A Beautiful Friendship

Gena’s fingers were making small circles around Sandy’s clit while occasionally dipping down to run along the length of her cunt. When she did this I could see the glisten of Sandy’s arousal on her fingers. I settled on an idea, and lifted Sandy’s leg so that her toes were presented to my lips. I nibbled gently on her toes and then started to work my way home.

As I worked my way up Sandy’s leg with a lick, bite and kiss pattern I could feel and hear her breathing enter a rhythm and I thought I knew what it meant. I ducked under Sandy’s leg and watched as Gena’s fingers flicked across the button at the top of Sandy’s pussy. I moved my face in close and exhaled the breath I had been holding so that Sandy felt the warmth of it a moment before I tasted her. I ran my tongue from bottom to top, where I paused to suck my girlfriend’s finger for just a moment before returning to my main target. I ran the tip of my tongue completely around her, trying to feel every little nook and cranny. Meanwhile, Gena continued to suck on her nipples and play with her clitoris. Sandy’s breathing was getting faster and I recognized the approaching storm.

I thrust my tongue as deep into Sandy’s pussy as I could get it. I ran my hands up the back of her legs to grab her cheeks and lifted her hips off the ground to grind her into my face. All the time I kept lapping with the tip of my tongue to try and reach new places inside of her. I felt more than saw or heard as Gena’s hand went to cup Sandy’s other breast.

Sandy’s hands were now tangled in my hair and pushing me down. Her silence was broken by a deep moaning sigh and then a series of staccato gasps, increasing in pitch as they did in volume. All illusion of my being in control was gone as her hips bucked across my face and it was all I could do to continue to breathe. Her orgasm culminated with a hard upward thrust and she lifted both me and her hips clean off the floor as she gave a ragged gasping moan and her thighs clamped down over my ears so tightly as to even hurt a little. The strong whip was followed by a few aftershocks that slowly subsided in length and intensity.

As my vision cleared and the blood rushed back into my head, I looked up at two smiling faces. Sandy had the bemused look of someone who was just happy with the world and wanted to enjoy it, but Gena had a different look. Some of it was the look I had come to associate with Gena and sex, a look that made me think of the smile someone has a few minutes after they get off a roller coaster, when they can still remember how it felt but they are just beginning to look forward to the next ride. The other part could only be described as pride. A teacher’s pride in her student. She wasn’t jealous or upset that I had just had my face buried in another girl’s pussy, just proud that I had done well at it.

Sandy spoke first. “Oh my fucking God! I swear I haven’t felt like that in years, if ever. That was the wildest thing!” She broke off and pulled Gena down for a kiss while I pulled myself up next to her. I just watched as the two of them kissed each other and it was at that point that I realized something. Just as Gena had shown no jealousy of me going down on Sandy, I was feeling no anxiety as they kissed each other. Which reminded me of something I had thought a few minutes before.

“Um, so how long? I mean, you know, I had no idea, I just…”

Gena saved me from my nervous talking syndrome. “You mean when did your girlfriend seduce your best friend? About two weeks ago. That night you had to close and Sandy gave me a ride home. We talked forever, and Missy fell asleep, and you were working…”

“Are you mad Lance?” Sandy asked me. I think she knew better and I know Gena did, but she still asked. She seemed a little uncertain, and with a moment’s thought I realized that it was only half about me. Gena really had “seduced” my best friend. A story I would get out of Gena later. “It just kinda happened. I was going to tell you, but Gena wanted to make it a surprise and…”

“Do I look mad?” I leaned in and kissed first her and then Gena. “I’m thrilled. Don’t you know how long I’ve wanted to get between your legs?”

“She knows. She has known the whole time.” Gena pulled me down and laid down next to me so that I was lying in between the two girls. “And she’s wanted you too. For just about as long. But she didn’t want to be your first. Something about a sense of responsibility and decorum. Something I obviously am not troubled by.”

“Thank God,” I said, turning first left and then right to kiss them both. “What’s that line at the very end ofCasablanca? The one about friendships?”

“Oh no,” groaned Gena with a false dismay, “Don’t start that. Not hear and not now. Put that mouth back to work doing better things.” Gena pulled my head down into her chest.

Of course, I knew the line. I also knew what Gena would most likely do. I could rest later. I sucked her familiar tit into my mouth and nibbled lightly. Sandy began to run her hands up and down my body from behind me. The erection that had gone somewhat half-mast as I concentrated on eating Sandy’s pussy and then recovering began to stiffen and grow again with the stroking motion of her hands as they approached my waist.

As Sandy began to run her hands over the cheeks of my ass I heard her kiss Gena above me and then her lips and teeth were at my neck. She nibbled back and forth while I continued to attack Gena’s breasts with my mouth. I also knew that Gena loved the way it felt on her breasts and thighs when I had left a shadow of beard on my face the way I had this afternoon. Just rough enough to heighten the pleasure without being abrasive is what she would say.

Sandy’s oral attentions had begun to migrate down my back, and one of her hands was cupping the left cheek of my ass and squeezing. I hated it when she stopped and let go but my dismay quickly left me as the girls pushed me flat on my back and kissed each other over my chest.

Gena cocked an eyebrow at Sandy and she smiled back and gave a slight nod. Gena looked me in the eyes, smile and ran her tongue left to right across her teeth. “Baby,” she said, “I know you are going to like this.”

As she said it I felt the first light touch of Sandy’s tongue on my cock. As Gena moved down to be face to face with Sandy and my harder than ever before dick resting between them I realized I was about to experience the secret wish of every guy watching best girlfriends saunter through the mall with that “we share everything” attitude.

Gena and Sandy moved together and began to kiss on either side of my hard shaft. It was almost as though they were kissing each other and my cock just happened to be in the way.

Their two tongues twirled about me, covering every side and little spot as the saliva from their open mouths began to slicken my cock and create a feeling that I don’t think I had ever even been able to dream about, it was so inconceivable. Their mouths moved up and down the sides, wet and warm, stroking me with the lips from their half open mouths. Neither made any move to relieve my tension by taking me fully into her mouth, a method that simply made greater my desire to see and feel it. Every few moments they would pause to kiss each other and then return to driving me mad.

Gena was running her hands all about me and my thighs while Sandy had kept her left hand grasping the base of my cock and guiding it in the direction she chose this entire time. Although it seemed an overwhelming eternity, I knew that it had only been a few minutes since I felt that first light touch of Sandy’s tongue.

Both girls slowed their motions down and came to a stop to indulge in a long French kiss in the air above me before I finally got what I had been hoping for when it became obvious what was about to happen. Sandy took her grip on the base of my hard dick and directed the head of my cock into Gena’s open mouth. Gena sucked me hard into her mouth and slipped the head about halfway into her throat. She then pulled up in a long slow motion while still sucking hard. The head of my hard cock slipped out of her mouth with an audible “pop”. She circled the ridge with her tongue and then pulled away. Sandy leaned forward.

I watched in awe as a scene I had imagined in a thousand idle fantasies came true. Sandy slipped her lips lightly over my head and slid the length of my shaft into her warm mouth.

She did it with a lighter and looser feel than Gena did. Whereas Gena felt as though she was devouring me with every motion, Sandy was more leisurely, taking time to savor the feelings and run her tongue across the side and bottom while gently sliding up and down. It was a more passive approach but equally pleasurable. I moaned softly with the slow tremor that traveled up my body as Sandy used her mouth to make love to my cock. After a couple of minutes of this exquisite torture she once again presented me as a target to Gena.

Gena attacked my cock as though it had become the prize in a competition. She began to pump me hard in and out for a moment before she gave me an appraising look and then sought out eye contact with Sandy. I felt certain I knew what was about to happen and I braced myself against the pleasure so that I could watch Sandy. Gena took a couple of light strokes to prepare herself and then slammed me hard into her throat until her lips came to rest against the fingers that Sandy still had wrapped around the base of my cock.

I saw Sandy’s eyes go wide as she realized what this meant and how much of me was in Gena’s mouth. I knew how she felt, for even now I was always surprised when Gena did this. By Sandy’s reaction, I could tell that Gena had not revealed all of her secrets.

Gena began to thrust me deep into her throat with the long, powerful strokes that I could never resist, and I knew my time was short before I would explode. Each time her lips traveled all the way down to Sandy’s fingers and each time I watched this I felt myself closer to the edge. I wondered if I should say something, though I felt certain that Gena knew exactly how I was feeling and probably had as good an idea of how much I could stand as I myself did.

Sure enough, just as I was sure I was hitting that point of no return, Gena slowed and began to ease off. She pulled me out of her mouth with a grin for me, and a wink for Sandy.

“Shall we make him work for it Sandy?”

“All I know is that I need that fucking cock in my pussy, NOW!” Sandy put her hands on my chest and pushed me back towards the floor. She swung one leg over me while Gena scrambled out of the way, and reached behind her to guide my swollen cock into her. She was so warm it was almost a burning sensation to enter her. I watched with fascination as my sweet older friend began to rock back and forth on my hard prick that was buried in her cunt.

“Oh my God, yes, oh Lance, you have no idea how bad I wanted this.” Sandy had her eyes closed and was looking up at the ceiling with her head thrown back and her blond hair sweeping over her shoulders. I lifted my hands to pinch her nipples and the resulting spasm and sharp intake of breath was most rewarding. I was really getting into watching Sandy ride me when my view was suddenly blocked.

Gena must have gotten tired of the lack of attention being paid to her most intimate part. I had been watching Sandy intensely enough that I had not noticed Gena until she straddled me. I knew what was expected of me now and I was happy to oblige. I reached upward with my tongue to taste the familiar folds of her pussy.

Gena let out along low moan and began to wiggle over me, directing my tongue to where she wanted it most. I let her go for a minute and enjoyed the idea of what we were doing. Sandy had leaned slightly forward and place one hand on my stomach as she continued to move up and down in a steady rhythm. The lean strength of her body was apparent in both the feel of her taut thighs on my hips and the pace that she was keeping as she rode my cock. I moved my mind away from how that felt because I knew that otherwise I would be cumming in moments. Her breathing was deep and drawn out, as though she was also concentrating on making things last. There were slight pauses in her movement and breathing that I think were caused by Gena and her kissing.

I moved my hands to the top of my girlfriend’s thighs and pulled her down onto my mouth. I buried my face in her and took the folds of her pussy into my mouth to be sucked and licked, moving back and forth between them and occasionally pausing for breath. After what seemed a very short time I started to feel the tightening of Gena’s strong legs and staccato breathing that experience had taught me was a precursor to Gena’s orgasm. I lifted my head to lean in toward the top of her cunt and sucked her clit into my mouth and flicked it with my tongue. I felt her muscles spasm and heard the loud half-gasp half-sigh that I associated with Gena’s release. Her legs went stiff and she lifted herself slightly but I pulled her back down hard against my face and continued to attack her.

I knew that Gena sometimes became so sensitive right after cumming that it could actually be painful if I was too aggressive. I quit concentrating directly on the knob under her little hood but continued to lick hard around it and to noisily slurp her lips into my mouth to be sucked and gently nibbled. I was rewarded as her movements continued and thought that maybe…yes! I could feel it. I kept my face buried as her thighs squeezed hard on the sides of my chin and I felt more than heard her give out three or four sounds that were almost small high-pitched screams. Her legs squeezed me tighter now and suddenly she bucked her hips against me and I was no longer in control. She ground her pussy hard into my mouth and fucked my face wildly for a few moments. It was all I could do to grab a few hard won breaths.

The sights and sounds in front of her must have inspired Sandy, for I felt her back arch to drive her hips down hard against me and I heard again the series of high pitched air gulping gasps. It was more drawn out this time and as they began to subside I felt Sandy settle her hip rocking into a quick steady motion. I suspected her intent, and as Gena lifted away from me and allowed herself to collapse on the quilt beside us my suspicions were confirmed.

Sandy was staring into my eyes and as Gena slipped aside she leaned down to kiss me, thrusting her tongue hard into my mouth. I returned the French kiss with enthusiasm, although my jaws and mouth were beginning to feel a bit sore. I had a little spot on the bottom of my tongue where it felt like I might have cut myself against my own teeth.

My hands slipped down to grasp the twin globes of Sandy’s ass and I added my own urgency to the rhythm she was building. I began to lift my hips to meet hers and the urgency began to build as I focused on my own pleasure for the moment. Sandy lay forward onto my chest and let me pound into her. After a few moments she began to kiss my chest and neck and her breathing began to quicken once again. Despite the signs that I might be able to push her over the edge again, I knew that this time there was no way I could deny the explosion I felt building.

Sandy smiled and propped herself up on her arms over me and then did something inside. It felt like she had grabbed me harder, and the extra tightness was more than I could stand. The muscles in my legs shot straight out and locked and the first spurt of my cum pulsed into her. Sandy gave a slight gasp and moved forward and then cum was arching into the air above her and landing on her back. Gena began to laugh; it seemed to me I had shot half my body weight onto Sandy’s ass and back.

My eyes closed as a series of small shivers ran down my body. Sandy kissed me gently around my lips and cheeks and I opened my eyes to look deep into the blue eyes of the girl I had dreamed about doing this to for months. Sandy had no words, she just smiled, and I knew she was thinking pretty much the same thing.

Meanwhile, Gena had a fit of the giggles next to us. “Oh, Lance, it’s even in her hair! We may have to clean the ceiling! That was awesome! But I think a shower is in order. Why did you pull out? Sandy has her diaphragm in, I watched her do it.”

“I didn’t,” I answered, a little confused, “I wasn’t capable of even thinking about it right then.”

“No,” said Sandy, “I did it. I wanted to feel it. I always like to feel it on my skin. I don’t know why, it just feels exciting, kind of slutty. I especially like it on my face and tits, but there was no time for that.” I’m not sure how it was possible for someone who had just done the things she had to feel that embarrassed about a little thing, but Sandy, who I had never been able to make blush, was bright red.

“Oh baby,” said Gena, leaning over to give Sandy a peck on the lips and then adding a quick one for me, “Don’t be like that. It was incredibly hot to watch. Maybe later you can show me the pearl necklace bit. If Lance hasn’t recovered, I’m sure we can find a willing guy at the club.”

“That’s it, you’re getting spanked!” I squirmed out from under a surprised Sandy and made a grab for my mischievous partner in crime. Gena had the advantage of being halfway to her feet and easily avoided my lunge while sticking her tongue out at me.

“Alright, you two!” Sandy climbed to her feet and took each of us by the hand to lead us towards the hallway. “First, let’s share a shower. Then, strawberries and champagne. Then, I want to see Gena get fucked. We have all night and this is only a beginning.”

Arm in arm we started towards the bathroom in the hallway.

“Lance, Sandy,” said Gena in a faux deep voice, “I think this is the beginning of a beautiful friendship.”

“Bitch!” I screamed and leapt after her already running and laughing figure, “You stole my line!”

Behind us, Sandy just smiled and wondered what she had gotten herself into.