked at her bare throat, the way her skin was stretched taut over her collarbones, down her chest to the tops of her full breasts, which were round and swelling above the low top of her dress. I was so busy gawking at her chest that I didn't even notice her face, until they were passing right in front of me. Then she looked down and saw me. "Hi, Jesse!" she said cheerfully. It was Carmen and Sergei. They lived in my building. I'd met them the day we moved in, and I'd seen them around a lot since then. Carmen was the most beautiful woman I had ever seen. Once I'd helped her carry groceries to her apartment, dry-mouthed and half-aroused the whole time. She was older than me, of course – in her thirties – but she had the most stunning figure and an amazing face, Italian-American with rich brown eyes, a prominent nose, and thick dark hair. She was self-confident and funny and kind, with a smile that lit up her whole face. She was exactly the type of woman I will always be attracted to: small, curvy, vivacious, intensely feminine. I wanted her so bad. She had a starring role in my adolescent daydreams – I spent most of my time imagining her naked, red lips smiling as she kissed me, or went down on me, or climbed on top of me. I have to say I felt pretty guilty about this because she was really nice – too nice to be defiled by my pornographic grubby teen fantasies while I jerked myself off. But I did it anyway. Frequently. I couldn't help myself. And then there was Sergei, Carmen's boyfriend. He was a big, fairly scary guy: tall, thin but with big shoulders, pale white-blond hair cropped short, and really spooky, pale gray eyes. He was from Europe somewhere; he had a faint accent. If you were casting a movie and needed a dangerous Russian mafia assassin, you'd want a guy who looked just like Sergei. I hadn't talked much to him, although he'd always been polite. He seriously intimidated me. I had such a huge jones for Carmen, and I doubted that I hid it well. Sergei could kick my ass. Sergei looked like he would kill me without even thinking about it. And here they were. They'd just caught me staring at Carmen's tits. "Hey, Jesse," said Sergei. "You're out late." "So are you," I said. I was relieved that I managed to sound reasonably calm, but I was blushing furiously. Maybe they hadn't noticed. "You guys look sharp." "Thanks!" said Carmen. It was true. Sergei was wearing a suit that looked like a million bucks; Carmen looked like five million, at least. Uninterested in men's clothes, I naturally noticed hers: a dark red satin evening gown, sleeveless, with some sort of v-necked bodice that crossed in front, cupping her breasts and pushing them up. In the orange light of the street lamp, she looked incredible. Neither of them was wearing any kind of coat on this hot night, and Carmen's long dark hair waved sexily around her shoulders. They had been out; they'd had a few drinks. Carmen giggled, loose and a little tipsy, and leaned into Sergei, her arm around his waist. They were obviously going to go back up to their apartment to have sex. I was eaten up with jealousy and longing. Then Carmen said, "Jesse, do you want to come up to our place for a while tonight?" I thought I'd heard her wrong. She could not possibly mean – Sergei gave a little snort, and Carmen turned to him, putting one hand intimately on his chest. "Oh please, Sergei. You know you want to." "I don't know him," Sergei said. "But I do, and he's very nice. He's always been very respectful. He's eighteen, and he's cute, and he thinks I'm cute, too. Don't you, Jesse?" She was leaning into Sergei's body, her breasts pressed against his chest, and looking up at him through her eyelashes. "Come on, Sergei," she murmured, her voice going all husky. "Don't you want to?" Sergei was gazing down at Carmen as if he was captivated. I couldn't blame him. God knew what they were actually talking about, but if Carmen ever looked at me like that, I would give her anything. Anything. I was getting hard just watching them. I shifted a little on the bench, tugging my shirt down over my lap. Then Sergei smiled a little and put an arm around her shoulders, hugging her close. He looked up at me over the top of her head. "Well?" he asked. "You think she's cute?" Oh shit, I thought. My erection shrank. "Uh," I said. "That's not the word I'd use." Carmen twisted in Sergei's arms to look over her shoulder at me. Her dark gaze was knowing. Sergei was still smiling. "Do you want to come up?" asked Sergei. I swallowed nervously. "To do what?" Sergei's smile turned wicked. He didn't answer. The two just stood there looking at me: Sergei's pale gray eyes gleaming, Carmen's dark, long-lashed ones smoldering. She looked straight into my eyes and caressed Sergei, running her hand down his chest and stomach to the waistband of his pants. Were they kidding? Teasing? It seemed like sex was radiating off them like heat waves. Was I imagining it? I had to find out. "Okay," I said, and got up off the bench. 2. The elevator in our building was old and slow, and it clanked audibly on its way down to the lobby to pick us up. Sergei still had one arm casually around Carmen, his hand caressing her bare shoulder. Carmen's arm was around his waist under his suit jacket. She was rubbing his back. They obviously couldn't keep their hands off each other. I stood awkwardly a few feet away from them. I was unable to keep from staring at the way Sergei's pale fingers stroked Carmen's warm brown skin. But I was nervous about being caught at it; I still didn't understand exactly what was going on. "So Jesse, listen," said Sergei. "There are some ground rules." "Okay," I said. Sergei glanced around the lobby briefly, making sure we were alone. Then he looked at me out of those alarming gray eyes and said, in a totally casual tone of voice, "You can watch. You can touch her. You can touch me. You can even fuck me. But you don't fuck her. Got it?" He wasn't smiling, or joking. "No one fucks Carmen but me." I cannot believe this is happening, I thought. "Got it," I managed to say. "Good. Here's the elevator." Carmen and Sergei went in. I hesitated, wondering, Am I really going to do this? Carmen lifted an eyebrow at me. She was ravishing. Hell yeah, I thought, and stepped into the elevator. It was a small booth, dimly lit with a flickering, low-wattage bulb. Sergei had pressed the button for the eleventh floor, and then Carmen, playfully, reached over and pushed all the buttons, one through ten, as well. As the doors closed with a whirr, she turned, smiling naughtily, and grabbed the front of my shirt in her hands. "You are such a tease," growled Sergei. "I know," she said to Sergei. She pulled me back into the corner of the elevator, pulled me close so that she was back in the corner and my body was brushing up against hers, pulled me down so my face was just a few inches from hers. Sergei stood next to us, his back to the door. "Jesse," she said. That was all. I'd never been this close to any girl before. She was a shorter than me, and her eyes looking up into mine were as dark and hot as coffee. I could smell her skin – perfume and heat and, God, was that her arousal? Was she turned on? I could feel her body's heat, see her breasts move with her breathing. The elevator came to a sludgy halt, a bell dinged, and the doors whirred open. I just stared at Carmen numbly. I realized that Sergei was standing so that his body was shielding us from the open elevator door. If there was anyone in the hallway, they couldn't see Carmen and me. But there was no one in the hallway. There was no one else awake in this whole building. And Sergei had just told me that I could touch Carmen. She was looking at me, expectantly. With excitement, maybe. The doors closed. The elevator began to climb again. Slowly, barely daring to believe that this was happening, I lifted my hands and touched her chest with my fingertips, stroking the fine skin below her collarbones, above the curved swell of her breasts. She lifted her chin a little, exposing the line of that beautiful throat. I let my hands slide downward a little, feeling the roundness of her breasts, and then tracing the edge of her gown. The elevator ground to a halt; the door opened. I froze, fingertips barely touching skin, satin. The door closed again. I was trembling; my heart was pounding. I didn't know if what I felt was lust or fear. My dick apparently didn't either. It was half-erect, but it felt achingly sensitive. My fingers wander downward. The red material of her dress was slippery and warm. Her breasts were plump and filled the cups of the dress, bulging just a little over the top. My fingers grazed the peaks of her breasts through the satin. She sighed, her eyes half-closing; her nipples tightened and lifted up against the cloth. Oh, God. Lust overcame fear. My cock hardened in a tingling rush. The elevator stopped and started again and again, the doors sliding open, silently, and then closed. I had stopped noticing. My hands were filled with Carmen's breasts. I kneaded them, stared at them, fondled the nipples. Carmen was breathing hard; so was I. So, I realized, was Sergei, who was standing right beside us. I glanced up at Sergei nervously. The big man's pale eyes were on my hands. Watching him, I pressed Carmen's firm breasts together, just a little; I saw his gaze focus on her deep cleavage. The elevator reached my floor, paused, and continued climbing. On eleven, Sergei grabbed Carmen's hand and pulled her out of the elevator. Palms tingling, I followed. They walked briskly down the hall, Sergei stripping his tie off and undoing the top button of his dress shirt with his free hand. Carmen was laughing giddily, her nipples prominent beneath the bodice of the red dress. They looked just like a couple in a rush to get home and have wild sex. I trailed behind until Sergei, unlocking the deadbolt on the apartment door, called over his shoulder, "Hurry up, Jesse!" I hurried. Inside the dim apartment, Carmen turned and bolted the door while Sergei shrugged out of his jacket and pulled his shirt over his head, tossing it to the floor. He had what anyone could see was an awesome body, the muscles distinct beneath very pale skin. His arms and chest were powerful, his stomach flat and rippled, his waist lean. His pants hung low on his hips and they were tented with his huge hard-on. I looked away. God knew I was excited; but I also felt really strange. I'd had threesome fantasies – there wasn't much I hadn't fantasized about – but I'd definitely never thought any of them would come true, and I wasn't exactly sure how I felt about all of this. Putting my hands on Carmen was a dream come true; but having Sergei watching was weird. Standing here with Sergei, half-naked and ripped and obviously aroused, made me feel very weird. But my cock was still rock-hard and throbbing with excitement. I jumped like a startled deer when Sergei grabbed my shoulders and pushed me back, not very gently, against the wall. Then Sergei pushed Carmen into my arms, her back to me, her sweet round ass pressing against my crotch. "It's all right," Sergei said patiently, seeming to know that my anxiety was getting to me. "Why don't you hold her." "Yes, please, Jesse," agreed Carmen. The sensation of her lovely body against mine erased my worries; my hands went to her little waist, and without thinking about it I pulled her snugly back against me. My erection, straining against my jeans, fit nicely into the valley at the center of her ass. Even through the layers of cloth it felt great, and I closed my eyes with pleasure. "That's better," Carmen purred, rubbing sensually against me like a cat. "Mmm, someone take my top off, it's too tight." I looked at Sergei over her shoulder. He lifted his eyebrows in a "go ahead" gesture, but I didn't have the guts. So Sergei hooked his thumbs through the straps of her dress and peeled the top down to her waist. My eyes snapped down to her bare breasts, the first I'd ever seen in person. They were big and heavy, splaying a little to the sides, the nipples large and pointing upwards. She was amazing. Sergei's hands slid down to clasp her hips. Carmen freed her arms from the straps, wiggling gorgeously, and then lifted her arms to wrap them around my neck, arching her back. Her cheek was against mine. "Touch me some more, Jesse," she crooned. "You do it so well." I hesitated for a split second with disbelief, and then glanced up for permission at Sergei, who was still standing, shirtless, right in front of us, his hands on Carmen's hips. When my eyes met Sergei's, I felt a jolt of exhilaration go through me like a lance. I was starting to shake again, with excitement and fright. "Well, I can't do it," Sergei said mildly. "I'll be busy." And he dropped to his knees. "Oh my God," I said. I cupped Carmen's white, quivering breasts. I have big hands with long fingers, and Carmen's breasts filled them up perfectly. She moaned in my ear. Sergei's hands were on her thighs, pushing the red skirt slowly up her legs, gathering it up. He was nuzzling her satin-covered middle with his face. Carmen's skin was warm and softer than silk; her nipples were large and brown, dark red at the center. I rubbed my hands over them, loving the feel of the erect nipples against my palms. She liked it, too. Sergei pushed her skirt up to her waist, and whispered, "Ah, you're not wearing panties." I couldn't see what he was doing down there, just the top of his head and the muscles in his shoulders moving as he touched her; but I imagined him stroking her between her legs, and my cock throbbed at the thought. Carmen's arms tightened around my neck; she braced herself against me and lifted one leg, bending it at the knee and resting her calf over Sergei's bare shoulder. Sergei was breathing hard, kissing her thighs. I stroked her nipples and Sergei pressed his open mouth between her legs. I opened my own mouth and kissed her neck, tasted the salty, warm skin. "Oh yes," Carmen whispered. Sergei was licking her, sucking her. I tried to see, but couldn't; but I could hear the wet sound of his mouth on her. When he pressed his face down between her legs, I knew he was putting his tongue up inside her, fucking her with it. I shuddered and licked her neck and shoulders, imagining that I was doing what Sergei was doing. She made noises, little sobbing moans, the sexiest noises I had ever heard. She wasn't rubbing her ass against my crotch any more; her hips were thrust forward away from me, her pelvis tilted up, giving Sergei's mouth full access to her pussy. Her body was moving rhythmically against Sergei's mouth. Sergei pulled back a little and I thought he was running his tongue up to where her clitoris was. I couldn't see it, but I knew when Sergei licked her clit. Carmen's whole body thrummed with delight; her hands, behind my neck, tightened into claws and scratched my skin. "Oh, Sergei," she moaned. My feelings were indescribable. I wanted to bend her over and penetrate her hard, come into her hard. And I wanted to do exactly what Sergei was doing to her, to feel her juices all over my face and in my mouth. And I wanted to stand here and watch Sergei eating her up all night. I bit her shoulder, cupped her breasts, and held on for dear life as her body moved with the rhythm of Sergei's tongue. "Oh, Sergei." I closed my eyes, pressing his face against the side of her neck. The scent of female sex rose up around me, musky and exciting. "Oh, Sergei—" She came, unmistakably. She was beside herself with pleasure, writhing, arching against him, whimpering. Sergei didn't pull back but kept tonguing her, slowly now, insistently, and she came and came and came. I was right on the verge myself. I groaned. Carmen went as limp as a rag. She pulled out of my arms, disentangled herself from Sergei, and sort of rolled away from us, supporting herself against the wall, hugging herself. I leaned back against the wall, panting, needing to come so bad I couldn't speak or think or move. Sergei was still kneeling at my feet. I looked down to see him looking up at me; he was all shadowy muscles and pale skin and intense, glowing eyes. Then Sergei laughed. He reached out, hooked his hand into the front of my loose unbelted jeans and pulled them and my underwear right down, down around his thighs. My cock, quivering, jutted straight out; I gasped in shock. "My mouth is full of her," Sergei said. "This is as close as you get." And before I could move, he leaned forward, opened his mouth and sucked me right in. I jerked and let out a scream, a combination of shock, protest, and incredible pleasure. Part of me tried to struggle, to fight, but part of me just cried, oh, yeah. Sergei's mouth was hotter, wetter than anything I'd ever experienced, and it felt so good. Sergei's pulled back, his lips and tongue dragging over the most sensitive spot on the underside my dick, and then he sucked me back in, right to the back of his throat. It was so good. Sergei's eyes were closed, his cheeks hollowed with suction. My hands unclenched from the fists I'd made; I pressed my palms back against the wall; my head rolled against the wall. I tried to summon the strength to resist, but Sergei's mouth sliding up and down my cock nearly made my eyes roll back in his head. I remembered the way Carmen had moaned, "Oh, Sergei," the way her hips had thrust forward, the way she had fucked Sergei's face. I was doing that now, moving exactly like that, in little thrusts into Sergei's mouth, oh, Sergei, and the heat rose up in me and exploded out in long pulses, right into Sergei's throat. Oh my God that's so good, was all I could think. That's so good. God, that was good. Oh God, oh Jesus, oh God, that was a guy. It took me a while to come back to myself. When Sergei finally released me and stood up, I started blushing and ducked my head down, pulling my pants back up and tucking myself back into them. My body was still going Damn that was good, but my mind was whirling. Carmen and Sergei 3. I wasn't homophobic. But I was certainly confused. My waking fantasies had always been about women: young, old, black, white, women, women, women. But sometimes my wet dreams (which I still had all-too-frequently) featured men. I had never allowed my conscious mind to think too much about those homoerotic fantasies – but one had just happened to me, in the flesh, and it had been physically the best thing ever. I wanted to think a little, but Carmen and Sergei were right there, as if waiting to see what I'd do. No one said anything. I blushed. Carmen was watching me. Sergei stood up and touched my shoulder, gently, squeezing my bicep through my shirt. I didn't look at him; I peeked over at Carmen. She had restored the front of her dress and had mostly pulled herself together, but she still looked a whole lot like how I felt – pleasured, dazed, a little raunchy. Carmen went into Sergei's arms. She went up on tiptoes and kissed him deeply, running her hands through his hair. He still had his hand on my shoulder. The thought of Carmen tasting my semen in his mouth was shockingly exciting, and I shuddered a little. I think he felt me shiver, and I think he thought I was revolted – by him, by what had just happened. His voice was cool and dry as he said to Carmen, "I'll be in the bedroom resting my sore jaw." He shot me an unreadable look and added, "If anyone wants me for anything." "We'll be right there," Carmen promised. And, greatly to my relief, Sergei left. Carmen leaned up against me, her head on my shoulder. She was affectionate as a kitten. Like mine, her body was loose and relaxed with afterglow. Her dark, soft hair tickled my nose. I wrapped my arms around her, resting my burning face against the top of her head. "It's all right, you know," she said softly. "Sergei - he caught you right when you were thinking about me. And he gives great head. He can make anyone come. It doesn't necessarily mean anything." She was giving me an excuse, a chance to assure myself that I was straight as an arrow. Tempting. But honesty compelled me to reject it. "Actually ... I think it does," I admitted. "I think I'm bi." After a moment I added, "It's okay, really. It's not a big deal. I guess I just didn't, uh, know it until now." She looked up at me. Please don't think for a second that this revelation about my attraction to Sergei made her any less attractive to me. She was lovely in that dim room, sweet and mysterious, and her body against mine still felt wonderful. "Are you sure you're okay with it?" "Yeah. Yeah," I said. "He's bi, too, you know," she told me. "Sergei. He has always liked men and women equally. He was sort of an omnivore." She grinned. "Until he met me, of course." She was kind of kidding, but when I said, "Of course," I was completely serious. "We're not really done, you know," she added. "Do you want to stay?" Oh, I did. And I didn't. "Should I?" "If you want to, yes, please." She smiled – she was even more beautiful than before. "He'll love it if you watch, you know." "Really?" "Oh, yes. Sergei gets so hot, just thinking about being watched." Okay, then. I wasn't the most self-aware kid in the world, but I knew that I wanted to watch. If Sergei wanted that too – I was so there. I managed a nod, and she said, "Oh, good." Carmen turned and led me by the hand toward the bedroom. I whispered, "What do you like?" "I like turning guys on," she said, darting me a saucy glance over her shoulder. "Couldn't you tell?" I could tell. 4. Sergei was completely naked, standing at the open window, smoking a cigarette. The light from the street below bathed his body and I tried not to stare at him too obviously. Generally speaking, and quite honestly, most guys don't really do it for me; but there are a few exceptions, and Sergei was one of them. His body was amazing. His skin was so pale I could see bluish veins running over the heavy muscles of his shoulders and upper arms. His chest was muscled but flat. His stomach, relaxed, had just a little ripple to it; a line of dark hair traced down from his navel to his groin. He had big testicles and a big cock, uncircumcised, not currently erect. I'd never seen an uncircumcised man before, and I couldn't help but look. "Look who's still here," Carmen said. Then she added, "Ugh, put that nasty thing out," and Sergei flicked the cigarette out the window. "Sorry," he said. His pale eyes moved to me and he said gently, "I didn't mean to freak you out, Jesse. I should have asked first?" He really seemed concerned. I relaxed and managed a little grin, saying, "Are you kidding? Any time." Sergei smiled and shut the window. "He still likes me better," Carmen said to Sergei. "I'm getting naked now." She had both of our attention instantly. We both watched her as she pulled the straps of her dress down her arms, and then gave a ravishing little shimmy. The red dress fell at her feet, leaving her clad in nothing but her glorious dark hair. I could have looked at her for hours. There was not a straight line on her body: she was practically boneless. This was not a fat woman – her waist was sweet and slender – but she was nothing but curves: from the roundness of her calves, tapering to slender ankles, to her delicious plump ass, to the heavy ripe breasts. Her hair parted around those breasts, the long, erect nipples thrusting up through the curtain of hair. She climbed onto the bed and reclined on her back, one knee up, her hair spilling around her. My cock stirred and began to get hard again, incredibly, although I was definitely too drained to come again any time soon. "I like you better, too," Sergei said to Carmen, and pounced on her on the bed like a panther. He crouched over her, his knees on either side of her hips, and bent to kiss her mouth. I sank into an armchair, my eyes glued to the couple on the bed. They were both so hot. They kissed open mouthed, using their tongues. I was in the shadows of the room, feeling forgotten by them, invisible. It was a situation straight out of one of my most frequent, most erotic fantasies: watching the action, from some invisible corner. As I watched, I was able to think about how I felt about them: about how I wanted them both, but differently. Carmen was my ultimate dream – a voluptuous, magnificent woman, sexually uninhibited, sexually powerful, but still so soft, so sweet. Totally feminine. I would always a woman the way I wanted Carmen – to take her, touch her, possess her. There was nothing feminine about Sergei, though – he was all man, bigger, older, and stronger. Towards him I didn't feel any of that desire to claim or caress. I realized that wanted to be claimed by him. Taken, possessed, by Sergei. It was Sergei's authority I responded to, his greater strength, that edge of power. I guess I'm a bottom, I thought; and the thought didn't horrify me but made me want to laugh. I kicked off my shoes and settled deeper into the chair, my eyes on what they were doing. Sergei was on top of Carmen, his body much larger than hers. His cock was hard now, and it was big, much bigger than mine; it jutted upward from his groin and was shining with precum, and looked far too thick to penetrate Carmen's sweet body. But Carmen's pelvis came up off the bed and she rubbed herself against it, murmuring. My own cock quivered, rigid and pulsing with longing. My balls felt tight. Then Sergei looked up at me and said, "Take your shirt off, at least, Jesse." I obeyed, self-consciously; I was a scrawny kid, nowhere near as beautiful as Sergei or Carmen. But it did feel good to be out of the shirt; the air in the room was cool on my body. I felt my nipples contract. Sergei was watching me, and I shivered. Carmen was ignoring me totally; she was stroking Sergei's chest with her hands, kissing his throat and making little humming noises. His cock rested against her taut stomach. Sergei's voice was husky with arousal when he asked "Do you want to come over here and join us, or do you want to sit and watch?" "Watch," I whispered. Not that I couldn't think of things to do on the bed. But watching him touch Carmen was deeply fascinating to me. Also, Carmen had said that Sergei liked to be watched. And I wanted to please Sergei. "Please," I added, when Sergei seemed to hesitate. Sergei bent his head and, his eyes still on mine, he kissed Carmen's lips. Carmen kissed him deeply, arching up from the bed. While Sergei's tongue probed inside her mouth, his gray eyes met mine. I was breathing hard. I watched Sergei gather Carmen's full breasts in his hands and bend his head to suck on her nipples, swirling his tongue over them, leaving them red and wet – all while staring into my eyes. I felt paralyzed with lust, watching them: she writhed with pleasure as he stroked her, kissed her, as he looked at me. "Sergei, don't make me wait," moaned Carmen, her body rising up off the bed to press against Sergei's. He rolled over onto his back, pulling Carmen on top of him. She straddled his hips, and he pushed the tousled hair out of her face. I watched as she reached down between her legs and grasped Sergei's thick cock. Carmen seemed to have forgotten that I was there; she was totally, sensuously wrapped up in Sergei. Carmen put the thick, purple head of Sergei's cock between the lips of her pussy and rocked a little, rubbing herself on him, breathing hard. Sergei closed his eyes; I bit my lip. I could see the moisture running down his shaft as she stroked him up and down between her lips, pleasuring herself. Sergei's hands came up and he cupped her breasts, his thumbs circling her nipples. I should have done that, I thought, as Carmen arched her back with pleasure. Thumbs around the nipples. Exactly like that. Carmen sank down on Sergei's rigid cock, somehow taking that thick head inside her. I hadn't been able to see her face while Sergei had sucked her pussy; now I could see the way it was transformed by ecstasy as she moved up and down on Sergei's cock. She wasn't taking him all in; she was just rubbing herself on the head. Sergei didn't thrust up into her, although my own body ached with the urge to do just that; he held still, hands clenched in the bedding, while she fucked that plum-colored head. I could see it disappearing inside her red, wet lips. Her whole body swayed, breasts jiggled; her eyes closed. "Don't move, Sergei," she groaned. "Let me – just a little longer –" Poor Sergei was dying, I could tell. He was trying hard not to thrust up into her hot body, but he couldn't hold still; he was rocking his hips, panting, his body covered with sweat. I was sweating, too; my hands were locked in a death grip on the arms of the chair. My cock was hard and thrusting up agonizingly against the denim of my jeans; I could feel that my underwear were soaked. Carmen rubbed herself up and down on Sergei's cock, biting her lip. "Oh, I love this," she moaned. "Just like this. Just like this. Just like – ah – " I watched her face as orgasm swept over her. Her body arched, her eyes closed, she gripped Sergei's hips with her thighs and came, pleasure sweeping over her body like ripples over water. Then Sergei came to life, grabbing her and holding her while he surged up from the bed, pinning her down on her back and looming up over her, thrusting into her all the way, hard. Carmen cried out; I could barely restrain a little gasp, myself. Sergei spread her legs wide, pinned her hands above her head, and pumped into her. Carmen didn't protest the invasion of her body; she raised her knees, spread her thighs wide, lifted her hips. Gave herself to him, totally. The sight of them – her submission, Sergei's dominance – God, it was incredible. Sergei looked up at me. "Jesse," he snarled. He didn't have to tell me what he wanted me to do. I unzipped my pants, reached down with one hand and cupped my aching balls; with the other I took hold of my rigid cock and began stroking myself, up and down. Sergei was fucking Carmen with long, thorough, hard strokes, and my hand sped up to move with the same rhythm. "Yeah," panted Sergei as he fucked her. "Oh yeah. She is so hot, Jesse, you have no idea." Damn, he was really getting off on me watching. I braced my legs; my head dropped back against the back of the chair, my hips lifted up off the seat. I fucked my hand hard. "She's so wet inside," Sergei told me, his eyes locked on mine. "She's on fire, she loves this so much." Oh Jesus. I didn't usually come twice so quickly, but I was certainly going to tonight. Heat was spreading out from my dick through my groin, spreading out through my body, down my legs, making my ass clench, my whole body quiver. Sergei's head had fallen back, too; his throat arched, he moaned, "God, Carmen; oh, God, Jesse –" Sergei came, growling, slamming again and again into Carmen's wet pussy. I came, shuddering with indescribable pleasure, shooting come up onto my chest in hot spurts. My hand was slick with it as I pumped into my hand, coming, coming, until it was so sensitive I had to stop; I held still, eyes closed, hanging on to myself with both hands. For a long time no one moved or spoke. My heart was pounding in my ears. Sergei had collapsed so completely I thought he might have blacked out. Then Carmen murmured, "Get over here." On shaking legs I got up out of the chair and crawled onto the bed. Carmen wrapped her arms around me – oh, yeah – and then Sergei wrapped his arms around us both. We spent a few moments adjusting to find a workable position; it ended with me cuddled against Carmen, my face against her chest and my arms around her waist. Sergei was behind me, his whole body pressed against my back, his arms around me so that his hands were touching Carmen. The bed, I should mention, was spunky. It reeked of sex in here – hers, his, mine. There was a wet spot under my hip, and I knew Carmen could feel the sticky semen on my chest. She didn't mind; neither did I. It was surprisingly comfortable. His hands were stroking her hair. She reached past me and touched Sergei's face; he kissed her hand. They were in love; I was just the bystander. I closed my eyes, exhausted and content, totally relaxed but not sleepy at all. Eventually, after Sergei was fast asleep and Carmen was fading, I untangled myself from them and gathered up my clothes and shoes. I had to go home – my parents would freak if I weren't there in the morning. Sergei didn't wake up when I left, but Carmen did; she got up to lock the door after me as I left. She kissed me, in a sisterly sort of way, and gave me a little girly finger-wave good bye. I waved back, laughing, and slouched back down to the ninth floor. 5. Later that summer I got a girlfriend, the first of many. I had learned a hell of a lot that night, most of which she didn't let me try out on her, unfortunately. As for Sergei and Carmen –they remained our upstairs neighbors until I went away to college. They were polite to my parents and nice to me; Carmen was openly flirtatious, earning my mom's disapproval, and Sergei smiled at me, secret knowledge in his eyes. But there would never be another night like that with the three of us. Not until years later.