It was a sunny Saturday morning, and I was sitting in the kitchen of my apartment drinking coffee when my cell rang.

“Hi man,” said Andy once I picked up, “You home”?

“Hey,” I answered.

“Busy?” he continued.

“Not especially,” I said.

“Great, then I’m on my way over. There’s something I have to talk to you about”, he said and with that clicked off.

I thought nothing special of it, Andy and I have been close friends for years, since school, and we would pop in whenever we needed to talk to each other which was often. I finished drinking my coffee and washed my mug just as I heard a knock on the door and went over to open it.

“Hey, Nick” Andy said shaking my hand with his regular carefree smile, “how are you man?”

“Pretty good bro, come on in. Do you want some coffee or anything?” I offered.

“Thanks, man, I’m good for now” he replied and I led him to the living room.

After exchanging some more pleasantries and the usual chitchat, I asked him what he wanted to talk about. Andy was looking a bit anxious which was not like him at all but started talking nonetheless.

“Ok listen, this stays between us, okay?” Andy said with an intense stare.

“No problem” I answered, my interest peaked.

“It has to do with Penny.” he went on and I thought I knew where this was going. Penny was Andy’s girlfriend. They have been dating for the past four years and moved in together less than a year ago. I liked her and we became quite friendly with one another. 

“Go ahead”, I told him. “You know me, I won’t say a word”. 

Andy started: “So, you know we have been together for quite some time now. Well, something interesting came up when we were talking last night. Now it came up as a joke but we started talking about it seriously”.

“About what seriously?” I asked, biting down a grin, sure that he was going to

say marriage.

“Threesomes” He answered to my surprise, blushing slightly. “We started talking about threesomes and things escalated pretty wildly. She asked me if we ever decided to have a threesome who would I want to join us. I wasn’t sure if she was for real or not but I decided to take my chances and said Amanda, her hot blond friend from work”.

“Good choice,” I said with a smile, “And what did she say?” I asked fascinated.

“You wouldn’t believe it”, Andy continued telling “Penny was into it. She said she liked my choice and that on multiple occasions Amanda told her she thought I was good-looking. Also, she said Amanda isn’t seeing anyone right now and that she is pretty sure she could get her to do it.”

“Nice! So you’re going to do it?” I asked when he finished. Envying the lucky bastard like hell.

“Wait” Andy said blushing, “that’s not the whole story. Penny said that she will do it on one condition”.

“What’s that?” I asked him.

“She said that if we have a threesome with one of her friends, it’s only fair we also have a threesome with one of my friends”.

“Damn! Seriously? Did she say with who?” I asked wide-eyed.

Andy looked down at the floor before raising his gaze to look me in the eyes and quietly answer: “You Nick”.

I was shocked and embarrassed but at the same time extremely flattered that Andy’s hot girlfriend wanted me.

“And what did you tell her?” I managed to ask after my shock wore off.

“I told her I would talk to you about it”. Andy answered. “So, what do you say?” Andy asked after a long pause.

It took me a few seconds to put together an answer: “No way”!

“What? Why not?” Andy said disappointed and surprised.

“You can’t be serious” I replied rhetorically. “I am not going to have sex with your girlfriend and you. It will be fucking weird”.

Andy didn’t give up: “Come on man, do this for me. You’ve met Amanda right? You know how hot she is. I want to fuck her so bad but Penny will only do it if you agree as well”.

“Sorry man but my answer is no. And I think you know it’s for the best”. I said ending the discussion.

—

The following week I couldn’t stop thinking about our conversation, but the days after that, the thought was gradually pushed away from my mind. Andy didn’t mention the conversation after that, and we continued hanging out like nothing happened. I also didn’t see or talk to Penny for a few weeks after. It didn’t seem intentional, there was always a good reason why she wasn’t around, but I still had a notion that she was avoiding me because Andy told her I said no.  

It was 3 weeks after our conversation when I talked to her again. I was driving home from work when I heard my phone ring. I looked down at the screen and saw Penny’s name on it. I panicked at first but answered the phone nonetheless.

“Hey” I heard Penny’s cute voice through the car speakers.

“Hey Penny, it’s been a while” I answered my heart beating fast.

“Yeah, sorry about that, I’ve been super busy the last few weeks.” She said innocently.

“Don’t worry about it.” I said relaxing a little.

“Actually, I was hoping to fix that.” Penny said. I tensed up again and Penny continued: “Andy’s birthday is this weekend and I am organizing a night out in town to celebrate”.

I was relieved for a second when she started talking but then realized that I forgot my friend’s birthday with all that has been going on. I was mad at myself for forgetting but played it cool: “Of course, sounds nice. Who else is coming?”

“The usual gang” Penny answered knowing that I will know exactly who she is

referring to.

She gave me the details: dinner and a bar or two, and hung up with a final “see you on Friday”.

I was feeling at ease when we finished our conversation. Determined to put the matter that was on my mind behind me for good.

—

Andy’s birthday arrived and we decided to meet up at his place before going out. I

took a cab there and brought with me his present, an expensive bottle of bourbon I knew he would like. I arrived at his apartment and was greeted by Penny who had a big smile on her face.

Penny was 25 years old and 5’8 tall with long auburn hair. She was quite slim but in an athletic-built way. Tonight, she was wearing a pair of tight black jeans, a white buttoned blouse covered by an elegant jeans jacket, and a pair of low heels. She looked stunning.

Penny greeted me warmly with a hug and a peck on the cheek. She told me how good it is to see me and after a few more pleasantries I went over to say hello to Andy and wish him a happy birthday. After everyone arrived, we got into the town cars Penny ordered and started the celebrations.

It was great. We started with an excellent dinner and finished off with a few drinks and toasts at a bar (some of us more than a few). Eventually we called it a night and each of us headed back to his place. Andy suggested that I share a cab back with him and Penny, their place being on the way to mine, and I agreed. On the ride back we congratulated Penny on throwing a great birthday and Andy told us what a great time he had and how he wished he could celebrate some more.

“Hey, I have an idea” Andy said just before we got to his place. “Why don’t you come up for a drink, I will open that nice bottle you got me. I’m not ready to call it a night.” I obliged the birthday boy and when the cab stopped at his place, all three of us got out and went up to his apartment.

We got to the apartment, and I sat down on the living room sofa while Penny went to freshen up and Andy headed to the kitchen. After a minute or so Penny came back barefoot, a more comfortable jacket on, and sat down on the sofa next to me. A second later Andy came out of the kitchen with the bourbon and 3 elegant glasses to drink in.

Andy put the glasses down on the table and opened the bottle slowly to ceremonial

noises Penny and I made (it was a very nice bottle of bourbon). He poured each of us a drink, we clinked our glasses in cheers and happy birthday wishes. Andy bent down to Penny and gave her a nice kiss on the lips before sipping the golden nectar.

We finished our first drink while talking and laughing, the alcohol loosening our already loose tongues a bit more. We finished the first drink and I poured us another when Penny suddenly said: “Let’s do something fun”.

“Like what?” asked Andy excited.

“I don’t, play a game or something. I’ll go see what we have.” Penny said as she got up and went into the other room, doing what sounded like rummaging through a closet.

Andy and I was still working on our second drink when Penny came back with a pack of cards. “This is all I found, let’s play cards.” She said sitting back down and removing the cards from the deck.

“What card game should we play?” I asked them.

“How about poker?” Penny replied.

“Or”, Andy jumped in, “If you guys are feeling a little wild, we can play strip poker”.

After an awkward silence Penny answered first, her cheeks blushing: “You’re sure that’s what you want babe?”. Andy assured her that it was, and Penny agreed, looking unwilling and turning to look at me and see what I have to say.

“What the hell” I said next, drinking what remained in my glass in one sip, the drinks I had so far made me feel much more courageous and inclined to do things.

“Alright!” Andy cheered, clearly the alcohol getting to him too.

Penny started dealing the cards while Andy poured us one more drink to help settle the nerves. Even though the alcohol helped, all three of us were nervous.

The cards started coming and the clothes started going. The first hand was lost by Andy who jokingly stripteased his jacket off. After a few more tension-filled rounds, we each remained with only our shirt and pants on.

Now things were getting interesting. I lost the next round and had to remove my shirt, exposing my smooth chest and stomach, a bit of muscle from the sports I do but nothing fancy.

The next 2 hands Penny lost to my delight. On the first one, she stood up next to me and slowly took off her jeans, revealing sexy black panties that tightly wrapped her lovely ass, and a pair of long smooth legs. Just after, she slowly unbuttoned her blouse and removed it, giving us a view of a matching black bra gracefully cupping her breasts and her smooth flat belly. She sat back down blushing bright red. I barely got to take it in and enjoy her body before the next hand was dealt and I lost, forcing me to take my pants off and sit back down wearing only my boxers.

Andy was sitting on the couch next to us smirking, still fully clothed as the next

hand was dealt, which he lost, and the one after. He started by taking off his shirt, revealing his very muscular upper body, and just after had to remove his pants, sitting back down wearing only his boxers. The smirk left his face.

We sat there as Andy dealt this crucial hand, Andy and I in boxers and Penny in her panties and bra. My heart was racing as I picked up the cards and looked. I was satisfied with the cards I got and after all three of us showed our hands, the losing one belonged to Andy.

“Oh man!” he said disappointed, “I didn’t think I was going to be the first one out”. And with that Andy got up and in one quick motion took off his boxers and sat back down, his cock semi-erect and in clear view. It was bigger than average, I wasn’t sure how big exactly since it wasn’t hard, but it looked about the size of my cock only thicker, but also a bit crude if that makes sense. Andy was sitting there not looking very embarrassed. On the other hand, why should he be, Penny certainly saw it before.

“Guess since I’m out I’ll deal the cards” Andy said to my dismay. I thought after someone was out, we would stop but Andy wanted us to keep going. He dealt another hand filling me with dread, and when Penny and I nervously revealed our hands, I was ecstatic to see that I won the hand.

“Shit!” Penny murmured, turning red as a tomato. I looked over at naked Andy and he looked happy like he was fine that I was about to see his girlfriend topless. Penny didn’t bother standing up, she reached back with both hands and unclasped her bra, letting it fall off and giving me a very close look at her round breasts. They were beautiful: perfectly round, large, and perky with small bright coin size areolas and tipped with small very hard nipples. Just the sight of her tits started making my cock hard, a fact that was impossible to conceal with me wearing only boxers. I noticed Penny glancing towards the tent I was forming, probably hoping that I would lose the final hand and she will get a good look at what I was hiding. Andy was also very visibly getting hard from looking at his girlfriend’s tits but he was determined to see the game through to the end and dealt us the final hand.

I was sure I would lose the last hand, I never was lucky when it came to cards. We both picked up the cards and looked at them. Then Penny and I looked up from them and at each other before simultaneously showing what we had.

“What the fuck?” Andy said the second we put the cards down. “What are the odds?” he said with a chuckle.

We both had the same level hand, but before I could speak and say that I think we should just replay the hand, Penny spoke and surprised us both: “Does this mean we both need to take our clothes off?” she asked.

Andy also seemed surprised by Penny’s question but jumped at the opportunity:

“Yeah babe, I guess it makes the most sense.” He said and even though I didn’t agree with them, I didn’t argue. “All right then, at the count of three,” Andy continued, sounding like a happy toddler and started counting down.

Penny and I stood up and for some reason automatically faced one another. We were

both nervous but taking into consideration that she was already topless I would say I was much more. As Andy finished his countdown, we both took our underwear off and stood facing one another, completely naked, each taking the image of the other in.

Penny was incredibly hot. Her long auburn hair loosely falling down her neck, her gorgeous breasts, firm and round with her nipples still rock hard, and finally at the top of her long smooth legs, a completely shaved pussy, her tight pink lips peaking seductively between her thighs. My cock was in full salute for the display and Penny was taking it and me in as well, biting her lower lip adorably.

We stood there facing each other for what seemed like hours but was only a few seconds before Penny came to her senses first and sat back down, her boyfriend Andy still sitting on the couch naked. As soon as Penny sat down I also came to my senses and sat down next to her, at the same spot I was sitting.

Just as I finished taking my seat, not knowing where to bury myself, Andy got up

with a sly smile on his face and came towards us, his dick still hard. Andy came over to the sofa and sat down next to Penny, pushing her a little for room and closing the gap between Penny and me, our bare thighs now touching and my erect cock only a few inches away from her smooth vulva.

As we sat there on the sofa, nude, Penny in the middle and Andy and I on both sides of her, my eyes involuntarily glided over to Andy’s cock. Not in a sexual way, of course, just to see who has the bigger cock but I couldn’t tell, they looked the same length.

Andy sat down next to his hot naked girlfriend and seemed to be overwhelmed with desire. He took his left hand, slipped it between Penny’s legs, and started slowly fingering her cunt with his middle finger, even though I was sitting right next to her.

Penny did not stop him, just the opposite. His action seemed to turn her on. At the first insertion of his finger into her, she let out a soft sexy moan that she repeated with every movement of his fingers inside her. A bit of fingering was all it took on Andy’s part for Penny to act. She reached over, grabbed Andy’s hard cock, and started stroking it to his sounds of approval. At the same time, to my disbelief, she took her other hand, placed it on my hard cock, and started stroking it too.

“Oh god!” I moaned silently as Penny slid her soft hand along my hard shaft. It felt so good, feeling her tugging on my manhood, and each stroke was making it harder and harder to think straight. Within a few strokes I was so turned on that I didn’t care she was my friend’s girlfriend, I didn’t care that my friend, her boyfriend, was right there with his hand in her pussy. I just wanted to fuck her, fuck that divine sexy redheaded angel.

Andy must have read my mind because not a few strokes passed and he removed his hand from Penny’s pussy and got up on his feet. “Get up,” Andy said, offering me his hand, and I started to panic. I knew this was a bad idea, and of course, he wouldn’t be fine with me fucking his girlfriend, who would be, but while my mind was racing, something completely different happened. I felt Penny grab my cock again and pull on it so I would turn around to face her. At that moment I felt an amazing sensation as Penny, still holding my cock, timidly brought her mouth to my cock, slowly closed her lips around it, and started sucking my cock.

I snapped back to reality and was faced with an entirely different scenario than the one in my head. Penny was seating on the sofa, Andy and I standing in front of her. She had a cock in each hand and mine also in her mouth and was blowing me eagerly while stroking Andy. I couldn’t stop myself and let out a pleasure-filled moan. She sucked on my cock hard, making me groan, then pulled back and raised her eyes to meet my gaze.

“Oh, you like that”? She asked with a kinky smile, her eyes gleaming mischievously.

“Uh Hu” was all I managed to say as I nodded.

“Good, but now it’s Andy’s turn,” Penny said with a fiendish smile and closed her lips around his dick. She started sucking the tip of her boyfriend’s dick, making him moan but continued stroking my cock.

I watched her expertly suck her boyfriend’s cock, starting at the tip and slowly going further until pulling it back out and in again. She was driving Andy mad, teasing him deliciously, licking his shaft and sucking on his cock as he moaned and groaned until Andy couldn’t take it any longer.

“Fuck I’m cumming!” Andy called out, and I couldn’t blame him, then he came hard inside her mouth, groaning heavily as the orgasm hit him. “Oh yes, baby!” He moaned as his cock twitched inside her mouth, filling it with loads of cum.

Penny waited until he finished cumming, trying as best she could to hold it in her mouth. She milked his shaft as the last of the orgasm ran through him, then carefully pulled off. She quickly took an empty glass from the table, a little cum starting to leak from the edge of her lips, then she spat the content of her mouth into the glass.

“Why did you do that?” Penny snapped at Andy sounding annoyed. She wiped her face with a napkin from the table and continued in the same tone “You know I hate it when you cum in my mouth”.

“Sorry babe, you were just so fucking good.” said Andy with genuine remorse and Penny relaxed a little.

“Come on, let’s continue this in the bedroom,” Penny said getting up and started heading to the bedroom with Andy at her side, giving me an excellent view of her firm ass. Halfway to the bedroom they stopped and turned around towards me. “You coming Nick?” asked Penny and I stared at them, blinking. I froze for a moment looking at the next couple, then quickly followed them.

When we got to the bedroom, Penny jumped on the bed and lay on her back, giving me the best view yet of her naked body. “After I treated you so nicely, I think it’s time for you to repay me,” Penny said and with that, she spread her legs, showing off a mind-blowing pink pussy. Andy jumped at the opportunity and headed for the prize when surprisingly Penny shut her legs denying him access.

“Not you”, Penny said to Andy, “you sit and watch after the stunt you pulled back there”.

“Come on babe” Andy said disappointed, “I’ll eat your pussy just like you like”.

“Of course you will”, Penny said in an enticing voice, “but Nick will first”, and with that, he sat over on the edge of the bed, his limp cock in his hand as they both stared at me.

I couldn’t believe I was about to do it, but I did. I was all in at this point. I crouched down and pulled her a little towards me so that her dripping pussy was an inch from my face, and then I got to work. I started at the inside of her thigh just above her knee, then slowly kissed and licked my way to her pussy. Once there, I gently passed my tongue along her slit but then immediately continued along her other leg, getting her to release a sigh, part pleasure part annoyance. I then went back up her thigh and dove straight for her pussy.

Penny let out a loud sharp moan as I started tasting her. Her pussy tasted so good: warm, wet, and delicious. I started exploring her with my tongue, like a young boy trying to lick the last of his ice cream from an ice cream cone. I tasted and studied her to her constant moaning and groaning. She seemed to be enjoying herself, but I knew I could do better. Without Penny noticing, her eyes shut in pleasure, I took my index finger and while still licking her I inserted it deep into her soaking tight pussy, all the while looking up to see her face. Penny let out a surprised squeak as my finger went in and I saw her eyes open in surprise and delight, looking down at me and moaning in approval as I started finger fucking her fast. Her pussy was tight and wet, and the sound of it sloshing as I fingered her filled the room. Penny moaned again, louder, then started bucking herself against my finger. She was ecstatic.

“Oh my God Nick!” she practically screamed, and my cock throbbed. “Fuck me! Fuck me right now!” she yelled at me and our eyes locked.

With that I stopped what I was doing, pulled my finger out of her wet pussy, and got to my feet, not believing what I just heard her say but ready to fuck her so bad. Only then as I looked to the side, I realized I almost forgot Andy was here. I was so caught up in his girlfriend’s pussy I forgot about him.

Andy was sitting at the edge of the bed, his cock back to being hard and a look of shock on his face. Penny raised her head from the bed to see what was taking me so long and met her boyfriend’s eyes, noticing the look in his eyes and the fully erect cock he was stroking.

“You look ready to join us, babe,” Penny said to Andy as she sat up and got on her hands and knees so that her face was to Andy and her back was turned to me, her ass hanging in front of me. Andy stood up where he was sitting and offered her his erect cook which she took in her mouth willingly and started sucking, meanwhile giving her ass a little wiggle as a sign to me.

I was so aroused; I didn’t think twice. I grabbed her amazing ass and pressed my lips to it. I then gave the outside of her pussy lips a final lick and topped it off by spreading her ass and giving her ass hole’s rim a lick with the tip of my tongue. The last action caused her body to shudder, and Andy looked up to see what I was doing to cause it. Just as Andy looked up, I got on my knees behind Penny, grabbed my cock, and pressed it between her wet lips. I rubbed the head along her slit a few times, driving myself crazy, then penetrated my best friend’s girlfriend with everything I had while he watched intently, his eyes glued to us as I entered his girlfriend’s pussy for the first time while she sucked his dick so eloquently.

Just the sound Penny made as I plunged into her cunt, stifled by the cock in her mouth, could make a man cum. Her pussy was heaven. She was so wet and tight I knew I wouldn’t hold on for very long. I grabbed her hips, slowly penetrating her, pushing my cock deep inside her until I filled her. I took a deep breath, feeling I was seconds away from going off but managed to catch myself. I waited until I calmed down, making sure I was in check, then I tightened my grip around her waist and started thrusting.

I fucked her mercilessly, drawing ongoing moaning sounds from her cock filled mouth. She was so entranced with me fucking her she couldn’t suck Andy’s cock anymore and just held it in her mouth. I slowed down for a bit, feeling my orgasm close in, and managed to hold on a little longer. I continued fucking her, drilling her perfect snatch but I couldn’t hold on for long.

“No, don’t stop”, Penny said between moans as I slowed down, “I’m almost there…keep going… Fuck me! Cum inside me! Oh yeah, keep going! Oh God!” and with that, the orgasm took over her. 

Penny shrieked like a banshee as waves of orgasmic pleasure flowed through her making her body shake. I was still inside her holding her hips with both hands and breaching her with short hard thrusts. It was a miracle I held on this long but her climax was too much for me. A few seconds after she shrieked with pleasure, her pussy clamped down on my cock and I came inside her like I never came before. I shot huge loads of thick cum deep inside her pussy, which only strengthened the convulsions caused by her intense orgasm.

I waited for my orgasm to subside and then pulled my dick out of her, her orgasm not completely subsiding yet. She collapsed onto the bed and rolled onto her back as I lay down next to her catching my breath.

Penny was still panting heavily when Andy climbed on top of her. He held his body over hers, perched on his hands, and lowered himself on top of her, their naked bodies connecting. Andy looked his girlfriend in the eyes and started kissing her passionately. Not long after, Andy guided his hard cock to the entrance of Penny’s pussy and entered her, still kissing her soft red lips. I think the sight of me fucking his girlfriend to an orgasm made him hornier than ever because he started fucking her like a madman, thrusting his cock hard and deep inside her causing her to moan loudly, her large breasts bouncing tantalizingly.

I just lay there and watched as the couple fucked intensely, just like they probably do every day. I have to say I enjoyed it, laying on the bed next to them and seeing Andy plunge his cock deep inside Penny as she embraced every thrust with a cock-hardening moan. My cock was not indifferent to their fucking as blood slowly started to flow back to it. I decided to help it and stood up on my knees. Penny and Andy noticed this, but it did not slow them down as they kept fucking hard.

I moved on the bed to where Penny lay groaning. I saw her eyes move to me, and without saying anything I offered her my semi-erect cock. She looked up at Andy as he kept fucking her, then back to me and opened her mouth, taking my dick between her soft lips.

Penny sucked me so good I was hard in no time, letting out quiet sounds of pleasure. Andy just watched at first, fucking her tight muff to the sight, but he seemed to like what he saw and after a while wanted some too. He stopped his thrusting and pulled out of her. He got on the bed and crawled over to where I was. I noticed his movement and understood his intension so I quickly pulled my cock out of the warm haven of Penny’s mouth and rolled back, getting to my feet.

Penny rolled over to lay on her side so she would be more comfortable and gladly took her boyfriend’s dick in her mouth, tasting the juices from her pussy on it. I seized the opportunity and walked over to Penny’s unattended pussy. It was pink, wet, and a bit raw from the fucking she endured, but all that just made me want it more. I spread her legs a little and pushed my once again hard cock into her beautiful hole. She gasped as my cock filled her up once again but continued sucking Andy’s dick expertly, making loud sucking noises as his cock left and reentered her mouth.

I was back to enjoying the warmth of her pussy clamping down on my cock and let out a sigh of pleasure. I grabbed her right thigh as I pulled it up and penetrated her continuously with her still laying on her side. I fucked her hard, thrusting and plunging myself as deep as I could inside her, making her lovely tits jiggle while she kept sucking on Andy’s cock to his loud moans and calls of encouragement.

I was fucking Penny rhythmically as Andy, his cock still at full size, removed it from his girlfriend’s grasp and asked me to switch. I obliged, pulling my throbbing fully erect dick from her pussy as Andy got off the bed and walked over. Penny rolled over onto her stomach and got up on her hands and knees again, her ass held up invitingly for Andy to grab and do with as he pleased. Andy got up on the bed behind her, gave her wonderful round ass a kiss and a playful echoing slap just before holding her hips with both hands and inserting his dick inside her cunt with one swift motion. Penny arched her back and let out an immense moan as the full size of her boyfriend’s cock entered her. He held there for a moment, then pulled his cock out to the tip and plunged it back in, making her call out in pleasure again.

While taking in the sight of the two fucking, my dick was still painfully hard. I got on the bed and moved over to Penny’s face. I got on my knees in front of her and offered her my cock, guiding it slowly into her mouth. She took it in instantly, wrapping one hand around my shaft as she started blowing it again.

It felt wonderful to have my cock back inside her mouth, for the third time that night. She was sucking me vigorously, driving me crazy as her tongue wrapped around my cock every time it entered her mouth, causing even more pleasure. I took my hand and brought it down to her breasts, fondling them as they swayed back and forth from Andy fucking her. I caressed her breasts gently, slid over them with my fingers, and right when I felt her nipple in the middle, rock hard, I pinched it with my thumb and index fingers.

“Fuck!” Penny let out a squeal and shuddered as the pain of my fingers squeezing her hard nipple along with the pleasure from it washed over her, her pussy still being ravished by her boyfriend on the other end. Her tongue pressed down hard on my cock and that with the combination of the sound she just made, I knew I couldn’t hold on much longer.

“I’m gonna cum” I said breathless, meaning to pull out and squirt my load on her face or back, knowing she doesn’t want me to cum in her mouth. I started to pull out, but Penny didn’t let me. Instead, she reached out with her hand and grasped the base of my cock hard with it, not letting me pull out as she continued sucking me faster and harder. “I’m cumming” I announced, my cock still in her mouth, and a moment later I climaxed. The first wave of orgasm rushed through me, and a groan escaped my lips as I shot my load in her mouth. My contorted pleasure-filled gaze locked onto her face, and I studied her expression as I filled her mouth with cum.

I watched my cock pop out from between Penny’s lips when my orgasm subsided, and my eyes drifted to her lips. She raised her eyes to mine, her body still moving as Andy fucked her, then, to my complete and utter surprise swallowed the mouthful of cum, topping it off by licking my dick clean. I then collapsed on my back on the bed to the sounds of Penny moaning as an orgasm took over her as well.

Penny’s body writhed wildly and her hands gave out from under her as her face fell onto the mattress, screaming in sexual ecstasy. Andy kept fucking her throughout her intense orgasm, thrusting his cock deep into her cunt, making a slapping sound at the end of each thrust as their bodies collided.

I just lay there on the bed mesmerized as Andy finally climaxed inside his girlfriend. He finished with short powerful thrusts as he emptied his balls inside her, causing the exhausted Penny to let out barely audible soft hoarse moans. Andy held his cock inside of Penny’s pussy for a few more moments, a few last drops of cum filling her, then he fell onto the bed exhausted and pulled Penny down with him, his cock pulling out of her as they both fell on the bed.

All three of us lay on the bed drained, Penny in the middle laying on her side facing me while Andy and I were laying motionless on both sides of her. “Wow”, I managed to whisper laying on the bed next to, “what was that in the end?” I asked Penny in a hushed voice “I thought you hated it when someone cums in your mouth?”.

She just put her lips to my ear and whispered, “I never tasted your cum before and I wanted to know what you taste like”. I fell asleep almost immediately with that sentence playing in my head.

—

I felt a warm ray of sunshine on my arm just before opening my eyes the next morning. I opened them to find myself in a strange bedroom. It took me a second to realize who this bedroom belongs to and remember what happened the previous night.

I was laying on my back completely naked, my cock standing tall with a morning erection, and I felt a warm naked body on the bed next to me. I turned my head to the side and was instantly hit by the beautiful image of Penny’s naked body: Her red hair, smooth legs, shaved pussy, flat stomach, and pink nipples at the tip of her large round boobs. I looked at her and saw that she was already awake, her eyes open and glued to my erect cock. A smile formed on her face as she turned her gaze to meet mine.

“Good, you’re awake” she said sitting up, “come on let’s go take a shower” she continued, jumping off the bed to her feet and giving me a nice view of her firm round ass.

“What about Andy?” I asked, “do you want to wake him up?”.

“Na” she answered “Andy likes sleeping in late, now come on” and with that, she reached over, grabbed my cock, and pulled on it causing me to instantly jump to my feet. She pulled me out of the bedroom and towards the bathroom by my cock. “You know that everything that happened last night Andy and I planned right?” she said as we got to the bathroom and she turned on the water with her free hand.

“Of course I do” I answered immediately, her hand still wrapped around my cock.

“Really?” Penny continued with doubt, “When did you figure it out?”.

I pulled her close to me and held her with one hand while I brought the other one down, cupping her sexy pussy. I put my lips to her ear, and just as she let out a low quiet moan I whispered: “I knew the second I felt your hand on my cock”.