Sophie's Ultimate Fantasy

"Josh, your girlfriend gives the best blowjob man," Josh moaned breathlessly and Sophie moaned loudly, "She's down on her knees with all my 10-inches in her mouth! Damn, she's good!"

Sophie sucked harder now.

Ben couldn't handle much more of this. He had had a blowjob from the girlfriend before and he had never known such good head, but this time she felt 10 times better, she must have gotten some more practice with Josh lately.

Ben could feel the his dick beginning to stir and knew his balls would tighten and empty down Sophie's hot throat soon, but just then he came up with an idea.

He reached down and grabbed the bottom of Sophie's top, which hung just below the bottom of those luscious tits and he pulled it upwards. Sophie still with his dick in her mouth lowered her eyes and helped him take her short top up by pulling her arms out of the sleeves. As she was pulling her arms from the top, Ben was amazed that Sophie could still suck on his dick without losing any rhythm. Her eyes were closed as she stripped yet she could still manage to bob her beautiful head up and down his rigid pole without any hindrance at all, Ben couldn't believe it.

Once he had Sophie's short top up over her arms and bunched around her neck she quickly pulled her mouth from his member and pulled her top over her head and threw it to one side, then she grabbed his dick again and fed it straight back into her mouth and continued her loving attention.

He loved the sight of her tits and he stared at them, now only covered in Sophie's bra, as he watched Sophie's mouth slide up and down and up and down again and again.

"Oh yeah baby, suck my dick. Oh yeah!" Ben groaned as he looked down at Sophie on her knees.

She opened her eyes again and looked at him, then she slid her mouth from his dick and slashed her tongue across the head of his dick and sank her mouth back down again. Ben groaned and Sophie seemed to try and smile as best she could with her mouth full of cock.

Then as Sophie's head was bobbing up and down and her eyes locked on his, she reached behind her, never slowing the pace of her lewd sucking and never taking her eyes from his, and unsnapped her bra. Then she slowly slid the bra straps from her shoulders and let the piece of clothing fall to the floor.

Ben was mesmerized now. She knew that he loved her tits, not only had he told her, but after the last fuck fest they had had in the kitchen, she definitely knew. But seeing her topless and down on her knees with his big dick shoved deep into her welcoming mouth was hot beyond belief.

Her tits were large and firm, with large nipples that stood firmly erect from the soft flesh. They were an amazing site in whatever Sophie wore. They seemed to defy gravity and were the perfect shape. These tits were the object of so many men's fantasy's and dreams and he could do whatever he wanted to them.

The 22-year old blonde girlfriend continued bobbing her head furiously while looking up into Ben's eyes and Ben just drank in the site and the feeling of the erotic situation. The idea of having Sophie on her knees while Josh was next to them and the site of her half naked body almost made Ben want to cum right then, but it was the expert sucking of Sophie that was tipping him over the edge.

She had been sucking his cock for the last 15 minutes now and he had tried to hold back as long as he could, enjoying the sensation and the view but he could barely contain himself anymore. His knees were getting weaker as Sophie realized how close he was to cumming and sucked on him for all she was worth. Her head was bobbing furiously up and down his thick shaft and her eyes were intent on his own. Faster she worked the hard member in and out of her mouth and down her wondrously tight hot throat. She was a pro, was all Ben could think amidst the groans he was putting out now.

Spurred on by the reaction she was getting from Ben Sophie sucked harder and harder, slamming her pretty face down onto her boyfriend's friend's meat until Ben felt his balls tighten. He couldn't hold back anymore, the site of her beautiful face impaled on his hard rod and her bare tits wobbling around as she bobbed her head up and down it was just too much.

"Ah Soph you're gonna get it." He groaned and clenched his teeth, "Just what you've been working for."

And with those words, he grabbed hold of his friend's gorgeous blonde girlfriends head and pulled her down onto his raging dick and his balls shot his load out, emptying all of his seed into her mouth.

Sophie's mouth welcomed the hot salty cum into her mouth and she began swallowing as Ben held onto her head, still staring up at him. He had closed his eyes together as soon as he began to cum and from the surge of cm shooting into her mouth and down her throat, she thought that this must be his biggest orgasm ever, either that or he hadn't got laid since last time they fucked.

"Oh yeah." Ben groaned loudly, "Swallow my cum Sophie! Uhh! Your girlfriend's the best cocksucker I've ever met Josh."

Sophie moaned as Ben spoke to her sleeping boyfriend and continued to suck and swallow.

"Fuck! I've just cum in her mouth man and she's swallowing it all" He groaned again.

She knew that Ben knew how much she loved the eroticness of the situation, how much it turned her on.

After a few seconds of cumming buckets down her throat Ben did something unexpected, He pushed her backwards by her head, while he was still cumming, and grabbed his dick with his hand.

Only after her mouth had left his dick and the first blob of cum had shot out and hit her in the face did Sophie realize what he was doing. He had already cum down her throat and now he wanted to cum all over her, now it made sense, why he had half stripped her. She had just thought that he wanted to see her naked, she knew how much he loved her tits, like every other guy she had met, but this was hot.

Leaning back on her hands and swallowing most of the remaining cum in her mouth, Sophie let some dribble out past her lips and onto her chin.

"Cum on me Ben, cum all over me." Sophie purred lustfully with her most teasing look on her face.

Ben only groaned and continued jacking his cock and shooting his hot sticky cum all over her.

Globs of her boyfriend's best friend's cum landed on and between her heavy tits, all over her beautiful blonde face, on her slim neck, on her flat stomach and all over the bedroom floor.

Finally Ben's dick shot it's last glob of cum straight into Sophie's waiting mouth, as she knelt under his cock with her mouth wide open and her tongue out, and he sat down on the bedroom floor looking exhausted.

Sophie smiled at him. She had never seen a guy cum so much in her life; he must have been really horny tonight.

As he raised his head to look at her with that cheeky grin of his Sophie ran a finger over her tits and scooped up some of his cum and popped it into her mouth, sucking her finger and swallowing the thick liquid she moaned.

"Mmmmmmm, you taste good." She cooed.

"Fuck I've never cum that hard in my life." He said breathlessly.

While Sophie was on her knees sucking Ben's raging hard cock into her mouth and down her throat, bobbing that gorgeous blonde haired face up and down his 10-inch monster, Josh was sleeping soundly, oblivious to the lewd cocksucking noises. The slurps and the moans from his best friend and his girlfriend. As Ben was pulling Sophie's head hard down on his dick, impaling her on his hardness and shooting his cum into her mouth and straight down her throat, Josh was dreaming of computer games and the sea and other strange things. As his friends cum was filling his girlfriends stomach he was completely unaware.

Sophie noticed Ben's dick was semi hard and remembering how he had came and then fucked her last time without a break she smiled and realized he really was exhausted.

They continued talking as if her boyfriend were not lying 2 feet away from them on the bed.

"I didn't know you'd want to cum all over me? I thought you'd want me to swallow it all like last time?" Sophie said half question, half statement. She still couldn't believe how hot this situation was, her sucking her boyfriend's friend on her knees while her boyfriend was asleep on the bed next to them. The thought turned her on even more and her pussy raged with lust.

"Well Josh told me about you sunbathing today." He said and paused to breathe, he really had used up so much energy, "And he said you weren't wearing any cream, so I thought I'd help" and he smiled at her.

Sophie smiled back at him and laughed a little remembering what Josh had said about putting some on her later on, well she was covered now.

"Well now I'm covered and there's no sun." She replied teasingly

"I'm sure I can help you with that next time it's sunny." He answered her, "Are you still horny? 'Cause I really wanna fuck you now"

"Are you gonna be 'up' for it? You look tired, I think you're getting old." She said mocking him and began wiping herself on the bed sheets to remove all of the cum covering her.

"Soph, I could fuck you for hours right now. After cumming like that, I won't need to until you are fucked raw."

Smiling and giving a little laugh Sophie finished wiping herself up. "I bet I could fuck you 'till you can't walk baby Ben." Sophie mocked him again

Ben only smiled back at her and got up to walk towards the bedroom door, "You were the one who could hardly walk last time remember?"

Sophie stood up and placed her hands on her hips, looking at Ben with her most teasing smile again. "Hmph, I remember." She teased, then undid the button on the side of her short plaid skirt and let it drop to the floor. "Well, are you gonna fuck me Big Boy or are you just gonna stand there until Josh wakes up?" She said as she placed her hands back on her waist, feigning impatience. Her pussy was begging her to fuck right now and with what she was about to do, she thought that she would never stop cumming.

"Come on then, I really want to fuck you on your leather sofa" He said to her.

"Nope." She answered plainly, "I don't want to fuck there. If you want to fuck me, you'll have to do it right here, right now." And as she spoke those words her stomach fluttered with a thousand butterflies and her knees trembled.

"What? You want me to fuck you here on your bedroom floor while Josh is lying asleep on your bed?" Ben asked with astonishment.

"No," She answered him sternly; " I want you to fuck me on my bed while my boyfriend lies next to us." That was it, she almost came then.

"What!?! Are you crazy Soph? What if he wakes up?" Ben obviously couldn't believe what he was hearing, but she wouldn't back down now, this had been her ultimate fantasy for so long and she wanted it now. Of course it had originally been a threesome idea but hey, you had to work with changing situations.

"He won't wake up, not after drinking all of that stuff" She replied and swayed over to him and wrapped her arms around his neck, pulling herself to him, which pressed her big tits tightly against his chest. Then she slowly moved back and released her arms, bringing one hand down his chest to grab his almost hard cock. This was turning him on.

Sophie smiled at him and looked deep into his eyes with her lust glazed own, "Come on, I know you want to fuck me. To bury your big dick deep into your best friend's girlfriend. To fuck me harder than he can until I cum, begging you to fuck me more."

Ben's dick grew harder as she spoke and continued to stroke it with her hand and she slowly began walking back to the bed, guiding Ben with her by his hard cock.

"Come on Ben, put your big dick into my pussy. Fuck me. I want you so bad. How much better than to fuck me right next to my boyfriend" She continued to whisper to him as she reached the bed.

Sophie climbed onto the king size mattress still holding Ben's cock and whispering to him, stroking up and down on him. Ben just followed with no words at all.

Sophie reluctantly let go of the hard meat in her hand as Ben climbed onto the bed and she lay down underneath him. He was kneeling now between her legs and she lay back with her head on her pillow.

She couldn't believe that she was going to do this; she was actually going to have sex with another guy while lying next to her boyfriend.

"Are you sure you wanna do this?" Ben asked her

The feelings inside clawed at her; she needed sex now. Hard rough fucking sex. So she looked up into Ben's eyes and said slowly, "Fuck me."

Then Sophie turned her head towards Josh who was facing her as Ben positioned himself outside of her yearning pussy and gently rubbed his now ragingly hard dick up and down.

"Ben's just going fuck me now baby." When she said those words, a shiver ran through her body that physically made her move, "He's going to fuck me hard and fast while you sleep baby. Sweet dreams." And with that she turned to face Ben again and looked at him half teasing half-wanton lust.

Ben smiled cheekily back at her, all the restraint gone in his own lust. She needed him so badly. Sophie slowly reached upwards and grabbed hold of the cast iron headboard, holding tightly, looking and noticing that Ben was naked now. She held on trembling from lust and they stared at eachother. The looks seemed to last forever and then Ben grabbed Sophie slim, soft, long legs by the firm thighs and pulled her towards him as he thrust his manhood forward burying himself deep within her to the hilt with all 10 inches as Sophie moaned loudly, gripped the iron headboard as the bed shook from the initial hard thrust, and she shook as her first orgasm ran through her body. Never had she came from penetration, but this time, her entire body shook and her moans came out loudly from her mouth as Ben just held his dick deep within her.

"Ohhhhhh, fuucckkkk!!" She moaned loudly as the orgasm swept over her. It wasn't the biggest orgasm ever but she still came straight away.

As the initial orgasm subsided Sophie regained some of her senses and could feel the hardness buried to the hilt deep in her pussy, and she moaned. Ben still hadn't moved, he still held himself buried deep within her, until she calmed down. Then when she was back from her quick trip to the clouds she held onto the iron and looked straight into Ben's eyes.

"Fuck me now" was all she said in a growl and their illicit mating began.

Ben roughly held Sophie's legs in his hands as he was sitting on his knees on the bed. He felt her firm flesh tremble as he slowly slid his dick in and out of her hot pussy. At least he began slowly. Once they had settled into a rhythmic unison he slowly began to increase his pace as the lust took over him.

It had been so long since he had been in this tight ass and it felt so good to have her underneath him again. The sight was amazing; Sophie was lying on her back with his dick buried all the way into her, fucking back at his every stroke as she held onto the metal framework for support. Holding onto the bed allowed Sophie to push back at Ben's thrusts harder, impaling herself deeper on his invading rod. Her tits were gently rolling around on her chest as he thrust back into her again and again. Her face was a pure mask of lust, her eyes were intent on his and she never smiled, just stared at him, she wasn't even speaking just exhaling harder each time his big dick reentered her.

Sophie's pussy was still as tight and hot as he remembered; it gripped his dick like a vice as he slowly but forcefully slid it back and forth inside of her.

Josh was still lying next to them completely asleep and unaware of what he was doing to his girlfriend right then next to him. The thought spurred him on.

"Want me to fuck you Soph?" He asked while clenching his teeth, he kept his pace slow and steady but he could hardly believe how good she felt. The memory of sex with her was a pale comparison to the real thing.

"Yeah, fuck me." She replied looking straight at him

"What?" He asked her in return

"Enough of this slow shit, Fuck me! Come on I need to be fucked!" Was her reply, looking more annoyed by his continued steady pace of entering her.

"Now that wasn't very nice, maybe I should just pull out an...." He was saying but Sophie interrupted him.

"No!" She said straightaway at the mention of stopping. She put on a look now, half-teasing and half-helpless. "Please! Please fuck me Ben! I need your big cock fucking me hard"

"Now that's better." He said and let go of her legs.

He dropped his weight forward, thrusting hard into Sophie and catching himself by planting his hands next to her shoulders. Now he supported himself and his face was directly over hers. He didn't even say any words, just pulled out and slammed back into her as hard as he could.

"Ohhhhhh" Sophie moaned and smiled up at him as he continued to pound in and out of her tight pussy.

The mattress began to bounce up and down under the relentless fucking he was giving his friend's blonde girlfriend. The bed began to shift forward and back with each thrust that he pumped into Sophie. Her arms pushed at the headboard, pushing her down further onto his raging member and thrusting her hips up to meet each plunge deeper into her.

"Ohhhhh yeah!" Sophie groaned as he continued his assault. "Fuck me Ben, fuck me! Ohhhhhhh"

"You like my dick deep inside you?" He asked her

"Ohhhhh yeah it's sooo biiigg and haard" She had now closed her eyes and had tilted her head back, trying to arch her back to allow him easier access to her.

He watched, as he continuously fucked her, how her tits stuck up from her chest as she arched her back. They wobbled around and shook as he fucked in and out of her harder and harder.

"Ummmmmmm, oh yeah!" Sophie moaned lightly

The bed was creaking and squeaking now and moving back and forth. The mattress seemed to bounce Sophie back up at Ben after every hard thrust. Sophie was groaning and moaning.

"Oh! Hey Josh," Ben said to the sleeping boyfriend, "Your girlfriend is really entertaining you know."

"OOHHHHH" Sophie moaned and released the metal frame to grab hold of his arms. Still with her eyes closed, thrusting back up at him hard now, gripping tightly to his arms. Her nipples hard and erect were brushing against his chest with every back and forth movement.

"I guess you won the games," He continued, he knew this turned her on and it was turning him on even more." But I got the prize."

"Oh fuck me" Sophie moaned and Ben picked up his pace.

"Now I'm gonna fuck your girlfriend until she cums and I'm gonna cum in her pussy and she loves it." He continued

"OHHHHHHHH" Sophie moaned louder, "Fuck me Ben! Fuck your best friend's girlfriend, nail me to our bed OHHHHH NAIL ME TO THE BED!"

Her legs locked themselves tightly around his back, pulling him deeper into her, helping her to pull herself up to meet his thrusts. Her groans and moans were louder now.

As he continued pounding in and out of his friend's girlfriend he saw Sophie open her eyes and look at him.

She smiled wickedly.

"You like fucking me next to my boyfriend?" She asked teasingly, her voice shook under the fucking and her face was far redder now. She spoke breathlessly and moaned a little afterwards.

"I love fucking you," He replied, "but this is really hot."

"Ummmmmmm!" She moaned, "The bed is moving, fuck me harder!!"

So how could he refuse that. Fucking her as hard as he could, Sophie let out a loud moan and groaned. Her tits slammed together as her head hit the iron framework repeatedly as he fucked in and out hard and fast.

"OHHHHHH YEAH! UMMMMMMMM, FUCK YEAH!" Was all Sophie seemed to manage to groan out.

Then she turned her moving head to face her boyfriend and spoke to him.

"OH BABY YEAH! FUCK ME BEN, FUCK ME!" She groaned loudly into her boyfriend's face, "Ummmmm baby, you have such a gooood frieend. Ummmmm, oh, he fuucks me soooo goood!"