The First Time

"You can stay if you want," Sara told Chelle as she continued to slowly stroke Eric's cock. Chelle just nodded her head as she continued to stare at what was happening in front of her. Sara leaned in and kissed Eric. He moved a hand up to her cheek, the other was caught in the tangle of her curly brown hair.

The scene was more than Chelle could take. Eric and Sara were too preoccupied to notice as Chelle approached them and knelt in front of Eric on the couch. She reached out and placed her hand on Sara's as it moved up and down. Sara removed her hand letting Chelle's take her place.

Chelle examined Eric's cock as she stroked it. The large purple head, the veins bulging on the shaft. It wasn't any longer than other cocks she had had in the past, but it was thick. She wanted him in her mouth. She leaned down and took just the tip between her lips. That was enough for her inhibition to be cast aside. Quickly she took a good part of it into her mouth, her tongue swirling around the head.

The new sensation startled Eric. He broke off the kiss with Sara and stared at the sight of his cock in Chelle's mouth. Sara looked down to see Chelle's head bobbing up and down. She looked back at Eric smiled and kissed him again.

After a couple of minutes, Sara could tell Eric was beginning to feel the effects of Chelle's efforts. His breathing had changed, and he was less focused on making out with her.

"Time to put that thing to use before it explodes," Sara declared backing off of Eric on the couch.

Sara stood up from the couch and started to peel her sweat shirt off. Chelle eased her attention on Eric's cock, and watched as Sara undressed. She was not wearing a bra and her large breasts were exposed as soon as the sweat shirt was off. She untied the sweat pants, hesitated and then pushed them and her panties down to her feet.

Chelle continued to stroke Eric as they both watched Sara step out of her panties and sweat pants. Sara held her hand out to Eric. He looked at Chelle quickly, as if to ask for permission, then took Sara's hand and stood up.

"Over here," Sara said, "lay down on the floor."

Eric did as instructed. The carpet felt rough on his ass. Chelle reach up to her lofted bed and pulled off a pillow and tossed it to him. He placed it on the floor and laid back, his cock hard and pointing up from the center of his body.

Sara straddled over the top of Eric. Taking his cock in her hand, she rubbed it against her hairy slit. Eric could feel her wetness as she moved against it. He was surprised by the sound made as her wet pussy slid along the length of his shaft.

Sara was ready for him now, and she pointed the head of his shaft at her entrance. Slowly she slid down its length. He was definitely thick, and she felt herself stretched. She bottomed out against Eric's hips and then raised herself back up. Her hands resting in the middle of his chest steadied her balance as she worked her hips up and down.

Chelle couldn't believe what she was seeing. This was the first time she had seen someone else have sex, and she was surprised at how turned on she was by it. She moved in closer and positioned herself down towards Eric's feet. She could see him disappearing inside of Sara, then reappear and stretch the lips of Sara's pussy as she raised herself back off of him again.

Chelle reached out and ran her fingers down Sara's back towards the crack of her ass and then gave one of the cheeks a squeeze. If Sara notice or didn't enjoy being touched by another woman, she didn't show it. Chelle's hand continued to wander onto Eric's thigh and then between them. She found his balls and squeezed them. At the base of his cock, she could feel the slick liquid Sara was coating him with.

Eric's hands were on Sara's breasts and fingering her nipples. Sara was getting serious. Her motion changed from sliding up and down him to more grinding against him. Her breathing became shallow and she moved her hands from his chest and rested on her elbows by his side.

Eric couldn't believe what he was experiencing, Sara was using him to get herself off. His hands found her hips as she increased the pace at which she was grinding against him. Her skin was soft, and her full ass felt good in his hands. Sara suddenly let out a grunt, and then another. Her breathing was erratic. Her pace didn't slow at first, but as her breathing returned to normal, she returned to sliding up and down his length, gradually easing the pace.

Finally spent, Sara kissed Eric hard, then sat up straight, his cock still impaling her. She wiggled around a little more and grinned at him before removing herself and falling off to the side.

"You want to give him a try?" Sara asked Chelle.

She didn't need to be asked twice. Chelle finally pulled her long t-shirt over her head, giving Eric his first good look at her body. Being roommates, Sara had seen glimpses of it before, but this was the best view she had ever had. Chelle's body was petite. Her breasts were small with brown nipples. She could easily get by without wearing a bra. Her hips were slight and the hair on her pussy was not as thick as Sara's. It looked as if she was trimmed for a highly cut bikini.

Chelle assumed a position similar to the one Sara had, straddling Eric, his cock against her slit. She was already soaked though, and didn't require any attention prior to sliding Eric inside of her. Chelle noted his girth and got right down to business. Her clit throbbed and she needed relief bad. Her weight rested on her elbows and her head on Eric's chest. Sara laid on her side beside them and ran her hand through Chelle's hair.

Chelle quickly found her stride and ground against Eric. Eric was disappointed he was unable to explore her body more, but hoped there would be another opportunity for that later. Chelle was more vocal than Sara, and she released sounds of her pleasure as she worked her way up to the climax.

Chelle had only been on top of Eric for about five minutes when he felt her begin to shudder and stiffen up. He felt her pussy tighten and clench his cock. Something he had not felt with Sara. Chelle let out a string of expletives as she came. Eric thought it felt like a hand tugging at him as she slowed her paced and started sliding up and down him. Her hands now on his chest.

"I think its your turn now," Sara told Eric. "How do you want it?"

Eric let out a laugh. This was not the question he was expecting. He looked at Chelle perched atop him and then back at Sara. He thought about which one it should be for his first time cumming in a woman.

"Can I get on top of you?" he said looking at Sara.

"Ahhhh," Chelle said with feigned disappointment as she pulled herself off of Eric.

Eric sat up and got to his knees. He handed Sara the pillow he had been laying on. She placed it behind her and then rolled from her side onto her back. She pulled her knees up and then spread her legs a little. When she lifted her head from the pillow and looked down between her legs she actually saw Chelle and not Eric. Eric was off to the side and Chelle was a few feet from her. Still she thought, it felt different being in this exposed position and seeing a woman and not a guy.

Eric moved into position, kneeling between Sara's legs. She sensed his uncertainty in exactly what to do, so she motioned for him to come closer. He leaned over her, his hand at her side by one of her breasts. He motioned his hips towards the spot where her legs came together, wondering exactly how to hit the spot.

With one hand Sara place it on his head and drew his mouth close to hers, kissing him hard. Her other hand reached between her legs, groping for his cock.

"Relax," Sara whispered as she found his cock and released him from the kiss.

She pointed the tip at her entrance as Eric slid himself closer. Eric could feel himself penetrating her as he lowered himself on to her. This felt very different than when the girls were on top of him. He felt more in control. He kissed the side of Sara's face as he felt himself slid all the way in her.

Eric was careful not to rest his entire weight on her and supported himself on his elbows and knees. His head was to the side of hers and he faced away from here. He realized the position was not that much unlike one he would assume when he used a soft towel on a pillow to masturbate into.

Some where behind him, Eric sensed that Chelle was there, watching him pump in and out of Sara. He could feel Sara's hand on his back. It had more of a comforting feel than sexual. As if she was simply trying to help him accomplish a difficult task.

Sara raised her hips to meet Eric's thrusts, and he was really starting to feel the effects.

"Take your time, enjoy yourself," Sara whispered into his ear.

Eric tried to slow down his motion and take deep breaths. He lengthened his thrusts, pulling almost all the way out before sliding it back in as deep as he could go. He continued this way for another five minutes, enjoying the slick warmth of her sheath.

Sara was in control of Eric's first experience though, and she decided it was time for him to cum. She wrapped her feet around the inside of his legs and started to quicken her own thrusts. Her hips pushed higher and Eric slipped deeper into her. He quickened to meet Sara's pace. Soon he could feel that it was inevitable he would erupt inside of her.

A few more strokes and Eric could feel his cum starting to escape. Then it hit him, he couldn't hold it any longer and he forced a flood of cum out of his cock and into Sara. He slammed his hips into her as he pushed everything out. His breathing was fast, and he could feel himself shaking.

Sara had her arms and legs wrapped around him tight as the spasms subsided. She kissed him on the cheek several times as he wound down. Not so much in a sexual way so much, but as if congratulating him on succeeding on a hard fought goal.

When he felt back under control, Eric rolled off Sara and onto his back. Sara turned and knelt over him, her elbows on either side of his head. He reached up and pulled her mouth to him and they shared a deep kiss. Even though Chelle was in the room, for a brief moment it was as if they were all alone. An act they had come to the brink of months before was finally carried through.

After the moment passed, Sara slid down to Eric's side tight up against him. Chelle cheered and clapped excitedly. Chelle handed Eric a towel to clean himself up with and helped Sara clean up with another.

Everyone returned to a semi-state of dress as they sat on the floor and talked. Sara in just a sweat shirt, Chelle had donned her long t-shirt, and Eric was wearing his boxers.

For a while the topics turned away from sex and what had just happened. Eric would periodically get a glimpse under either Sara's sweatshirt or Chelle's t-shirt. He could see the inside of a thigh, wisps of pubic hair or even the folds covering the girls' entrances. It eventually became more than he could take, and it became obvious through his boxers.

"My, my, should we put on some more clothes?" Sara asked Eric.

"What?" Eric responded trying to ignore the erection growing in his shorts.

"I'd say he's just about ready to go again," Chelle injected.

Sara was caught off guard by Chelle's comment and threw her a glance. Chelle's smile disarmed Sara and Sara warmed to the thought.

"Yes, that's a good idea," Sara said turning to Eric with a broad grin, "Why don't you strip those things off."

Everyone was quickly undressed again, and Sara didn't waste anytime climbing back on top of Eric. The inside of her pussy was still coated with his load from before, and he noted how slick she felt. She played around for a while, sliding up and down him to make sure he was at full mast. She let him spend more time playing with her breasts, danging each over his mouth so he could suck her nipples.

Chelle once again intently watched this sex act unfolding in front of her. She ran her hand down Sara's back and over her ass as Eric sucked at Sara's nipples. Her hand slid over Sara's ass and in between her legs. She found where Eric entered Sara and explored the juncture with her fingers. Sara let out a moan. She had never imagine having sex with another woman, but the combination of Eric and Chelle both touching her was incredible.

When Sara leaned back pulling her nipple from Eric's mouth, Chelle was quick to slide a hand around the front of Sara and cup her breast. Searching for the nipple, Chelle found it and rolled the hard bud in between her fingers. Then leaning around Sara, Chelle raised the breast to her mouth and sucked the nipple between her lips.

Sara jumped slightly and let out a noise in her surprise of Chelle's action. Chelle hung on though and continued to suck. Sara relaxed, accepting the situation, and began to grind her clit into Eric. Given her already worked up state, it wasn't long and Sara was cumming. Chelle stopped sucking and toyed roughly at Sara's nipples as she worked her way through her orgasm.

Spent, Sara dismounted from Eric, laid down next to him and told Chelle it was her turn. Chelle was eager to climb on. She straddled Eric, grabbed hold of his cock and pointed it between her legs. She was soaked and slid all the way down on the first try.

Chelle stayed upright this time as she worked her clit against Eric's pelvis. He tried to reach for her breasts, but given their small size and her position he wasn't able. Chelle sensed what he was trying to do and decided to do it herself instead. Eric was surprised to see her reach up with both hands and work her nipples in between her fingers. He looked over at Sara and saw that she was pulling at one of her own nipples as she watched the show in front of her.

Chelle closed her eyes as she continued to rock back and forth and tug at her nipples. She was quieter than the first time and looked as if she were in her own world. Eric was simply a means to pleasure for her. After several minutes her pace started to quicken. She appeared to be pulling harder on her nipples too. Soon her hips were rocking as fast as they could go and Eric could feel the spasms of her pussy on his cock.

Chelle opened her eyes again after her release and slowed her pace but stayed on top of Eric.

"Do you want to cum in me this time?" Chelle asked Eric as she started to slid up and down his shaft.

Eric was uncertain of exactly how to answer and looked to Sara as if asking for permission. Sara told him to do it. Chelle didn't seem to care what the response was, she was already working at a quick pace. Eric started to sit up as if to roll over on top of Chelle, but she put her hand on his chest and instructed him to lay back down.

Chelle was taking long strokes and thrusting her hips forward as she came to the apex of her motion. Eric could feel her insides nipping at the head of his cock as she thrust. Every few strokes she would stop with just the tip still inside her and gyrate her hips. The sensation was incredible and Eric thought it felt almost as if she were sucking on him again. Sara commented on the move, indicating she would have to try that later.

A few more minutes and Chelle decided she was done playing around. She shortened the length of motion and sped it up. Eric thought she felt tighter now, and could feel her pulling on him. He closed his eyes and placed his hands on her hips. He tried to match her motion as he felt himself getting closer. When he came he pushed down on Chelle's hips, driving himself as deep as possible into her. She tried to continue sliding up and down him, but he was holding her to him. She relented and rocked slowly back and forth, studying the distorted face he made.

When it was through, Eric relaxed his grip on Chelle and opened his eyes. Chelle laughed and teased him about the face. She lifted herself off of him, and they all giggled a the sound his cock made when it slapped against his stomach.

Chelle remained straddling Eric as she slid her way down his legs. When she was sitting over his knees she reached out grabbed his cock with two fingers and lifted it so it stood upright. She appeared to study it for a moment, still fairly erect and covered with both of their juices. Suddenly she leaned down and licked some of the cum from the tip. She processed this taste, took another quick lick and then took better part of it in her mouth.

Eric leaned up and looked in shock at what she was doing. He could feel her tongue probing and cleaning the cum from him. Sara sat upright as well, stunned by what she was seeing.

"I wanted to know how you taste," Chelle explained "You're different from Jason. It's not so watery, and maybe not as sweet."

She got a pretty good taste of herself too Eric thought, but instead joked about not needing a towel now. Sara suggested Eric could return the favor and clean Chelle the same way. Eric shook his head and Chelle got up to go for a towel.

They again got semi-dressed and relaxed on the couch or floor. Shortly after midnight they were all starting to get tired. Sara stated that she was ready to go to sleep and suggested that Eric spend the night. He balked at first, wondering how he would explain not coming home to his roommate Steve in the morning. Sara told him he could just tell Steve he fell asleep on the floor and was too tired to walk back to the other side of the dorm.

Eric and Sara pulled her mattress down from the loft and laid it on the floor. They shared it while Chelle climbed up into her own lofted bed. She teased them about no fooling around again on the floor with out her. Everyone was too tired at this point though and they all quickly fell asleep.

About 4:30am Eric was awakened by Sara kissing him and rubbing his cock through the front of his boxers.

"Sorry, I had a really hot dream," she whispered to him as he regained consciousness. "I am really horny."

It didn't take long and Eric was fully erect, and Sara wasn't going to waste time.

"Get these off," Sara whispered again, this time pulling at his boxers.

When the boxers were off, Sara pushed him onto his back and quickly straddled him. She lifted her sweatshirt past her hips but left it on. Reaching between her legs she grabbed hold and lowered herself onto him. When she bottomed out against his hips, she stopped and relished the feeling for a moment.

Sara stayed upright and quietly rocked her hips back and forth against Eric. He was groping her breasts through the sweatshirt. Evidently Sara was serious when she said she was horny from her dream. It wasn't very long and she quickened her pace. Another minute and she was laying flat against him. Eric could feel her pelvic bone hard against his as she ground her clit against him. Sara buried her face in his neck as she stifled her orgasm so as to not wake Chelle.

"Your turn," Sara said as she dismounted Eric.

Eric sat up and slid further down the mattress expecting to get on top of Sara, but what she did next surprised him. Sara got on her hands and knees in the space vacated by Eric. Once in position, she turned back and smiled devilishly at Eric.

Eric took his place behind her. He reached between Sara's legs feeling for the spot to position his cock at. He found it and sunk two fingers inside of her. He slid a little closer to her now and positioned his cock in the same place. He was slow to slide it in at first, but soon found a comfortable position and rhythm.

Eric gripped Sara's hips and pulled himself into her harder. As he did, the sound of him slapping against Sara's round ass was very audible. Sara turned around and whispered for Eric to be quiet. Eric slowed briefly, but the view of Sara's ass was as stimulating as the feel of her pussy wrapped around his cock. He began to pound her again, this time harder and the sound this time filled the room. He let out a loud grunt as his cum stream forth into her. Eric knelt there behind her, hips pressed against her ass, his cock feeling as if it were suspended in air inside of her.