Mark and Nichole Pt. 04

"A few minutes ago, I asked him if he'd like to invite you into our bed tonight. He thinks you're gorgeous and great in bed and he'd like to be with you again. I think you're beautiful and very sexy too and I'd like to go to bed with you too. It wouldn't cause any problems for Mark and me since we've talked about it. It would be another lovely thing that we did over this weekend. You and I don't live together so it couldn't continue."

"Sharing a bed does not mean you have to do anything with me. We can both concentrate on Mark. Have you ever been with a woman?"

Penny said, "You mean before we kissed and fooled around last night?"

"Yes."

"A little. There was a girl I liked in my senior class, and she wanted to kiss and stuff. We were at a party, and we had a lot to drink. I spent the night at her house, and we slept in one bed naked and did some kissing and touching. It didn't last long. We didn't know what we were doing, and it was a little strange. I don't think that she was into women she just wanted to explore a little. I think she was still a virgin."

"Did you like it?"

"I liked how soft and gentle it was. We didn't do much. We touched each other's pussies and kissed each other's boobs. It felt good but we were giggling a lot and we never got serious about it. I liked what we did do."

"I've only been with a few guys, and it wasn't great with them. After today, I realized just how bad it was. They didn't last long and once they came; they weren't interested in making me happy. I loved the feeling of being stretched open by a guy's cock, but I wanted it to last longer. Like it did with Mark this afternoon."

"Mark said you had a wonderful time. I assume he went down on you. Did you like it?"

"God yes. He made me scream loud enough to wake the dead."

"I told you he was good."

"Nichole, that's an understatement. I'd never had sex close to that good. I had no idea how good a man could make me feel. He did everything to me. I was so exhausted I fell asleep."

"Mark made me promise not to talk you into anything, so I won't. You don't have to have sex with me or with Mark tonight. If you just want to watch, it's OK. I know you'd really enjoy being with Mark again. I'd love to be with you too if you want to explore that. I think you're incredibly attractive. If you're interested, we can go as far as you want."

About 7:30 the sun was below the trees. Mark grilled some steaks and microwaved some potatoes. A green salad rounded out the meal. Instead of margaritas, he made three giant Long Island ice teas. They ate on the patio and an overhead fan helped keep the bugs away. They smoked a big joint before sitting down to eat.

Over dinner, they talked about the fun they'd had since Friday. The picnic, the woods, the pool, the hot tub and of course the sex.

Penny said, "I can't wait to see all the pictures you're taking. I'm going to have to find a good place to hide them. They'll be fun to take out late at night if I get lonely at school."

"Where are you going to school?"

"Probably UCLA. Mom wants me to live in a dorm, but I really want to live off campus."

There was a pause in the conversation.

Penny blurted out, "Nichole asked me to join you two in bed tonight. Is that OK with you Mark? I really want to, but I've never been with two people. I'm realizing how little sexual experience I've had."

Mark said, "I'd love you to come to bed with us tonight, but I don't want to put any pressure on you. If you want to, you can just watch until you're ready for more."

"Nichole told me about the problems the other threesome caused. I like you guys and don't want to screw things up between you."

"We talked about it and we both would love for you to join us if you want to. You won't screw up anything."

There was a lull in the conversation.

"Does anyone want to go for a swim?" Mark thought it would relieve any pressure Penny felt about bedtime.

They all jumped into the pool. It didn't help Penny's thinking process. Now she was wet and could only think of being in bed with them. They stood in the shallow end and Mark kissed Penny and then Nichole. Penny kissed Nichole and reached down and stroked Mark's cock.

Mark suggested that they move to the hot tub. It was still somewhat light out. They sat with Penny in the middle so they could both touch her. Nichole caressed her firm tits and sucked on her nipples, pushing them up above the water. Mark rubbed the inside of her thigh from her knee to her pussy and kissed her on her mouth.

"Is what we're doing OK?" Mark asked.

"Yes. Please don't stop."

All the sensory input she was receiving, flooded Penny's brain. She put one hand on Mark's stiff cock and one on Nichole's pussy, but she couldn't do much. She could hardly move when her nervous system was so overwhelmed. Nichole pulled her chin towards her and kissed her as Mark touched her clit. She lost track of who was doing what to her, but she couldn't seem to care. Hands and lips were all over her. It felt like it had to be more than four hands and two mouths. She felt them everywhere. She lost track of everything as her pleasure consumed her.

One set of hands pulled her up and set her on the edge of the hot tub, bringing her mind back to earth.

Nichole said, "I think it's time we go inside." Nichole and Mark dried her off and helped her to her feet. The rough towel made her tingle all over as they dried her tits and pussy. They went inside and fell giggling into the big bed with the soft, red sheets.

Penny was still a little nervous. But she had loved the 'nap' with Mark, and what they were doing to her in the hot tub almost made her pass out. Nichole wasted no time getting on her knees at Mark's side, sucking his cock. Her pussy was right in front of Penny, her lips open and inviting. She crawled over and kissed Mark on the mouth as she rubbed his earlobes. Mark opened his eyes briefly and smiled. Penny sucked his earlobe and ran her tongue along the outside of his ear. She reached down and squeezed his nipple and he moaned louder. She looked down at Nichole and admired her oral skills, as she took Mark deep into her throat. Her big breasts hung down by Mark's hip. She cautiously took Nichole's nipple between her fingers and pulled on it. Nichole looked at her and smiled as best she could with a mouthful of cock.

As she continued to explore Nichole's tit, she felt a hand on her breast. Marked pulled her towards him and sucked her nipple. He flicked it with his tongue, and she felt a surge of heat flow to her nether region. He sucked hard on her nipple and caressed her firm tits with his hands. She could feel his muscles getting tighter and she knew he wouldn't last much longer with Nichole expertly blowing him. Penny pushed her tit harder against his mouth and he sucked it faster. His whole body went rigid as he groaned and coated Nichole's throat with his cum. His groan vibrated through Penny's firm little tit pressed on his mouth and sent a wave of pleasure, down to her pussy. After Nichole licked Mark's cum off, she turned and kissed Penny.

Nichole said, "Lie down here on your back so we can work on you."

Penny lay on the bed with her head on the pillow, her arms by her side, eyes closed and her legs slightly parted. Mark knelt next to her putting his hand on her face and his lips on her earlobe nibbling it gently. His thumb brushed her lips before he gently kissed her. He kissed her more passionately and she wrapped her arms around his back and held him. His hand slid down her face and neck, then over her perky breasts and nipples. He paused there attending to her breast before continuing down over her flat tummy. As his hand covered her pussy, he felt warmth radiating from her. She spread her legs to give him better access and he ran his finger lightly between her lips.

She moaned and pushed her hips against his hand. Mark crawled between her legs and spread them more. Penny was quivering with anticipation. He paused to revel in the sight and aroma of her pussy. She missed his touch and whimpered, desperate for his tongue. When she finally felt it, she gasped. Every one of her nerve endings was on high alert. That first stroke of his tongue stole her senses.

"Yes." she whispered so softly no one heard her.

It was a soft, slow lick that stimulated all her sensitive parts, from her rosebud to her clit. The next passes were more focused. His tongue traveled up her inner lips over and over, grazing her clit with each pass. Penny gasped with pleasure.

Mark knew exactly what he was doing. He knew how, when, and where to touch her, to give her maximum pleasure, pushing her higher and higher, keeping her on edge.

This felt different than this afternoon but just as good. He knew many paths to get her to the same destination. She wished she had a long time to learn all the ways.

His tongue remained near her clit. It swirled around her hard nub in a slowly tightening circle, teasing her and promising more delights to come.

Penny was so aroused, and he was so talented, that her excitement built fast, maybe too fast, rushing her closer to her climax. He overwhelmed her mind and body leaving her with pure desire. Her thoughts were confused, and her body was acting on its own. He was in control, and it felt right to give him control. He knew what she wanted and needed. She was quickly building to a huge orgasm. His hot, soft tongue licked her clit continually. Mark's hands were holding her hips, pulling her towards him. Her white-knuckled fists squeezed the sheets as if they somehow grounded her. Her body tensed in anticipation of the release that was fast approaching.

She felt hands on her breasts pulling on her nipples, but Mark's hands were on her hips and her hands were holding the sheets. Nichole! She'd completely forgotten Nichole was next to her. How could she forget another person was in bed with her?

Nichole was twisting and pulling, sucking, and licking on her nipples. She was glad for the extra pair of hands mauling her tits. There were so many hands stimulating her at once. She felt lips brushing against hers. They must be Mark's. No, they can't be. His lips were very busy elsewhere. She cracked her eyes open briefly before Nichole kissed her. She tasted of Mark's cum, reminding her of the afternoon.

It was too much. She couldn't feel this much. Her brain was not working right. If she didn't come soon, she would go insane. Her body couldn't hold this much pressure.

Mark sucked her clit into his mouth, flicking it rapidly with his tongue. Nichole put two fingers into her own pussy and put them in Penny's mouth and Penny sucked them like a cock. Her tension continued to build.

Penny thought she was going to pass out. Nichole kissed her on the mouth. Her eyes squeezed shut. She felt hands on her nipples, her face, her sides, and fingers in her pussy and mouth. Some of them might have been hers. She couldn't tell anymore. Her mind was separate from her body. Yet the tension and pressure kept building.

All her sensory input was coming from Mark and Nichole. Nichole's kiss tasted wonderful, like Nichole and it also tasted of the cum Mark had coated it with. All the touching couldn't be from two people, there had to be more. Tongues and hands seemed to be all over her, licking her, squeezing her. Tongues invaded deep into her pussy and mouth. The smell of sex around her was overwhelming. She heard mouths slurping, and moans and groans. From somewhere deep in her mind, she knew that some of the sounds were coming from her but there were so many she couldn't sort them out.

Mark squeezed her clit hard with his lips. A sharp shriek burst from Penny, muffled by Nichole's mouth as her orgasm tumbled through her entire body. Penny had never heard a sound like that, much less made one. Her shriek became louder as Nichole removed her lips from her mouth and put them on her nipple. Every nerve in her body shouted at her in pleasure. Her back arched, pushing her pussy into Mark's face. Her toes curled until they felt numb, and her knuckles were white from gripping the sheets. She was frozen in time and space, she couldn't breathe, or speak. Orgasms didn't last this long, did they? They couldn't. But she still felt this desire in her. Her nerves were still raw. It wasn't over. She wasn't sure it would ever end or if she wanted it to.

Mark continued licking and sucking her clit starting gently then faster and harder. Nichole put her nipple in her mouth, and Penny sucked it so hard she was afraid it might hurt her. In the moment, she didn't care. It disappeared from her mouth, but she still wanted it. Nichole replaced it with her freshly coated fingers. How did they know that she needed more?

She could feel her tension ratcheting up again, higher, and higher. Nichole squeezed Penny's nipples hard and licked each of them, triggering Penny's body to spasm again. She didn't think she could take anymore stimulation but wanted it so badly. She grabbed Nichole's hands and pushed them hard against her tits. She pushed her pussy into Mark's face. He sucked at her clit, and she came again, screaming long and loud. Her body spasmed. She held Mark tightly between her thighs and Nichole's hands against her breasts. Her whole body vibrated.

As she regained her senses, she grabbed Marks long hair and pulled him away from her pussy. She put his head on her tummy and wrapped her legs around him. Nichole stroked her hair as Penny continued having spasms of pleasure. Mark lay down on her other side and joined Nichole stroking her hair. She began to breathe smoothly and easily. Her body was relaxing except for the occasional twitch. She could form thoughts.

After a long while, Penny turned her head and kissed Mark like she'd never kissed anyone before. She couldn't stop kissing him. She finally croaked out, "Thank you." She wanted to convey all her emotions through her kiss. She turned her head to the other side and kissed Nichole the same way to thank her. That was her best sexual experience by far. The only one that came close was with Mark this afternoon.

Mark said, "Rest." He crawled across to Nichole and kissed her. She pushed him onto his back and threw her leg over him. She sat up, held his cock against her entrance and lowered herself on him.

As she slowly rolled her hips on him, she said, "I think we wore Penny out."

Penny was fascinated with how Nichole rhythmically rolled her hips on Mark. She could see that with very little movement Nichole could press her clit against him. It was obvious that Mark loved it from the expression on his face. The way Nichole's body undulated on top of him was mesmerizing. The room was dark, but the full moon showed her silhouette.

Exhaustion was threatening to overtake Penny, but tonight was so magical that she needed to join in. She reached over and put her hand on Nichole's thigh and said, "God you look beautiful in the moonlight."

Nichole reached down and took Penny's hand. She pulled it against her clit as she rocked on Mark's cock. Penny scooted closer. She sat up cross-legged and put her hand back on Nichole's clit. The tips of her fingers touched Mark's cock. Nichole closed her eyes and rocked faster moaning each time her clit pushed against Penny's finger. Nichole leaned back supporting herself on Mark's thighs. Penny could see Mark's cock sliding in and out of Nichole.

Penny couldn't believe it, but her pussy was tingling again, and she was dripping on the sheets. How could she be horny again after that orgasm? How could she be conscious?

Nichole saw Penny watching. She pointed to her clit and said, "If you put your tongue right there, you can lick me and Mark at the same time."

She hesitated for a moment and then tried to get her tongue in the right spot. She had to straddle Mark and bend low, but she put her tongue there. Both Mark and Nichole moaned loudly as they felt her tongue on them.

Penny was surprised to feel Mark's tongue against her pussy. From this angle it was hard to get to her clit, so instead, Mark put his tongue deep inside her. It felt wonderful for him to tongue fuck her. Then she felt his tongue against her ass, and she jumped. She was about to tell him to stop, when she realized how good his tongue felt in that sensitive spot. He licked all around it and slipped his tongue a little inside, over and over. Her pussy gushed fluid. Mark could do anything he wanted to her. She knew she would love it.

Penny sat up and leaned towards Nichole and they kissed. Nichole was using her legs to rise and drop down on Mark's cock. Between kisses they watched his big cock disappear into her. Mark was licking Penny's rosebud and she was breathing hard and moaning. Nichole was bouncing on Mark's cock using his full length. She was huffing each time she came down. Mark was thrusting up to meet her and Nichole wanted him to come inside her. When he started sounding desperate, Nichole reached behind herself and squeezed his balls as she milked his cock with her pussy muscles. He let out a powerful grunt and filled her. She reached down and rubbed her clit with Mark's come until she froze and came hard. She rolled off him looking satisfied.

We all rested for a few minutes with only the occasional kiss or lick between us.

Nichole had only come once. Mark moved to go down on her, but Penny was desperate to taste Nichole's pussy. Penny pushed Mark out of the way and crawled between her legs.

Nichole was expecting Mark's tongue on her pussy but when she realized it was Penny, she was delighted. She'd wanted to feel Penny's tongue on her ever since she told her about the trip.

Penny had no idea what she was doing but she somehow knew that she could make Nichole come. She'd learned a lot from Mark, and she knew what she liked. She licked Nichole from her ass to her clit, separating her engorged outer lips and sliding along her inner one. It surprised her to find that Nichole was filled with Mark's fresh cum. She was tasting Nichole and Mark together. Mark's cum was dripping out of Nichole and over her ass. That made her shiver. Nichole moaned loudly when she touched her clit. She slipped two fingers into Nichole's pussy lubricated by Mark's cum and rubbed against the place Mark had showed her on the front wall of her pussy. Nichole moaned again as she rubbed that spot. She gently licked on her clit with long slow strokes. As she increased the pressure, Nichole jumped as if she had pushed too hard. She slowed down and ran her tongue in circles around her clit, not touching it. She got closer and closer to it until Nichole was begging for more.

Mark watched them and began stroking himself. He had just come but watching them made him as hard as ever. Penny was cleaning his cum out of Nichole, and her butt was hanging off the edge of the bed as she knelt between Nichole's legs. Mark couldn't help himself. He got up and stood behind Penny. She hadn't seen him move but she now felt him behind her holding onto her hips. His big dick slid into her, filling her and she moaned into Nichole's pussy. She could easily lose herself in the feeling of Mark's cock, but she had to satisfy Nichole. Mark was thrusting into her hard now and she was moving forward with every thrust. She sucked Nichole's clit gently into her mouth and added another finger to her cum-slick pussy. Every time Mark would thrust into her, it would push her fingers into Nichole and her lips would pull on her clit. Within about twenty strokes, Nichole screamed and pulled Penny harder into her pussy. Penny sucked on her clit harder and rotated her hand, so that her thumb pressed hard against Nichole's ass. Mark's cum covered it, lubricating it and sometime her thumb would slip inside Nichole's ass making her squeal with delight. Each stroke now stimulated her clit, pussy, and ass. Nichole just kept screaming until she couldn't take it anymore. She pulled herself away from Penny.