5 comments/ 75363 views/ 11 favorites So Good By: luckygirl18 He eats my pussy and we fuck. I just want to say that I appreciate all of the wonderful feedback and comments that you have all sent. Please continue to comment and send feedback. I love knowing what you think. Hope everyone is having a wonderful holiday season. As always, I hope you enjoy! ~lucky * * * * * Click Here to listen: .mp3 format or .ogg format. (31 min/mp3) * * * * * So Good, She Had to Share The following is the first in a series of recollections about some sexual adventures my wife and I had with some of her friends the first few years we were together. Because of how the events took place, some of them are told from my wife's point of view and some are told from my point of view. They are based on true events and the names have been changed – but not that much. My name is Marissa and this is the story of how I first came to show off my future husband to my best friend the best way I knew how. It was easy to show him off in all the traditional ways: he could dress well, cook, he had a great body, he was talented, smart, kind, funny, etc. I loved him so much though, I really wanted my friends to understand every aspect of what made this guy 'the one.' Before Jo, I never really got serious with a guy. I had several that I would use for sex, but they weren't really relationship material. I lived in a two bedroom apartment with Jenny, one of my best friends from high school. I was eighteen and we had both been on our own for awhile. My other best friend, Cris, still lived with her parents and had just graduated a year after us. Jenny is your typical white girl I guess, less redneck and more trailer-trash. She's about 5'4" with long, straight, dirty-blonde hair. She has full pouty lips, brown eyes and a good body that the guys liked. Not much in the boobs department, barely a B-cup, but she has a round ass. She always dressed down, no bra, mainly wearing short shorts and tank tops. Cris, meanwhile, is Filipino and about the same height, but has really long, straight, black hair and brown eyes. She, too, rarely wore bras, which was a lot more noticeable with her large, perky, C-cup boobs. They are the kind that stay perfectly round when she lays on her back and don't go to the side, they just stay there like two mountains topped by little perky nipples with small areolas. She never really wore anything that showed off her body, except her boobs, even though she could have. Her family is Catholic and they would have had a fit if they knew she had had sex already. They would have died outright if they knew how much and to what extent. I, however, am not lacking in the boob department. I almost never went without a bra and had plenty of low-cut tops that I wore to show off the double D's. Guys are a sucker for cleavage, which works well to distract when you're playing pool. I am Puerto Rican with dark brown eyes. I'm about 5'3" tall and have long, black, wavy/curly hair. I also have that come-hither, fuck-you-with-my-eyes, look that most Hispanic women have. Like Jenny, I was raised in the trailer park with my mom's side of the family, who are of German descent, so I don't have the Spanish accent. I am a little thicker and curvier than Cris and Jenny, but they are jealous that I get a dark tan in an hour. I also have large areolas, about 3-4 inches across that tend to show if I wear something too low-cut. Between the three of us we wound up dating and sleeping with a lot of the same guys. Ok, Cris was the only one that ever really had steady boyfriends. Jenny and I mostly just had a list of guys we would use for stuff and occasionally call them over for a booty call. If they were lucky, we would send them to the others' room after we were through with them if we both hadn't had a guy come over. Jenny did have a few boyfriends over the years but I only had one or two. I just didn't see the point in getting serious that young. We were all pretty wild, though. We had made out with each other at school a few times to drive the boys crazy. We had fooled around several times at our apartment, just the three of us, with Cris usually as the catalyst. All three of us were bi, but Jenny was in denial. She would fight the girl-on-girl playing for a little while, but always gave up when the right buttons were pushed. Jenny let me have a threesome with her and her first fiancé and then, one time, I had a threesome with Cris and her boyfriend in his college dorm room. None of us were jealous of the other. We knew none of us were out to steal the others man. Mostly because the only one that liked him was the one who was with him. The one thing we always had in common was the guy had to be good in bed. More often than not, though, we had to settle for 'just decent' instead of what we would consider 'good' if we wanted to get laid. I let guys know I wasn't serious but sometimes they would get upset when they found out I had slept with one of their friends earlier that week, the night before, or even earlier that day. It's funny how guys get upset when girls do the very thing that the guys want to do. That was us, three girls living by the guys' code of conduct. Guys would be called studs or players for sleeping with that many girls. We get called sluts. Yea, that's fair. Anyway, after my first date with Jo, something changed. I turned down a date I had lined up that same week to go out with Jo again the next night. I felt I had found the guy I could stay with, especially after we had sex. At first I thought he might be too old for me (almost ten years older) but I decided I would go out with him anyway because he was nice and funny and fit the profile of the type of guy I look for – tall and skinny. My friends and I all agree and don't let any woman tell you different guys, size matters. It had been my experience with all the guys I had been with that most of the tall, skinny ones were the ones packing the large equipment. That first night, even though I tried not too because I didn't want to cheapen something I felt was special with him, we couldn't help but have sex. He tried to be the gentleman and resist, which just made me want him more. I guess it made me feel special and not the slut that I was trying unsuccessfully not to be. Jo had somehow found all the right places to touch me and we had been involved in some serious, although mostly clothed, foreplay for almost two hours. When we finally started down the hall toward the bedroom it was like being caught up in a hurricane. We couldn't touch each other enough, kiss each other enough, or undress each other fast enough. As his clothes came off, I noticed that his skinny appearance had been deceiving. I knew he was in shape, I had felt his muscular arms and chest through his shirt, but I didn't expect the ripped abs or to be able to see each muscle defined. He didn't have a huge chest or arms – more like a sprinter or a swimmer – but now, running my hands through the hair on his chest, I wanted him even more. We fell into bed and everything he did to me (and he did everything) drove me crazy! He was excellent with his hands, his lips, his fingers . . . and his tongue! The best I had had until then was a guy with a tongue ring, but it was like Jo knew exactly what I wanted and how I wanted it. I was already in heaven and trying to regain my breath when I felt his chest against my breasts and his lips against my neck. I knew what was next. I had felt his cock earlier through his jeans and knew I was right again about tall skinny guys, but I hadn't felt anything yet! As he held me tight, eagerly but gently biting at my neck, I felt the tip of his cock touch my labia. I thrust my hips forward trying to urge him inside me, but he resisted, keeping the tip against my labia and dragging it upward across my very wet pussy until it pushed against my clit. I let out a gasp and then a whimper as he started to massage the clitoral area with the tip of his cock. I groaned when he settled his body further onto mine and let the full length rub upward across my clit. I was about to cum just from that, so I begged him to put it in me. I wanted to really feel him and man I did! He let the length of his cock, which had been gently grinding against my clit, drag downward across my clit and between the lips of my soaked pussy. As the head passed over my clit, he slowly pushed forward and eased the head into me. I could feel myself open to let him inside and I felt like I was plugged into a wall socket. I wrapped my legs over the back of his and urged him on. He wouldn't be rushed, though, he said later that he had wanted to take his time and enjoy it. What he was doing was making me want to be fucked more than I normally did, which was a lot! He then slowly entered me in one agonizingly slow smooth thrust. As I felt him penetrate farther and farther as his thickness filled me, I realized I was thinking, "This feels perfect!" Any thicker would have been too much. I felt so tight around him. He was just the right length to fill me all the way and also let his body contact my clit as he thrust completely into me. It was perfect. I had several orgasms that night before we decided it was too late to continue. I had to work the next day and he did too. I was exhausted, although he said I could have more if I wanted. I couldn't believe it, especially knowing that he had not had sex since he broke up with his girlfriend over eight months before! When he had told me this earlier, I didn't think he would last more than ten minutes with me. I guess I was too used to younger guys. Jo was older, yes, but a lot more experienced than those younger guys and he was in shape. I had a winner. About three months later we moved in together. Jenny moved across town to live with her boyfriend. Jo had already met Jenny and Cris and had heard all the stories. He was originally a small-town boy, as he put it, so I thought he might be shocked by my friends and my behavior and history. He thought it was interesting but didn't care. I learned he had been more places, seen more things, and done more things that a lot of people twice his age. Each day we took to know each other I liked, no, loved him even more. He had only been with a handful of girls over the years, all serious relationships. He had never cheated on any of them, so I knew he wasn't afraid to commit. He was honest, had good taste in clothes, and could cook. I know ladies, you're thinking, "You lucky bitch." Yes, that's what my friends said when I first told them about him. After my friends met him, they knew what I did; this was not your typical guy. Not only did he get along with them, but he could join right in with all the "girl talk" about sex and guys and clothes and periods and all that stuff. My friends and I never were big on modesty, sometimes walking through the apartment topless or just plain naked. We usually only did this around each other or other girls, even if there was a guy there who one or more of us had slept with, although there were always exceptions. So, when they came over to visit or stay the night, which was often, at first they didn't want to be too immodest around him, since he was a serious relationship for me and not some booty call that was sitting around waiting to see which one of us he would get. The more we talked, I learned that, over the years, Jo had had plenty of female friends that trusted him, knowing that he wasn't trying to get in their pants, which is one of the reasons he could fit in and seem like one of the girls. He had also gotten really good at full body massages. So, pretty soon, Cris and Jenny (Cris especially) got past whatever modesty issues they had and Jo regularly got a good look at them, either in just bras and panties or changing in the middle of the living room. I'm sure he didn't mind this, but he also didn't ogle them like most guys would. They often took him up on a full body massage whenever they came over, even though, sometimes, it would make them horny. They also let him take erotic photographs of them, since he was into amateur photography and they were just vain enough to want photos of themselves. What I still liked was, even though they had the nicer bodies, he didn't want them. A lot of guys that I had brought over had wound up hitting on one or both of them. Jo, however, believed in loyalty and was a one-woman man. Cool with me, except that a little later on I wondered if he could actually go through with something I had planned for him. Now, since Jo had first met the girls, I had told him that, at another time, he might have had the chance to have threesomes with us. Jenny was now with a steady guy, however, so that only left Cris. I had often hinted at it, but in a way to let him think it probably wouldn't happen. I, myself, had thought it might not, seeing as how Jo was big on loyalty and wanted to be in a relationship before having sex. One night the subject had come up and he had said as long as I was really okay with it he might be able to go through with it if it was someone I trusted and he could put it in his mind to treat it as though he was just doing them a favor – like a back massage. Good, ever since we got together, I had been telling my friends what a great lover Jo was. They were already a little envious because they always had some complaint about their guys, in and out of the bedroom. They had seen what kind of guy Jo was outside the bedroom, now, just in case they thought I was exaggerating, here was my chance to make them even more jealous by showing what he was like in the bedroom. It started one evening when Cris and I had planned to go out to a local strip club. We liked going and looking at the girls and getting lap dances. Jo, like normal, played chauffer for us girls and went along to keep us company, acting like our bodyguard, which he was. It never bothered me taking Jo to the strip clubs with us because I didn't have to worry about him staring at the girls or spending money on lap dances, unless they were for me. He had worked at a few clubs as a bouncer and said that they just weren't his thing. The girls, to him, were just like good friends. He had also said that a guy spending money at a strip club was like a woman paying a store to window shop. Anyway, Cris and I had finished a few drinks and had gotten a little turned on. We had flirted and made out some with a few of the dancers and each other, much to the delight of the crowd, but the money was running low and it was time to go home. Back at the apartment we had a few more drinks while acting silly dancing to some music Jo was playing. Now my friends and I always acted flirty with each other (and Jo) when he was around, so he didn't think anything of it; that was just how we were. So when Cris started dancing and then acting like she was giving me a lap dance he reacted just like it was another typical evening with one of the girls over. Jo was busy doing something on the computer, which is usually what he did late at night when we had guests over or we weren't having sex, so I told Jo that Cris and I were going to watch a movie in the bedroom. I knew he might be thinking something else might happen that night, so I decided to act like it was just another typical night. I could tell he was a little disappointed, but you know women, we always have to screw with guys' heads. I had talked to Cris before about letting her "try Jo out," but didn't know if the right opportunity would ever come along. So after we were in the room awhile and she wanted to start fooling around I pitched the idea again. Cris was always pretty selfish when it came to sex. It wasn't too obvious, but after awhile Jenny and I learned she always wanted most of the attention. Sitting on the bed, she started to play with my boobs, cupping them in her hands and saying, "Look at these boobs!" I was wearing a low-cut top that showed plenty of cleavage, so I wasn't surprised when she suddenly buried her face in my cleavage and started biting my breasts. Cris is the one of us who usually likes to play rough. I do too sometimes, but not always right away. "Easy girl," I said pulling her head up, "not so hard." I reached over and pinched her nipples through her shirt, saying, "You're the one who likes it rough, remember?" She let out a short yelp and then giggled as she pulled her shirt off and then fell back onto the bed with her arms above her head. This was her come-give-me-attention pose. I took off my top and then unhooked my bra, but kept my breasts covered as I crawled over to her on the bed. I knelt above her, asking, "Are these what you wanted?" as I took my hands away, letting them fall free. She eyed them hungrily, reaching out with both hands, cupping them, but then I laid back on the bed, mimicking her usual posture. She wasn't getting all the attention tonight, at least not from me. Cris propped herself up on one arm and leaned over to caress my breasts with her right hand, first the left and then the right. She was gentler now, teasing and rubbing around my dark areola. I noticed she had laid in such a way as to let her rub her left nipple with her left hand. I have very sensitive nipples and can achieve orgasm just from having them stimulated right, so it didn't take long at all for them to become rock hard. Seeing this, Cris leaned in and raked her tongue across the nipple closest to her. The feeling of a hot, wet tongue dragging across my nipple and areola (which are sensitive too) caused me to gasp. "Oooh, yes," I hissed, grabbing her head and holding it to my breast. All the while, her right hand continued to tease my left nipple. I was getting too turned on too quick, though. If we continued this way I would be too loud and Jo might come in too soon. I refocused my growing desire onto Cris. If she got really hot and bothered she would be up for anything. I rolled over toward her, pushing her down onto her back at the same time and immediately attacked her breasts. She responded with a gleeful, "Aah!" The big smile on her face, and her resumed pose, let me know this was what she was wanting all along. I forcefully grabbed at her right breast with my left hand as my mouth bit into the side of her left breast. Cris's sharp intake of air through pursed lips let me know I was on the right track, so I nibbled my way around her breast and started to firmly pull on her right nipple. I noticed that she was now biting on her lower lip as I leaned over her more, letting my nipples rub against hers. I leaned over and bit her neck, holding on that way, as her body arched into me. I let both my hands grasp her nipples and rub them firmly against mine and she started to moan. "Oooh, yeah!" she said, a little too loudly. "Shhh," I warned, "Jo might come to see what the noise is about." "So?" she said, smiling. "He can watch." A wicked smile growing on my face, I responded with, "Maybe he can help." A sudden look of curiosity splashed on her face but was quickly gone, replaced with a smile of her own. "If you don't mind," she said. "We'll take it slow," I started, "I'll let him mess with me and watch. Then, we'll see how it goes." As I spoke, I trailed my hand down to the button of her pants. "You know I've wanted to show him off for a while." This I said giggling slightly, as the erotic possibilities of what might occur started racing through my head. "But first . . ." I spoke, then, firmly pulled at the button to her jeans, unfastening them and unzipping them. "Mmmm," was all she uttered as she took over, reaching down and pushing her jeans off the rest of the way, eying me with a naughty look on her face. Clad just in a pair of plain red cotton panties, Cris then tugged at my jeans as I unfastened them, quickly revealing a lacy blue thong. "Ooh, wearing the sexy panties I see," she teased. "Jo buys them for me," I shrugged, "he usually doesn't let me keep them on very long." Giggling slightly, we lay back down on the bed and got more comfortable. I attacked Cris's boobs again and she started to kiss mine. I moaned softly and she responded by sucking one nipple into her mouth while gently squeezing the other. I barely muted a cry as my mouth opened without sound. So Good, She Had to Share Fully on my back now, Cris leaned over me, her mouth covering most of my right areola. She kept suction on it while her tongue started to firmly lap at my nipple. I started to grunt in response to this, keeping my mouth clenched tightly over my lips. I felt Cris's hand slide down from my left breast, over my stomach, until it touched blue lace. I bucked my hips up slightly, wordlessly begging. She pushed her fingers underneath the waistband and down over my hairless pussy. As her fingers grazed over my slit, her mouth came away from my breast. "Marissa!' she said in a feigned, scolding whisper. "You're all wet!" "I should be," I responded, panting at the ceiling. "You know messing with my nipples really gets me going." "Obviously!" This she said wide-eyed as she pressed her fingers down, parting my lips. I gasped in air and my body arched in immediate response. I reached down and grasped her wrist, holding her hand where it was. She let me hold her hand there, my hips thrusting against her hand, as she pressed her fingers against me. She had moved her fingers to where her middle and ring fingers were rubbing against either side of my clit and her outside fingers were sliding wetly along between my inner and outer labia. "Oh . . . yes . . . don't . . . move," I panted, each word coming between thrusts, "That's . . . perfect!" As I prepared myself to try to be as quiet as I could once this coming wave of an orgasm finally crashed against me, Cris lowered her mouth back toward my breast. "Really gets you going huh?" she said, her lips hovering over my nipple. "How about this?" She then pressed her tongue firmly down onto my nipple and started to slowly lick it across. At the same time, she curled the ends of her two middle fingers so on the next thrust they easily slid into me. The sudden penetration and warm, wet, pressure on my nipple were too much. I felt a pulsating explosion cascade outward through my body from between my legs and it felt like every muscle seized up. My left hand and arm worked long enough to press a pillow firmly over my wide open mouth, which served to muffle my orgasmic scream. "Ow, Marissa!" Cris's complaint started my mind working again. I found myself still grasping her wrist and since I am pretty strong, there was no mystery to the source of her pain. I apologized, slightly embarrassed, but she blew it off, smiling. She then playfully fell back onto a pillow, raising her arms above her head as she let out a sigh. "I know how you can make it up to me," she said, as if she were a princess waiting for a servant to minister to her. "Just a sec," I said, then pulled my, now very wet, panties off and threw them on the floor. I slid up next to Cris and hugged in close to her body, propping up on my right side. I took my left breast and started to rub it against hers, then reached across and took her right nipple between my fingers, slowly increasing pressure until I heard Cris whimper. She had her head tilted back and her eyes closed now. I bent down and touched my tongue to her left nipple, letting her feel my hot breath around it. Then I lowered my mouth over her nipple, gently sucking on it. Cris whimpered again and twisted her body a little out of frustration. I was being too gentle, but I was doing it on purpose. Still grasping it firmly, I tugged on her right nipple as I took her left one between my teeth. As my tongue teased the tip of one nipple, I let my teeth softly saw back and forth on the one caught between them. I translated the pair of small, quick arches of her body as, "harder, harder!" I waited a few seconds and then pulled hard on one nipple as I bit down firmly on the other. "Oh, shit!" Cris yelped as her body arched in ecstasy. I tugged for a little on the one nipple with my hand and then, while still holding the other in my teeth, I raked my nails across the pale skin of her breasts, down her stomach and across the top of her panties. Cris was moaning by this point – probably loud enough for Jo to hear. I let go of her nipple with my teeth and sucked on it a little, while gently rubbing her pussy through her panties. Cris stopped moaning but was still breathing heavily and I felt dampness starting to soak through the red cotton material onto my fingers. "So," I started, "are we ready for some help?" "I don't care," Cris responded breathily, her eyes closed, "sure." The sheets and comforter had been pulled back, so I pulled them up, covering us up to our shoulders. Cris shot me a quizzical look. "Just wait," I told her. I scooted a little farther away from Cris, but other than that we kept our positions, her on her back and me on my side with my hand between her legs. Cris took a few cleansing breaths to regain her composure some. We wanted it to appear we had just been lying in bed and chatting innocently – maybe not too innocently – when Jo came in. "Jo!" I called out. We both giggled slightly. I guess we were still a little tipsy. "What?" Jo replied from the other room. Obviously he was involved with something on the computer and thought we were bugging him for something trivial like water or a lost remote. "Could you come here for a minute?" I asked, lacing my voice with as much innocence as I could. "Yeah, c'mere!" Cris added. Jo showed up in the doorway wearing a slightly annoyed look which quickly turned to slight grin upon seeing us both in bed, covered up. The television was off and the only light in the room was from a small lamp on the bedside table. "Ok," he said accusingly, "what are you two doing?" "Oh, nothing," I said. "Yeah, nothing," Cris echoed, not quite as innocently. Then, with my hand that was between Cris's thighs, I reached up and threw back the covers enough to expose both of us to the waist. I'm sure what his male mind saw was two females, four breasts, and lots of possibilities. Once uncovered, I reached over and rubbed Cris's nipples. "You wanna watch?" I asked, the innocence in my voice long gone. Cris let out a playful yelp and then pulled the covers back up. I watched Jo the entire time and I still don't recall a smile ever widen across a face that fast. He stood there for a second or two till his body caught up to his brain. I think it might have been a lack of blood, because I swear it looked like he shoved a banana into his jeans with no hands. Cris was on the edge of the queen-size bed and I was in the middle, so Jo came around to my side and started to undress. Meanwhile, my mouth went back to Cris's breast and my hand went back to her panties. Jo slid up behind me and it felt like he had a warm, flesh-covered, baseball bat between us. Obviously, he was comfortable with this; so far, so good. I knew he didn't mind the playful fooling around between me and my friends, but could he perform with an audience? I was pretty confident of that. Could he be as good in bed for someone he didn't have feelings for? I was about to find out, although I didn't see why not. I did know there wasn't going to be any passionate kissing - we all reserved that for our serious relationships. Most importantly, could I handle the first man I was really in love with and thought I could marry, having sex with my best friend right beside me? It was too late to question that and I wouldn't have set all this up if I didn't think so. I was proud of what I had in him and what he could do for me. I, also, loved my friends, so I just had to share. "Wow," I said as I thrust my rear back against the hardness pressing into me, "you're excited." "I'd have to be dead not to be!" Jo responded. "Lying in bed with two hot girls playing with each other? Any guy who wouldn't like that is an idiot." He was fine with it so far, so I resumed tongue-teasing Cris's nipple while Jo leaned up over my left shoulder for a better look. Jo reached around me and started to gently rub my breasts, letting his fingers graze over one nipple and then the other. He then asked if this is what we had been doing the whole time we had been in here. To that, I just responded by taking Jo's hand from my breasts and shoved it down between my legs. He felt the wetness there before he even tried to move his fingers. Having his hand where I wanted it, I returned mine to where Cris wanted it. Jo pressed his fingers flatly against my labia, parting them, then pulled his fingers upward, rubbing his middle finger across my clit. My mouth parted as I gasped in a breath. He rolled with me slightly as I leaned toward Cris, pressing my open mouth over her areola and moaned into her breast. My hand between her legs pushed underneath the waistband of her panties this time. "Oh yes, rub me," Cris grunted, jaw clenched. What Jo was doing to me was starting to be distracting, so I decided to stay in control and change things up. "You like that, huh?" I said to Jo over my shoulder. "Oh, yeah," Jo answered, the smile still plastered on his face. "I took my hand out of Cris's panties long enough to reach down and pull Jo's hand away from my, now even wetter, folds. "Hey," Cris complained. "Hold on," I said. I then used Jo's fingers to rub some of my wetness on and around Cris's nipple. Then I leaned over and licked, then sucked it all off. "Here," I said to Jo, putting his hand on Cris's breast, "you take care of these for a while." Jo's long arm stretched over me as I laid down lower next to Cris and started to nibble around her breasts. Meanwhile, my hand went under the covers and found its way into Cris's panties again. Jo couldn't see what was going on under the covers, but I'm sure he would have figured it out if he thought about it and wasn't so preoccupied playing with Cris's boobs. Typical male, give them a new set of tits to play with and they act like they've never seen any before. Meanwhile, Cris was loving the attention enough that she decided to reciprocate. She had slid her hand down between us and was now lazily teasing my clit. About this time, Jo must have thought he wasn't giving me enough attention and started kissing the back of my neck, sending tingles from my neck to my toes. I moaned lightly into Cris's breast as Jo nipped at my neck. Next, Jo tried to reach my breasts to give me the same attention he had been giving Cris, but since they were trapped beneath me, he decided to try a little farther down instead. My left leg was raised and bent with my knee resting on Cris's leg so as to provide access to my very wet pussy. As Jo's fingers neared their goal and touched Cris's hand, he briefly paused, no doubt rapidly contemplating the scenario of another hand currently rubbing what was usually reserved for him. Almost immediately however, Jo's fingers slid in over and beside Cris's as they competed for space. The sensations were new and wonderful; so many fingers touching and rubbing me. I only had a second or two to enjoy it, though, before Cris shooed Jo's fingers aside, while in a mock scolding tone said, "Hey, this is my pussy!" Jo looked at her for a second like she was crazy, then, pulled his hand away, deciding to try again for my breasts. As I felt his hand sliding up my body, I decided to push the situation a little farther. "Why don't you put your hand where mine is," I told him. His hand found my arm and followed it. Cris and I both paused, watching Jo's face as he followed where his hand was going under the covers, seeing it in his mind. Jo's eyes widened as his fingers passed underneath Cris's panties and over my hand to feel my wet fingers sliding up and down over Cris's slit. We looked at each other, smiling mischievously in amusement at Jo's expression, as my fingers moved aside and he touched Cris's pussy. My fingers lingered for a moment, encouraging Jo's to continue what I had been doing. "You take care of that for a while, honey, I'll take care of these," I said as I brought my hand up and seized Cris's right nipple and my mouth sucked back down onto her left. This brought a short cry of, "Ah!" from Cris and then a groaned, "Oooohh, yessss. That's so good!" As she said this, she cocked her head back, wide-eyed, and her fingers dug more forcefully into my wetness. Feeling Jo's arm moving against my leg, I knew Cris was rubbing me in synch with how Jo was now rubbing her, at least she was trying to. In the tangle of bodies and limbs that we now were, I realized it wasn't as easy for everyone to touch or be touched as much as they might want. So, as good as things were feeling, I decided to change it up a bit. I sat up and pushed the covers back, receiving a complaining, "Awww," from Cris as her hand pulled away from me. I had slid underneath Jo's arm so he could keep his hand where it was, underneath Cris's skimpy pair of red cotton panties, which Jo hadn't taken his eyes off of since I pushed the covers back. I couldn't blame him though, something about reaching into a pair of panties or boxers and feeling what's there without taking them off just makes it that more erotic. I was getting hotter just watching his fingers moving against her underneath the fabric. Jo was practically drooling and I knew what he was thinking. He loved to go down on me and would do it for as long as I would let him. But I had started this rodeo, so I was going first. "I know what Cris likes," speaking to no one in particular, as I crawled over Cris's legs. "Let's get these off," I said, as I grabbed both sides of Cris's panties, tugging them down to reveal Jo's fingers against her hairless slit. I pulled them the rest of the way off and then parted Cris' legs, sitting between them. Cris was propped up slightly on a pillow now and stared down at me, smiling in anticipation. Kneeling between Cris's legs I leaned over and lifted Jo's hand away from her pussy. As Jo and Cris watched, I sucked Jo's fingers into my mouth, one at a time, cleaning Cris's juices off of them. I then proceeded to lay flat between her legs and slowly trail my tongue up the inside of her thigh. Cris was squirming and starting to breathe heavier. I teased a bit, kissing around her shaved area and just above her clit. Cris's pussy was cleanly shaved, but also very neat looking by itself. There were hardly any outer lips and the inner lips didn't stick out at all. It was like she just had a neat little pink slit with her clit poking out at the top, since there was nothing really for it to hide behind. A briefly pondered if this was why she seemed horny most of the time – her clit was likely always rubbing against her panties. "Oh, stop teasing and lick me!" Cris begged. So I licked up the left side of her pussy just outside of her lips and then, skipping over her clit, licked down the right side. She was breathing heavy breaths through a wide open mouth and trying to thrust herself against my tongue but I had a firm hold on both her legs. Jo was sitting beside her, mesmerized. Cris snapped him out of his semi-catatonic state when she whined something about needed to be rubbed more and grabbed both his hands, planting them firmly against her breasts. Having seen how Cris liked it rough earlier, Jo seemed to enjoy kneading and pulling on her breasts more forcefully than I would normally allow. I paused my teasing just long enough to tell Jo to suck and bite Cris's nipples while I drove her crazy with my tongue. "Oh yes. Suck on 'em!" Cris squeeled, as Jo lowered his mouth over her nipple. As she was momentarily distracted by the stimulation her nipples were getting, I suddenly thrust my tongue against the bottom of her slit and slowly parted her lips with it, pushing in a little deeper as I went, until I flicked it across her clit. Cris bucked hard against me as she directed, what sounded like, a sustained gasp, whine and moan all at the same time at the ceiling. Jo took this cue to really start squeezing Cris's nipple between his fingers while gently bit the other one. A series of, "Oh shits!" and "Oh Gods!" followed. While she seemed to be enjoying what I was doing, I knew it was not my forte. Besides, I didn't do it that often, so my tongue was starting to tire. More importantly, I wanted her to feel what Jo could do. I was pretty sure she had never had her pussy licked, even by a lesbian we knew, like Jo could. "Hey, honey," I said, trying to get Jo's attention while looking up from between Cris's thighs. He lifted his head from her breast. "Yes?" "Let's trade. You're much better at this than I am." "Okay," he said questioningly, as if he left off the "If you're sure?" He knelt between Cris's legs at first, getting a good look at her pretty little slit. "Wow," he said curiously, "isn't that the cutest thing?" "Hey!" Cris said, defensively. "You just lay back and enjoy," I told her. Jo used his thumb and traces up and down along the edge of her pussy first, then, started rubbing her clit in a circular motion. He was just playing, like a kid with a new toy. He stretched out between her legs, reaching his arms up underneath her thighs. His arms were long enough, he could reach around and rub her clit while he licked her. He started slow at first tracing up and down her thin lips and then slowly parting them with his tongue, tasting her. He took a moment, thrusting his tongue in deeply, as Cris started to moan and squirm, to savor this new flavor. He truly loved the taste of pussy and Cris had a nice one. He closed his eyes and let out a throaty, humming moan as he started in earnest, closing his mouth fully over her pussy. Seeing the man I loved more than any before giving pleasure to my best friend had me so hot I attacked Cris's breasts with my mouth and one hand while my other hand quickly found its way to my own wetness. I whimpered, tightening my mouth over Cris's nipple, as I slid two fingers over my aching clit and then deep into me, my juices running down my fingers. I was insanely turned on by this point. I could only imagine what Jo was doing to Cris with his tongue, being on the receiving end of it myself so many times, but I knew she was enjoying it a great deal. I had never heard her gasp, moan, and squeal so much, or so often. She was thrusting and bucking, all the wile being held in place by Jo's strong arms. Her arms were still extended above her head and she had now seized hold of the headboard. The metal headboard of the bed was a metal framework made to look like vines. It was really good for tying someone up to or for holding onto during sex, which Cris had quickly found out. I could see her arms straining and relaxing as she gripped the framework, as if she were being massaged and tortured simultaneously. I was becoming very envious of what she was feeling. "Oh . . . my . . . god!" she finally was able to get out, panting. "This is so good, Marissa." "Got a long tongue, doesn't he?" I queried, guessing that she had felt how deep he could go. "Shit yes!" she said. "I thought he was going to lick my cervix!" I giggled a little and said, "And he hasn't even used any fingers yet." Like he was taking a hint, Jo brought one arm around and then pushed a finger deep into Cris. "Oh, shit yes!" Cris groaned. Jo smiled and explored for a second, searching for all the areas that made Cris squirm or moan the most, then pushed another finger inside. He was propped up on his left elbow now, his head lying against her thigh, thumb massaging her clit, while his two middle fingers on his right hand were now stroking Cris's G-spot. All I heard from Cris was a series of "Ahs!" her eyes squeezed shut, mouth wide open, while I now lazily played with her nipples, just enjoying the show. Jo started to get that look in his eye, like he wanted to play a little and not just give pleasure. "Her pussy seemed small at first," he said to me, "but now it's like elastic." So Good, She Had to Share A slight look of curiosity on his face, Jo slid in a third finger and picked up the pace a little, fucking Cris with his fingers. Cris had not stopped moaning in time with the thrusts, but now her moans seemed a little deeper and some of them came through tightly closed lips. "Are you going to put them all in? I asked anxiously. "If I can," Jo said. "I think she's up for anything you want to do to her," I told him. "She'll tell you to stop if she doesn't want it," I said, looking at Cris, "If she can say anything." Jo continued with three fingers for a bit and then slid in his little finger with the other three. Cris moaned a little longer and deeper, her hands still gripping the headboard, head and neck arched back, her breasts heaving under my hand as her breaths came deep and heavy. Jo played for a little while, knifing four fingers into Cris's soaked pussy up to his knuckles, He used the thumb of the same hand to stroke against her clit as he pushed in and sometimes he would stop with is fingers in all the way and massage her from the inside. Cris would open her eyes wide then gazing from the ceiling, then down to Jo and his hand, moaning almost to the point of screaming how good it was and for him not to stop. I could tell he wanted to see if he could get more in, and as flexible as I knew Cris's pussy was, he probably could have, but, by now, my slight envy had turned into a burning sexual lust. I just wanted him to finish her off so I could have my turn. I could tell Cris, who normally took a long time to climax, had been kept on the edge by Jo for about twenty minutes and was ready to explode at any moment. "Ok honey," I said getting Jo's attention, "go down on her like you do me to get me off." He seemed to know that I really wanted my turn and that Cris probably had had about as much as she could take, at least in the first round. He pulled his fingers out and then pusjed the middle two back in while squaring his shoulders back between Cris's thighs. With two fingers inside Cris rubbing back and forth over her G-spot, Jo lowered his mouth back over her pussy and started sucking and licking her clit. Cris instantly reacted, a high-pitched whine lowering in one long breath to a throaty groan. Still clenching the framework of the headboard, Cris arched her head and shoulders forward a few times, muscles tense, mouth open in a silent scream. Then she began, "Yes, yes, yes! Yes! YES! YES! YESSSSS!" in a rising crescendo, until finally her body started arching side-to-side as her legs tightened around Jo's head and shoulders. Jo held her in place, not stopping, as Cris's body convulsed. A series of low, staccato groans turned into short, high-pitched shrieks as her arms flexed, almost pulling her body to a sitting position against the headboard. "You're going to have to tell him to stop," I instructed her. All Cris could do through a pained look and large, semi-laughing smile was nod her head, while one hand let go of the headboard and limply patted in Jo's direction. "Ok honey," I said. "I think she's had enough for now." Jo let go and Cris pulled her legs up, collapsing limply on the bed in something resembling the fetal position, her body jerking slightly every few seconds. "You alright?" Jo asked, smiling. Cris was breathing like she had just finished a marathon, while she uttered a weak incoherent giggle every time her body jerked. Sweat glistened on her head and chest and I picked up a small pillow and fanned her. As the cool air wafted over her she seemed to become more lucid. "Oh. . .oh. . .thank you," she said to me, still panting as I was fanning her. She then rolled to her back and stared at the ceiling, placing the back of her hand against her forehead. "I couldn't stop cumming!" she said in an amazed tone, "I just couldn't. It just kept on and kept on. I've never cum that many times like that!" "How many was it?" I asked her. "I don't know. I lost count," Cris said, her eyes still a little glassy, "It felt like my whole body was cumming about the time I started pulling on the headboard." "I thought you were going to climb the wall!" I laughed. "He was going to make me!" she said, nodding at Jo. "Hey, she didn't say stop," Jo said innocently. "I didn't want to," Cris panted. "Marissa," Cris started, still out of breath, "can I borrow him sometime?" "Seems like you just did," I told her. "I know, I mean more often, I mean from now on . . . oh, you know what I mean!" she said. We all laughed, but then my body reminded how horny I still was. "I hope you still have some energy for me," I said. "I've got plenty," Jo said with a smile, as he crawled over to me. "Ooh yes," Cris lit up, turning on her side to face us, "Marissa's turn!" Jo stalked toward me on the bed as I fell back onto the pillows. As he hovered over me, smiling, I reached up behind his head and pulled his mouth onto mine. I lost control, pushing my tongue past his lips in a firm, deep kiss that got my heart racing. Tasting Cris on his lips and tongue seemed to stoke my fires even more, as I tried to devour him with my mouth. He pulled away, and sensing my heightened state of arousal, bit down on my neck - near the shoulder – just like I like when I'm feeling really frisky. I almost came right then! Jo started kissing his way down my body, stopping to lick and suck on each nipple. As he did so, I kept enough of my senses to know where he was going next, and as much as I wanted to feel that long, talented tongue on my pussy and clit, I knew that if he got me off that way I would be done for a while and Cris might be ready for some more by then. Well, I felt like sharing, but she wasn't going to get his dick before me tonight. I put my hands on Jo's head, pulling him back up toward me. "C'mon," I said, "you know what I want. Besides, we have to show Cris what she will get next." I realized, then, and so did Jo, that Cris hadn't even seen the best of his assets yet. Now, however, she got a good look. Jo by this time was as hard as a rock it seemed. He always got his hardest after going down on me or getting me off in some way during foreplay. He has one of those dicks that seems like it is fully erect and hard but then, under certain arousing circumstances, gets even longer and harder. The head of his penis, too, seems to grow wider and has that perfect conical mushroom shape. This is how his penis was at that moment. "Wow," Cris said wide-eyed, "I don't know if I could handle that right now anyway. Give me a few minutes." "As hot as she is right now," Jo said to Cris, nodding at me, "she won't last a few minutes." "Well come on and let's find out!" I said, impatiently, as I pulled Jo down on top of me. He fell into my kiss and my tongue found his again. I felt his penis trapped against my stomach, the head touching my belly-button as the base ground against my clit. I moaned heavily into Jo's mouth as he shifted down, spreading my wetness over the base of his cock. He then pulled away, pressing up on his arms, hovering over me. He wanted to watch my expression as he entered me. I felt the head slide down and part my lips, then slowly push inside. Jo was taking his time and it was torture! As I felt myself stretch open to accept the head of his cock, I heard Jo hiss through his teeth a little and then mention how hot I was inside – no surprise to me! "Come on, fuck me!" I begged. I didn't usually use the 'F' word unless I really wanted to get fucked, and fucked hard. This was one of those times. Jo, however, had an audience and wanted to put on a show. He took his time and pushed the his entire length into me an inch at a time, pausing each time to let me feel it even more, even though I wrapped my legs around his and tried to pull him into me faster. When he pushed the last inch into me, I let out a sigh and then a whimper as his pelvic bone pushed against my clit. He pulled back out slowly as I inhaled a breath, thinking that he was going to continue the torture. I think Cris jumped as I cried out as he quickly thrust back into me fully. He held it there for a second and then repeated the action, pulling out slowly and then ramming it back in hard. I forget what I was moaning, but I remember felling the head of his cock as it perfectly rubbed across my G-spot and cervix as it bottomed out inside me, pressing against the back wall of my pussy. He continued this for a bit until I reached up and grabbed the headboard, similar to Cris earlier. He then lowered himself onto me, knowing I love the feel of his hairy chest pressing against the warm flesh of my breasts, and started using shorter, quicker strokes. It was more than I could stand. Suddenly a rush of, what felt like, heat and electricity surged from my pussy out through my body, down through my legs to my toes and straight up to my head. I had been moaning those short, but loud, "ah – ah – ah," moans up until then (they told me later), but then, seeing and feeling flashes of sparkling lights in my head, I pressed a pillow over my mouth to muffle a scream. Cris soon reached over and pulled the pillow away (she liked screaming sex) letting my orgasmic scream be heard by all. In an apartment like ours, I'm sure the neighbors heard, but it wouldn't be the first time. I soon stopped though, being short of breath and feeling that Jo was nearing climax himself. My body still convulsing on each thrust I urged Jo to let go. If I didn't, he would continue to hold out as long as he thought I still had an orgasm left in me. As I started to regain my composure, Jo quickly pulled out, sending long milky streams arcing onto my stomach. Cris watched in amazement. "That," she paused, staring at my stomach, "is a lot!" "Yes," I started to explain, "but this way is much easier to clean up. You don't have cum dribbling out of you all night." "Eww, Marissa!" Cris said, wrinkling her forehead. She was lying on her side, facing me, still looking spent and I was still lying on my back but facing her, looking definitely spent. I sighed heavily and, staring at each other's glow, we both giggled like we had both done something bad and not got caught. I then told Cris if she wanted to experience what I just did, she should return the favor to Jo. It would only take him a minute or two anyway, especially if she and I started playing with each other again, but we thought it was only fair this way. I would even help if she wanted, but I imagined it would be a turn on to watch my best friend's lips wrapped around Jo's cock. Cris was hesitant at first, having a bad experience before with the taste, but I reassured her stating that I usually didn't either, but Jo's wasn't bad at all. By the look in her eye, I knew she would have done almost anything at that point, as long as she could feel Jo's manhood pounding into her. I was running through my head all the things we could do and try, now that I could share Jo with Cris, when Jo got a call from a friend who was broke down on the side of the interstate. Jo's phone had rung earlier, but we didn't hear it over my screaming. We were upset at first that he even answered the phone, but found out that the Don was trying to pick up his mother from the airport. She was flying in from eight states away to visit him at college and Jo was the only one who answered the phone that late. Jo told Don, he didn't even begin to understand how much he owed him. Soon, Jo was heading out, and even though I hated to see him go, his willingness to help others at all hours was just another reason I loved him. Since we had both had a pretty good night, Cris and I decided to go to the bedroom and actually sleep this time, saving any other ideas we had for another night. Jo must have, at some point, explained to Don exactly what he interrupted, because every time we ran into him after that, the very first thing out of his mouth was an apology. Several times, though, when they thought I wasn't paying attention, I did catch the winks, nods and one time, Don telling Jo he was the "man". Men are such funny creatures.