Our Friend, Anne Ch. 03

Together, we removed Anne's shirt and bra, exposing her gorgeous rack to us both. Jill swept both tits up in her hands as the two resumed attempting facial integration. I shifted to kissing Anne's shoulders and down her spine. Arriving there and facing no resistance, I undid the button on her pants and slid them and the panties down in one go. Anne stepped smoothly out of them and stood naked between us.

I continued working southward, planting smooches and gentle caresses on her butt, thighs, and the back of her legs. Looking up, I saw Jill leaning down to suckle on Anne's thoughtfully thrust forward nipples.

Anne looked down at me from over her shoulder and asked in an uncharacteristically small voice, "Would you eat me out now?"

"I'd love to," I replied, but decided to add a little twist. "As long as Jill's fine with it."

"Yes, I do think that can be permitted," said Jill in a tone that told me she had picked up on my implication. "Of course I'll need you eating me out as he does." A funny expression crossed Anne's face as she continued looking down at me. I thought it was hesitation, but as later I figured out, that was way off.

"Of course, but that might be easier with you up here," Anne said, patting a spot on the counter. Jill nodded and began shedding her own clothes. Not wanting to be left behind, I followed suit.

Now nude, Jill hopped up on the counter, slid her butt to the edge, and spread her legs to expose herself to both of us. Anne sized up the distance and set her feet apart with sufficient distance for me to get between them. And then bending over at the waist, she brought her mouth to my wife's sex, reaching down to use a drawer handle below for support. Anne's adept kisses and tongue strokes brought a quick response from Jill who began to gasp and exclaim approval at each touch.

I lay down on my back and slid myself between Anne's legs, sitting back up to begin working her lips, mons, and inner thighs. I leaned back a little to support my weight on my hands, letting my mouth do all the work. We found a steady rhythm and continued working both women for several minutes, building towards their first climax of the day.

Not surprisingly given the novelty of having your best friend go down on you for the first time, Jill was also the first to come. Her legs quaked and she shouted a series of curses that echoed around the kitchen. Then she scooted her butt away from Anne's eager mouth, signaling too much stimulation.

"Can you work me a little more completely?" Anne asked, suggesting what it would take to push her over the brink. I accented and she added, "O.k. slide towards Jill with me a bit."

She returned to a standing position, taking a step forward and leaned forward at an angle - bringing her elbows down on the countertop for support. I moved to lean my back against the drawers under the counter. She spread her legs wider, letting me lick her from front to back.

I kept my focus on the sensitive areas around the clit, but added an increasing number of long licks opening up her labial lips and terminating in her taint. That brought a strong response and she began grinding herself across my face. I worked to keep up and succeeded in capturing her clit in my lips. I sucked and licked as I felt her stiffen and then buck a little, pulling herself out of my pursed mouth.

We continued to fight for control, me trying to keep up a steady pace as she ground herself against me with increasing franticness. The sounds of kissing resumed. I brought one hand up to grasp Anne's hipbone and try to establish some order to our respective rhythms. Instead I found Jill's legs now wrapped around Anne and gently squeezing them to help drive Anne into my waiting face.

Wrapping a couple fingers around Jill's leg and using the rest to grasp Anne's hip, I finally found the timing that had eluded us. A series of disconnected movements fell into alignment and we propelled Anne to a new plane of pleasure. Her lips separated from Jill's and formed into a perfect O that began to emit a continuous moan of sexual stimulation. Her swollen clit nestled against my lips seemed to engorge itself further, as if straining to escape the skin it was contained within. And her pussy looked as if had begun to weep, with drips of wetness forming and dropping down onto my face and chest.

"Oh shit, hold me!" Anne managed to gasp before devolving into a string of gibberish and guttural groans. Her elbows failed as Jill came forward to catch Anne in her arms. Her legs started to buckle as I scrambled to position myself to catch her with my hands. But she restored her balance and using Jill's help, spun around and then slid down the sit on the floor.

Anne continued to take deep breaths as she slowly came down. I rose and approached the counter where Jill remained seated, her toes using the counter edge to keep purchase. She smiled at me, wrapping her arms around my neck and drawing me into a kiss. I put a hand down to my cock, and finding it nicely aligned with Jill's slit, slid in. She groaned as our mouths continue to play. Keeping hold of my neck for balance, she adjusted her legs and encircled them around me just as she had Anne a minute earlier. Though I found I could not bottom out in her from this position, I still was able to begin a pace of firm, shallow strokes.

We continued gently fucking, kissing and touching as Jill kept her balance and I rocked my hips back and forth. Anne rose to stand next to us, kissing us each in turn and using her hands to touch our naked bodies. An idea flew into my mind and I withdrew from Jill and made my way over to the refrigerator. Rummaging around, I found a bottle of chocolate sauce and returned to find them in an embrace and making out. I popped it in the microwave to warm up and watched for a second. Anne broke their smooch and, looking over at what I held in my hand, nodded in agreement. She separated from Jill, who brought her hands back to support herself as she pushed her chest out towards us in anticipation.

I drizzled the sauce across her chest and breasts. Anne used a finger to smear the sauce in the valley between my wife's tits and then brought it up to her mouth to suck the chocolate off. She kissed Jill again, who responded with a "Yummy" as they finished.

Both Anne and I attacked Jill's exposed chest, lapping and sucking on the sweetly coated skin. Occasionally our mouths would come together as we licked smears of chocolate off each other's faces. Jill urged us on with a regular stream of gasps, sighs, and exclamations. We continued our work until only a few brown smudges remained.

"Mmmm, that was great. Why don't you both move to the bedroom while I get the rest of this cleaned off," Jill directed, sliding off the counter. We headed upstairs, parting ways as Jill went into the bathroom and closed the door.

Anne lay down on the bed and shifted to her side with her legs lying off the edge. She lifted the top leg up to bare her sex invitingly to me. I came close and bending down, began servicing her with my mouth. She sighed happily, responding to my attention. But after a few seconds, she reached down with her hand and grasped my cock.

"I need this," she said in an imploring voice.

I rose and moved my body to stand just behind her. She stayed on her side, but slid her legs more forward to give me easier access. I adjusted my dick slightly and finding the right angle, pushed in. My hand went up to help support her leg that she had impressively managed to point towards the ceiling. I began moving in and out of her, appreciating this new position.

"That big head of yours is hitting all the right spots," Anne said, shivering from the stimulation. "Can you also play with my ass?"

Overjoyed at the opportunity, I brought my other hand around to start cupping and squeezing her cheeks. The fingers worked down into the cleft between them, rubbing a little further down each time until I felt the crinkle of her where her dirty starfish began. I continued stroking her, also using the pads of my fingertips to begin exploring the folds and crevices of her asshole. Encountering a little resistance, I moved my hand up to her mouth - letting her bathe the fingers in a covering of warm wetness. Bringing them back down to slick her back hole, it became smooth and pliant to my fingers.

I continued working my dick into her as my fingers circled her anus and began teasing her open. She brought a hand up to touch and caress my tummy and waistline, letting her fingers circle around my pubic hair and scratching the skin with her nails. We pushed on in silence, occasionally making eye contact and sharing a satisfying smile.

Feeling the skin around her butthole begin to relax and accept more, I gently wriggled a fingertip in. She let out a gasp of response, and checking her face, I confirmed it was a welcome one.

She responded, stretching her lower body towards me - trying to take me in more fully. Moving that finger in a circular pattern, it created a little more room and slid in to the first knuckle. Her gasps turned to a cry as an orgasm swept over Anne. Her rectum flared and then tightened around my finger as I continued to push my penis into her in steady, firm strokes. Her cry became a fast string of "Oh shits" uttered towards the mattress - her eyes closed tight. She brought her hand up to help support her leg that still raised in the air and tried to open it further to help receive me more deeply.

Anne's climax subsided as we continued to fuck. I noticed that Jill had been gone longer than expected and wondered what had happened to her. My finger now well lodged up Anne's ass and able to make small twirling motions, I withdrew it and began the process of adding another finger to the equation. But was interrupted after a few seconds when Jill returned to join us.

"Sorry, I had an idea for a fantasy I'd been looking to try and I needed to get ready," Jill declared. She retrieved the gear bag and brought it over to the bed as I continued to leisurely ride in and out of Anne, both of us now watching Jill. "Here it is," Jill declared, retrieving the butt plug with the foxtail. Lucky me, I thought, remembering how hot she looked with it in.

Moving the bag off the bed, Jill flopped down next to us and handed me the plug and a bottle of lube. Her and Anne made eye contact and must have done some female silent communications thing, because next thing I knew Anne was pulling herself off me and sliding up the bed to lie next to my wife. Jill meanwhile shifted over to lie on her back and bring her knees up towards her chest, using her hands to hold and support her legs. Making eye contact with me, Jill switched to the spousal silent communications mode and looking down at her now wantonly displayed pussy and asshole let me know I should get to work.

I moved down on hands and knees and used my mouth in lick her from clit to anus. The two ladies turned their faces towards each other and began to talk in barely audible whispers. Jill's pussy getting wetter and wetter, I moved down to begin opening her up for the plug. Experiencing that it was freshly cleaned, I realized why it had taken her a while to get ready and wondered what she was planning on taking up her ass. Focusing on the task at hand, I caught only snippets of what was being said.

" ... goes wild when I put it in..."

" ... can I pet..."

" ... always wanted two inside me, but until now..."

" ... hope I'm good enough..."

" ... pretty sexy the way he just..."

" ... well trained... "

I was pretty sure Jill said that last one as she released one of her legs to bring a hand down and play with my hair.

I had by now worked my tongue firmly up Jill's ass, probing it steadily as I moved in and out. I decided it was time to see if the plug would fit. Withdrawing my mouth, I applied some lube to the plug and then used my fingers to also work up and around inside my wife. I resumed my oral attention, shifting to her hard nubbin of a clit. I began to ease the plug in to her, but discovered that she is more than ready - moving it into place with a few quick twists. A hard gasp uttered from Jill's lips, but she seemed to quickly adjust.

Jill sat up and shifted to all fours to let the tail fully stick out behind her. Anne and I shifted to stand on our knees on each side of her, our hands both running along the tail and across her naked body, fondling her breasts and ass. Jill groaned in response, particularly when I gave the tail and the attached plug a slight tug. Anne and I leaned together over Jill's back and shared a kiss as our fingers worked down to frig Jill's clit and pussy lips.

"That feels so nice, but now I think it is time Anne got in a little more practice with a strap-on, while I wait for this plug to fully loosen me up back there," said Jill, the shape of things to come becoming clear to me.

Jill and Anne got busy going through the gear bag again. I was glad I had a chance to properly clean the toys this morning. Anne selected the blue dildo she'd used yesterday, apparently already starting to develop a favorite. Jill helped her step into her harness and got everything positioned correctly. I lay back watching, leaning against the headboard with a hard erection jutting out towards them, enjoying the scene and eager to see what was next.

Jill's hand came down to encircle Anne's fake cock, and gently pulled her along as if it were a real penis, guiding Anne back to the bed. Jill lay down on her back with the tail pinned against the bed. She parted her legs, inviting Anne to come inside. Cautiously, Anne moved up into a missionary position and with a little coordination they fitted the dildo into Jill's waiting snatch. They both sucked in a breath of response as Anne moved her hips and lodged herself fully inside Jill. Jill reached down and flipped on the vibe buried inside Anne's harness, eliciting another collective gasp from both of them.

Initially, Anne was completely focused on getting the motion in her ocean right. Jill gave her encouragement, offering gentle suggestions like "a little higher" and "that feels amazing." After a few minutes and with Jill's encouragement, Anne found her groove. They began adding kissing and fondling, and soon I was watching the spectacle of two gorgeous ladies making love just inches from me. It definitely felt more sensual that the typical session with Jill and myself. But I also wondered if that would change as they grew more experienced with each other. Jill came at least once and I thought I saw Anne getting close herself.

Looking over to me with an expression of love, Jill noticed that my prick has lost some of its stiffness from inattention. She motioned to me, opening her mouth and wiggling her tongue. I clambered over and knelt with my legs spread wide and guided my already hard again cock to her waiting lips. She kissed it twice enthusiastically and then brought the head into her mouth to work her tongue across the bottom and up to the tip. It felt really good, particularly as Anne looked on with eyes hooded from arousal as she continued to pump Jill below her.

The dick sucking continued with Jill gradually taking me in more and working my penis harder. Jill groaned again and pulled her mouth away from me, her face contorted in beautiful agony and her body suddenly writhing in response. Anne's mouth went down to Jill's breast, sucking a nipple into her mouth and tugging it upwards. They continued bucking into each other for a while, and then settled into a close embrace that seemed almost more snuggle than sex. I sat on the bed, slowly dragging my hand across my cock as the image before me burned into my memory.

They soon stirred and separated, coming to sit up with me in a circle on the bed. Jill spoke first.

"Wow, that was amazing," she said softly. "I almost feel greedy going on to the main event. But as I did take the time to get ready and such, I was wondering if you two would like to be the first to DP me."

I thought this was where this was going. Although it wasn't at the top of her bucket list, Jill had mentioned it in the mutual disclosure of fantasies you undertake as trusted partners. But given her feelings about adding a third person to our bed, it had quickly been throw in the "In Your Dreams Only" category. And as I reflected on the events of yesterday and today, I realized that a bunch of the things in that category now required reconsideration. But that was for another time.

Both Anne and I exchanged looks and, seeing we were both into it, nodded back to Jill. Her expression changed to the planner I knew so well. I could tell that even if she had never intended to play out this fantasy, she had still taken the time long ago to work out all the logistics in her head.

"Anne, I think to start I'd like you to lie down on your back," Jill said, directing us. She grabbed the bottle of lube and poured a nice squirt onto her hand and then on mine. "Let's get this thing lubed up nice and properly. Jack, will you do the same for me?"

As Anne lay on her back propped up on a few pillows, dildo sticking up towards the ceiling, Jill got on all fours and began to slide the silky solution up and down the silicone phallus. Moving behind Jill's sumptuous ass, I gave the plug a few good turns - eliciting a few gasps from her - and then pulled it out. Her hole stood open for a second, offering itself to me, and then closed. I spread the lube to three fingers, and forming a triangle with them, pierced her asshole and began to slick up her insides for the dildo to come.

We each worked for a few seconds and then Jill gave me a little sashay butt wiggle to let me know how much fun she was having. My fingers slipped out and as I looked over, she was looking over her shoulder with a smirk on her lips. I blew a kiss back at her and we went back to finishing up our work.

When we were done, Jill moved around until she was positioned above the dildo in a reverse cowboy position starring at Anne's feet. She reached under herself, and finding Anne's cock, she began to work it slowly into her ass. This one was narrow, and long. And after a series of rises, falls, and adjustments, it was fully encased by my wife's rectum. As Anne began gently stroking her from below, Jill leaned back and together the shifted until Jill was lying on Anne's chest. The blue dildo peeked up from between their legs before taking a sharp turn to enter my wife.

"O.k., now Jack you come over here and slide yourself into me," Jill motioned, reaching down to V her lips and reveal her swollen clit.

I shuffled over to be above of both of them, supporting my weight on my hands. Jill's reached down, grabbing my cock. She tested the angle of entry several times until she was satisfied and then nodded for me to push in. I did, coming forward to position my body on top and close enough to touch her and Anne. Pleased with our collective success, big grins broke out on our faces.

Enjoying the new sensation, I kept my rod still, I felt the tightness of Jill's pussy as the dildo filled her ass - its hardness against my cock separated by just a thin wall of flesh. As I remained still, Anne started to explore the range of movement in this position - sliding the strap-on in and out an inch or two at a time and Jill giving a soft grunt of response each time. As Anne pushed in a little deeper, Jill lifted up her head in response and engaged me in a deep kiss as her tongue played with mine.

Feeling Anne begin to get a regular rhythm, I added my own cock to the mix - working it in as Anne withdrew and then reversing as she did. It was a slow and a little herky jerky to start. But after a little while we hit our stride, alternating our violation of Jill's holes.

"This is so fucking incredible," Anne announced to the room. She threaded her hand down to feel where she and I were entering Jill, touching and exploring. I grunted as she temporarily captured by balls and then released them. We lost the beat for a second and then found it again, now driving into Jill in unison. The scent of sex filled the room.