Friends... with Benefits? Pt. 03

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The friends continue their sexual exploits.
3.6k words
4.72
38.7k
37

Part 3 of the 3 part series

Updated 06/07/2023
Created 12/20/2015
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"And where do you think you're going?"

Meg spun around as she fumbled with the buttons of her work uniform and saw Paul sat up in her bed smiling at her.

She flushed as she remembered the night before. An innocent phone call between friends had led to hot phone sex, and then to him coming over and making her cum again and again. She had no idea how to handle the situation this morning so she was hoping she could sneak out to work and allow Paul to see himself out. No such luck.

"I'm going to be late for work," she mumbled as she silently cursed the buttons on her uniform top. She'd feel a bit more together if she could at least cover her breasts! At least she had managed to put her skirt on to cover some of her modesty.

Still struggling with the buttons she frantically looked around for her shoes. She wanted to seem cool and breezy this morning and it really wasn't going to plan.

She cursed as she stubbed her toe on the edge of the bed and bent down to rub it. When she looked back up a shirtless Paul was stood in front of her. At some point he had managed to pull on his jeans but it did nothing to take away the impact his body had on her.

She looked up at him, feeling slightly out of breath. She tried not to notice the muscles in his chest that she had run her hands all over the night before, but failed miserably. She was desperately trying to think of something sarcastic to say, to go back to their easy banter that had always been their way of communication but it seemed he had rendered her speechless.

Meg..." He interrupted her thoughts. "Stop stressing. I'll drive you, my car is outside." He paused. "If I've not been clamped that is. I left it right outside, I was kinda in a hurry to get here."

He winked at her as she couldn't stop the smile spreading across her face. Last night had been incredible. He had made her feel desirable, sexy and wanted and it was just what she needed after her dickhead ex. But what now?

He took an extra step towards her and she wondered fleetingly whether he was going to kiss her. Instead, he brought his hands up and slowly fastened the buttons of her uniform that she had found so difficult. She watched his fingers as they brushed against her breasts, and wondered how helping her get dressed could feel so impossibly erotic.

He didn't step back when he had finished with her buttons and she looked up at him. He was no longer smiling and she wondered if he was as turned on as she was. As if answering her silent question, he pulled her to him and kissed her. His kiss wasn't a gentle, goodbye kiss - it was hard and demanding as his tongue tangled with hers.

She heard herself moan as he grabbed her ass and pulled him hard against her. She could feel how hard he was against her and found herself grinding against him. He backed her up against her bedroom door and let a leg slip between hers, intensifying her sudden ache there.

He suddenly pulled away and Meg almost moaned in disappointment.

"Jesus," he murmured, resting his forehead against hers, composing himself. "If we don't stop now, I'm going to throw you back on the bed and fuck you until your screaming for me. But you need to get to work."

Meg momentarily wondered just how important her job really was to her when she heard Paul chuckle as if he had read her thoughts.

"Minx," he said with a wink.

She pouted at him and he dropped a kiss on her lips before sighing heavily.

"C'mon milady, your chariot awaits," he said with an exaggerated bow.

She quickly ran a brush through her hair and cleaned her teeth and head out of the door with Paul in tow.

"Looks like it's your lucky day," she observed as they saw his car hadn't been clamped.

"If I was really lucky we'd still be in your bed with my head between your legs."

Meg gaped at him as he climbed into the car, still not used to him talking to her like that. It both shocked and thrilled her and it did nothing to ease the moisture pooling between her thighs.

She fumbled with the door handle and climbed into the car beside him. She looked over at him and found him grinning at her, clearly delighted that he had embarrassed her. She ignored him and fastened her seatbelt calmly. She heard him laugh softly as he leant over. "You're so cute," he murmured before giving her a quick kiss on the lips.

"Cute?!" She thought to herself, slightly annoyed. She didn't want to come across as cute. She wanted to be sexy, a temptress that he couldn't resist. Not cute!

The car journey was quiet, both lost in their own thoughts until he came to a stop outside her workplace.

"So, are you coming out for Jen's birthday tonight?" Paul asked as he turned to her. Jen was a mutual friend and Meg had already agreed that she would be there.

"I might do," Meg replied casually. "Are you going?" Feigning indifference she undid her seatbelt.

"I might do," he replied, smiling at her again.

"I might see you there then," she tossed back as she climbed out the car. She quickly thanked him for the lift before shutting the door. She saw him grin that annoying grin before driving away.

----

Meg came home from work and rather than feeling weary with exhaustion as she had the night before, her body tingled with excitement. As much as she hated to admit it, she couldn't wait to see Paul again. She instinctively knew that he would be there tonight and she was determined to show him she wasn't "cute".

She hadn't heard from him since that steamy kiss this morning and her body ached for him. His kiss had left her wet and wanting and it had been difficult to focus at work.

But work was over, now it was play time. Meg grinned and undressed quickly so she could jump in the shower. She washed her hair and lathered up her body. She ran her hands over her breasts and noticed a slight red mark on one of them. He had marked her. She wondered whether it had been intentional and found she didn't actually care. She ran her finger over the redness and remembered his mouth on her breasts. He made no secret that he loved her boobs. She rinsed off the soap, stepped out the shower and wrapped herself in a huge towel.

She padded over to her wardrobe and pulled out her dress choices for the evening. One was a simple, well cut little black dress, cut low at the back. Understated but still sexy. The other was bright blue, short with a deep plunging neckline. It wasn't for the faint hearted. She smiled. He certainly wouldn't think she looked cute in this!

She lay the dress on the bed, and went to pick her underwear. Last night she had already been naked beneath the dressing gown when he arrived. Tonight, if they did end up having sex again, she wanted to look amazing. She picked out a black lace bra and thong and pulled them on. She looked at herself in the mirror. She could just make out her smoothness through the lace of her thong and her bra pushed her 32E breasts up high.

She blow dried her hair, applied her makeup and then put on the blue dress. It touched every curve, hugging her breasts and hips. It showed a lot of cleavage and that was exactly the look she wanted. Cute?! Ha!

She sprayed on some perfume and put on some high heels. She was ready for action.

-----

She arrived at the bar and looked around. She was disappointed to not see Paul there but made her way over to her friends. She embraced Jen and wished her happy birthday.

"Wow, you look amazing!" Jen exclaimed as she returned her hug. Meg smiled and thanked her and made her way to bar. She almost made it before she walked straight into a large chest. She didn't need to look up to know who it was.

"Jesus fucking Christ," Paul exclaimed as he held her at arms length and let his eyes roam her body.

"Hi Paul," she said innocently looking up at his face. He was openly gawking at her and she knew she had made the right choice in dress.

"You look fucking incredible," he groaned, running his hands up and down her arms.

She took a step back. "Don't do that," she whispered, "they might see." She gestured over to their friends. Whatever "this" was between them, it was certainly too early for their friends to know.

He nodded, his eyes still on her breasts. It was her turn to grin. She took his arm and made over to the bar. Paul took his eyes off her long enough to order their drinks before returning his gaze to her.

"Every guy in here wants to fuck you," Paul murmured unexpectedly.

"What? No they don't!" He had embarrassed her again but this time he wasn't grinning.

"They do, Meggie. You look smoking hot."

She wasn't sure what to say so she took a sip of her drink.

"Do you want to know what I've been doing all day?" he asked. When she nodded he leaned in close and spoke into her ear, loud enough so she could hear over the music but quiet enough so no one else could hear.

"I've been trying to hide the raging hard on I've had all day thinking of you. I've been remembering the way you looked lying back on your bed, rubbing your clit for me. I've been thinking about how your tits looked as your tight pussy rode my cock. I've been thinking about how fucking good you taste. I've not been able to focus on anything other than when I can be inside you again."

Meg could feel her breathing quicken and the ache between her legs that had been there all day intensified. She was aching for him to touch her but knew they couldn't with their friends being so close. To an outsider they just looked like two friends having a drink, leaning close to be heard over the music.

"I wish I could touch you Meggie," he echoed her thoughts. "I love the feel of your tits in my hands. So big and perfect."

Meg placed a hand on his arm and whispered in his ear. "I'm so wet for you, Paul."

"Fuck!" Paul cursed between clenched teeth. His eyes roamed over her body and rested at the top of her thighs, as if he could see her pussy through her dress. He licked his lips and she remembered the exquisite feeling of his mouth licking and sucking her pussy. She squeezed her thighs together as she tried to relieve the ache there but she knew nothing but Paul would do.

He suddenly took her arm and gently but hurriedly led her to the other side of the bar. It was busier there but away from their friends. Bodies were pressed up against each other as people moved to the music, and they could do nothing except be pushed up against each other. Meg quickly realised Paul's intention. Here they could touch each other without been noticed by anyone, as it was so busy everyone had to be pressed up against each other. Paul found a wall and turned Meg so her back was to him. She pushed back slightly so she could feel his hard cock against her lower back. He put his hands on her hips, just keeping her there.

A couple in front of them started to kiss enthusiastically, the guys hands running all over the girls body. Meg and Paul stood and watched as Paul's hands stayed on Meg's hips.

Meg shivered as she felt Paul's mouth close to her ear again.

"It's driving me crazy knowing your wet for me and I can't touch you. I want to slide my hand up your thigh and slide your underwear to the side. I want to run my finger over your wet sensitive little clit and hear that beautiful moan you make when something feels good. I want to make you cum for me, right here. I want to show every man in here that's staring at your amazing tits, your sexy legs and that beautiful fucking face that you're coming home with me."

Meg whimpered, knowing no one else could hear her. She was aching for Paul to move his hands up from her hips to cup her breasts.

She turned to face him, pressed her body against his and looked up at him.

"Take me home, Paul."

He didn't need telling twice. He grabbed her hand and led her to the nearest exit, avoiding their friends.

"Jen..." Meg started, as Paul hailed a taxi. She was torn between the guilt of leaving without saying anything and the urgent need of having Paul touch her.

"She won't even notice," Paul reassured her. "She had her tongue shoved down some guy's throat."

He bundled her into the taxi, told the driver his address and turned to face her. He pulled her towards him and tangled his fingers in her hair. He studied her face before bringing his lips down to hers. It wasn't the kiss she was expecting. It was slow and gentle as he explored her mouth. It was just as erotic as the kiss he had given her that morning.

He lowered his lips to her neck, his fingers still in her hair.

"I'm going to make you cum so hard Meggie," he whispered against her ear. "I hope you're ready for that."

She moaned in response, aching for his touch, but his hands didn't move from her hair. When she eventually felt him move his fingers she realised they had arrived at his place. They had done nothing but kiss but Meg felt like a quivering wreck.

Paul paid the driver and took Meg's hand as she stepped out of the cab. He quickly undid the door and pulled her inside.

Rather than taking her to his bedroom, he led her towards the couch. He stopped in front of it and pulled her to him. He reached to the back of her dress and slowly unzipped it. He pulled the dress down, exposing her lacy underwear. He groaned and she was glad she had chosen the right underwear.

She stood in front of him, wearing only her underwear and heels, as he sat himself down on the couch. He was now at eye level with her lacy thong.

She felt his hands on her hips before he pulled her thong down her legs, exposing her to him. She was so wet for him that even her thighs were wet.

She parted her legs as his hand cupped her throbbing pussy.

"Ah Meggie," he moaned. "You've got the prettiest pussy I've ever seen."

He slid his finger up to her clit and began to circle it slowly. She rested her hands on his shoulders as he continued to rub her aching clit.

She felt his hands on her hips as he gently repositioned them so she was on the couch and he was on his knees in front of her. He parted her legs so she was exposed to him.

"Every guy in that bar wanted to see what I can see right now," he told her as he began to run his finger over her clit again. "They wanted to see you spread and wet like this." His face was so close to where she needed him she could feel his breath against her.

She ran her fingers through his hair as she wriggled restlessly on the couch.

"Tell me, Meggie. I need to hear you say it."

She moaned in frustration as his hands spread her thighs further apart, but he still didn't put his mouth on her."

"I need you to lick me, Paul," she said breathlessly, remembering how skilled his mouth was the night before.

"Like this," he responded, licking her inner thigh.

She arched her back, desperate for him to put his mouth on her.

"Please Paul. Lick my pussy."

Paul spread her pussy lips with a growl and put his whole mouth over her. He ran the flat of his tongue from her opening right to the tip of her clit.

"Delicious," he murmured against her and she tangled her fingers in his hair.

She looked down and watched him as his fingers kept her lips apart as he licked and swirled his tongue around her clit. She could feel the intense feelings build, knowing the orgasm she had needed all day was almost within reach.

As if sensing she was close, Paul brought a hand up and slid a finger straight inside her wetness as he sucked her clit into his mouth. He started to move his finger inside her, finding a rhythm that made her feel like he was fucking her. Another finger joined it, filling her. Her hips moved involuntarily and she pushed against his face and fingers.

"Paul..." She moaned and in response he lifted his spare hand and reached to grab one breast. Tugging it free of her bra he squeezed her nipple hard.

That was the stimulation she needed and she felt the orgasm shake her body as he continued to touch and lick her.

She moaned his name over and over as wave after wave over pleasure washed over her.

When the sensations had passed she looked down at him. He was looking up at her, her wetness visible around his mouth.

He got to his feet and just looked at her, one breast free from her bra, her legs spread wide, showing her tight wet pussy.

"Fuck," he ground out through clenched teeth as he started to take off his jeans.

She sat up, and started to help him, her hands still shaking from the force of her orgasm.

"Meggie..." He warned as she pushed down his boxers to free his cock. She took him in her hand and marvelled at the size of him. The tip of his cock was already wet from precum. She needed to taste him.

Still holding him in her hand she licked the tip of his cock, enjoying his salty taste.

"Fuck!" Paul hissed looking down at her.

Emboldened by his response, she continued to swirl her tongue over the tip of his cock, lapping up every bead of moisture.

Paul moaned and let his head drop back. Meg couldn't wait any longer as she took his cock into her mouth, letting her lips slide up and down the length of him, getting used to the size of him in her mouth. She felt his eyes on her and his fingers tangled into her hair.

She bobbed her head up and down with hollowed cheeks, sucking him and luxuriating in the taste of him until he suddenly told her to stop.

"Please Meggie, stop, stop, stop."

She reluctantly released his cock and pouted up at him.

"Too close," he ground out. "I want to cum inside you."

Meg was torn between being disappointed he hadn't cum in her mouth and excited by his obvious urgent need for her.

He pulled her to her feet and deftly undid her bra. He kissed her roughly and then moved them to the arm of the couch. He put a hand on her back and she knew what he wanted her to do. She bent over, exposing herself to him.

"Fuck Meggie, you look so hot," he groaned and his positioned his cock right against her.

He grabbed her hips and slid straight inside her. They moaned simultaneously as he filled her.

"So. Tight," he ground out as he withdrew and slammed back in. As he built up a rhythm Meg found she couldn't do anything accept take his pounding, and she loved it.

"More," she moaned as he slammed into her again and again. She reached down between her legs and rubbed her clit as she felt her orgasm building again.

Paul shifted his hips slightly and found her g-spot.

"Fuck!" Meg screamed and her orgasm ripped through her body. As she tightened around him, she heard him shout her name and empty his cum inside her.

Completely spent and unable to move she collapsed over the side of the couch, and felt Paul's body do the same against her back.

"Wow," she heard him murmur against the back of her neck.

She smiled, glad that it had been good for him too.

She felt him withdraw his cock from her and felt his seed drip down her thighs.

"This is how you should look all the time," Paul groaned. "Naked and wet with my cum inside you."

He helped her stand and she turned to face him. He ran his hands from her hips and held her breasts in his hands, running his thumbs over her sensitive nipples.

"So," he said with a wink, "this is the lounge, wait until you see what I can do in the bedroom."

*End of part 3*

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7 Comments
thomas_deanthomas_deanover 2 years ago

Fascinating phone sex leads to a real work out.

CheeachaserCheeachaserover 3 years ago

Part of the love it rating is the humor at the end.

pwdinblewpwdinblewalmost 8 years ago
I'm worried....

..about Mitzi

Seriously, nicely paced story

AnonymousAnonymousabout 8 years ago

Fuck you have a way with words. I am so wet. Please keep up the stories I have read them all ! They are HOT!!

AnonymousAnonymousabout 8 years ago

Really loving this, I hope you do more!

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