My Girlfriend & My Best Friend

"Nope. Tiny dick." Jen shrugged. "But haven't you guys changed together, I mean don't you sneak a peak out of curiosity?"

"We're both pretty discreet I suppose."

"Really? Why are you discreet, Andrew?" Jen bashed him on the shoulder. "Embarrassed about your own size?" They both giggled at this, meanwhile my stomach was in knots, but my stiff little penis was leaking precum into my briefs like crazy. It felt like I'd cum in my underpants right there.

"Well, no not exactly." Andrew bowed his head sheepishly.

"Well, since I've told you all about Simon and his premature four incher, let's hear about you." Jen said sitting up now. "I've always thought it's unfair that you men can see us women's breasts up front, but we can't tell what you're packing." She paused, "Though in those jeans I guess you do get an impression..."

"Really?" Andrew looked down, feigning surprise.

"Unless you got a sock down there. You're not hard are you?"

"No, I'm not," Andrew laughed.

"So tell me, what are you working with Andy? Six inches?"

"Um... well, honestly, I'm bigger than that."

"So you've measured."

"All guys have."

"God that's so hot."

Jen didn't react when Andrew put his hand on her knee, didn't flinch or protest. She was starting to blush though, turning red.

"You think it's hot that guys measure their dicks?" Andrew asked.

"Sure... well, not when I think about Simon doing it. He always got so angry when it hadn't grown any, then he'd be pissed for the rest of the night and I'd have to pretend to enjoy the pity sex I let him have."

Andrew laughed, "God, he sounds so pathetic, taking it out on you just cos he's got a fucking baby dick."

"I know, right?" Jen smirked at the memory. "But you're stalling mister. I asked what you're working with down there. I really wanna know now. Is it... seven?"

Andrew grinned. "Um... bigger than that..."

And I'm thinking: Shit, I knew it! I knew he had a big dick!

"You're kidding me, right? You're bigger than Rachel's huge vibrator?!" Jen's eyes were wide, disbelieving.

"Well, seven is above average, but it's not 'huge' exactly..." Andrew's bulge was definitely getting bigger now, his hand had travelled up to Jen's thigh and she showed no sign of resisting its upward climb.

"So... what, you're eight inches then? I mean that's twice Simon's size."

Fuckfuckfuckfuckfuck!

"I'm actually..." Andrew took a deep breath. "I'm actually ten inches, by around six inches."

FUCK!

Jen was quiet for a moment, eyes on Andrew's now huge swollen bulge. Andrew's hand rested on her thigh just beneath her crotch. Then she looked up into his eyes.

"Can I..." she said.

"What?" Andrew's voice had a slight laugh within it.

"Can I see it?"

"You want to see my dick?"

"Well, yeah. If it's really ten inches, I want to see how it compares to Simon's."

"Uh... well I mean, I guess so."

Jen actually licked her lips. Andrew wasted no time now, he undid his belt and top button, and began to unzip his fly. I was breathing heavily, as too, I noticed, were they.

"So, you want me just to take it out?" he asked now.

"Yeah... go on."

Andrew slid his jeans down slightly, revealing a massive bulge in his tight red jockey shorts.

And then he slid those down too.

From out of Andy's jockeys sprang a dick bigger than any I'd ever seen - bouncing slightly, growing even harder and more stiff now that it was free. His foreskin was drawn back slightly, revealing a huge head, his long shaft was thick and girthy. I could see large, egg-sized balls beneath his enormous cock, and above that, an impressive, thick bush of pubes. I actually gasped.

Jen's mouth was hanging open, she looked up from this incredible piece of meat and met Andy's eyes. He was smiling innocently as if it were no big deal, but I could see Jen was absolutely stunned.

"So, um, how does it compare to Simon's dick?" Andrew asked, grinning now.

"It's... I mean... It's just so big!" Jen said, looking back down at Andy's massive, swollen cock.

Andrew laughed, "Well, thanks! I guess I knew I was pretty big down there."

"It's... It's so much bigger than Simon's! I mean... I just can't believe how much... bigger..." Jen was still having trouble forming words when Andrew leaned forward and kissed her on the lips. At first she seemed surprised, but after a moment she relaxed into it and began to return his kiss - a kiss which lasted around ten seconds as Andrew's dick became fully hard and I realised he hadn't been exaggerating. He was at least ten inches long and incredibly thick.

When they finally broke contact Andrew looked away. "I'm sorry, I shouldn't have done that Jen. It wasn't really fair."

Jen leaned forward and kissed him again, and this time there was more passion. The kiss seemed to last a long time, during which I noticed Andy's monster cock twitching several times, and after it was over she whispered something in his ear, stood up and began to undress.

Andrew seemed to waste no time sliding off his jeans and jockeys, and soon they were both naked, breathing hard, looking into each another's eyes as they stood facing one another, Andy's fully erect cock jutting out between them. Andy looked to be in better shape than I'd remembered and I wondered if he'd been working out. He'd never been a gym rat, but it was clear to me then that he had more muscle tone and definition than I had...

The front of my briefs were now soaked with pre-cum, my stiff little dick making a tiny tent in the material, and I was still shaking, trembling as I realsed that my best friend was about to fuck my girl with his massive cock.

"Are you sure you want to do this?" Andrew asked Jen, his voice hoarse.

Without saying anything Jen reached out and gently took hold of Andy's thick shaft and he exhaled softly at her touch. Her slim, delicate hand looked tiny wrapped around his engorged cock - it was so thick she couldn't get her hand all the way around his shaft.

"Is it true you're still a virgin Andrew?" she asked him now.

"Uh... well, yeah," he said, blushing slightly.

"Well, in a way so am I," she said, smiling. "I mean I could never really feel Simon's penis inside me, and he definitely never made me... you know... cum."

"Think you'll feel this?" Andy replied, grinning.

With that, Jen pushed Andy playfully onto the bed and climbed on top, straddling him, his huge hard dick sticking upwards as he lay on the bed, slapping against her flat stomach. Andy reached into the drawer of his nightstand and pulled out a condom. Squinting in the half-light I could tell it was a Magnum XL.

"Wow," Jen said, looking at the tightly wrapped square packet. "Extra large, makes sense!"

She leaned down and kissed him again, and Andy got busy unwrapping the condom. Jen took it out of his hands and slowly unrolled it over the full length of his hard cock, but it didn't quite reach the base where his shaft met his large balls.

"Oh fuck, Andy, I want you inside me so much right now!" she gasped, staring down at his massive dick.

As I stood in the hallway, my stiff little prick still hard and desperate for release, I watched as Andy slowly pushed his cock into her eager tight pussy. I saw her expression crease in pain as he slid his cockhead inside her, and he paused and asked if she was okay. Even just the head of his cock was more than I'd ever been able to offer her, bigger than my entire package.

Jen nodded, and Andy continued to work his dick into her wet cunt, eventually pulling out slightly and then pushing back in, creating a rhythm as he managed to get another inch inside each time. The initial pain Jen had experienced seemed quickly to subside and give over to relief, and then pleasure. After a few minutes of this, Andy was almost fully inside her. It was hard to believe that his cock could fit all the way into her pussy, and I knew that now she'd never be satisfied by a guy my size. I could see that Andy's dick was stretching her out, how she responded by arching her back and thrusting into him, pumping her hips and loudly moaning in pleasure, hair falling over her face as she bucked up and down.

They were both sweating, their bodies glistening in the lamplight. Andy was grunting, running his hands across her thighs as he fucked her, and Jen's moaning, interspersed with calling his name - "Oh Andy, oh fuck, yes, fuck me!" - grew louder and soon she seemed lost to the ecstasy his huge tool was delivering her. I watched as Jen came loudly, her pussy juices drenching the base of his cock and running down his large hairy balls, but he didn't seem even close to finishing. They kissed again, Andy reaching up and massaging Jen's full tits, tracing his fingers around her stiff nipples, causing her to gasp and moan, his dick still pumping in and out of her pussy - she arched again and I could tell she was on the verge of another powerful orgasm.

Without realising it my hand had reached down towards my own tiny dick, and I had started to fondle myself inside my little briefs. My penis responded immediately, and after a few light strokes, my eyes fixed on the image of my girlfriend and my best friend having what seemed like the best sex in the history of fucking, I blew a load right in my underwear, my legs buckling as I let out an involuntary moan. Simultaneously, Jen called out Andy's name as she also came. I felt a sense of almost overwhelming humiliation, blowing my load in my tighty whities as my girl was pleasured so profoundly by my hung buddy, but somehow it excited me so much that I just couldn't help myself. The pleasure flowed through me, my legs feeling weak as I experienced one of the most powerful orgasms I'd ever had.

Just then the outside security light suddenly lit up through the hall windows. Maybe it was a cat walking across the garden lawn. I gasped as all of a sudden the hallway was bathed in pale white light.

Jen had her eyes closed, she was so into Andy's cock at that moment that she might as well have been on the moon. But Andy's eyes were open...

He turned then and caught sight of my reflection in the mirror through which I had been spying on their fuck session. My hand was still inside my briefs, covered now with my own cum as I groped myself. He looked almost disbelieving at first, staring at me as I stood in the hall almost naked in my cum-soaked underpants. But then his mouth formed into a cruel smile, and he slowed down his near-continuous thrusting. I looked back at him, uncertain how to respond, when he suddenly pushed his hips back into Jen, pumping his enormous hard cock back into her dripping cunt. She let out a gasp of pleasure, her eyes still closed. He continued to perform a series of short thrusts in and out of her pussy as he arched his eyebrows at me and grinned, Jen clearly enjoying this change of pace.

My legs refused to move. I stood rooted to the spot. Andrew slowly and deliberately continued fucking my girlfriend. Smiling, he stared at me, and I stared back at him...

Silently he mouthed the words: "She loves it."

Finally I forced myself to slowly back away, my body still trembling at what I'd just witnessed. I withdrew into the darkness of the stairs and almost tripped, stumbling as I began to navigate my way back downstairs.

Behind me, I heard Andy laughing.

Back in the living room, I lay on the couch and listened to them fucking for over an hour. I heard Jen cum again multiple times, Andy's loud groans suggesting that he'd managed several repeat performances as well. My briefs were soaked with my own semen, my tiny soft penis was totally spent.

The sun was coming up when they finally finished and I found myself drifting off to sleep. I knew tomorrow was going to be extremely strange. Andy now knew my secret, that I was a liar, that my dick was pathetically small and inadequate, that I couldn't last in bed and hadn't even cared about pleasuring Jen. Moreover, he'd now done what I never could, given her the sexual release that she so obviously craved while she'd been with me.

Nothing was going to be the same.

To be continued...

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Author's note: I hope you've enjoyed this story. I'm always working on more material and hope to post again soon. I really enjoy reading comments and receiving feedback, so please don't be shy. Thank you, and have an erotic day.