The Freshman Ch. 02

Ben, the college freshman, woke up in a strange bed, extremely hungover. He was kind of surprised when he realized he was completely naked. Then he remembered having sex last night--with the extremely hot upperclassman. He quickly rolled over and saw Olivia asleep, naked beside him. God she was hot. He felt his cock getting hard just looking at her.

Ben had had sex before, but he'd never woken up next to someone like this. He wasn't sure what he should do. Should he wake her up? Say something? Kiss her? He wished he had the same confidence Olivia had last night.

Before Ben decided what to do, Olivia rolled over and opened her eyes. The sheet had fallen below one of her bare breasts. She smiled when she saw Ben. "Good morning, Ben," she said softly.

"Good morning."

"You know, I don't allow just anyone to stay in my bed. But you were very good last night."

Ben smiled shyly, "Thanks." He lifted his hand up and started moving it toward her exposed breast but then quickly put it back down on the bed.

"Go ahead." Olivia slid closer to him, intertwining her legs with his.

Ben lifted his head, trying to look over at the other bed in the room to see if anyone was in it, but he couldn't tell. Olivia didn't say anything, so he guessed they were okay. He grabbed Olivia's breast, rubbing it softly at first, then starting to pull on the nipple. "I would love to repeat last night," he whispered.

"Oh would you?" Olivia reached down and ran her fingers over Ben's cock, which was already very hard. "Mmm, I can tell you would. I think we can make that happen."

Ben started moving his mouth toward Olivia's breast, but she stopped him. "But first I want you to do something for me." Her fingers were wrapped around Ben's cock, stroking it.

"What's that?" Bens asked nervously. He'd never had a girl ask him to do something so directly.

Olivia lifted the sheet and nodded down under it. "Last night I learned how good you are with this," she said as she stroked Ben's cock with a little more pressure. "Now I want to see how good you are with your mouth." Olivia leaned in and gave Ben a soft kiss, her hand still holding up the sheet.

Ben was a little stunned. He didn't know how to respond. He had heard about eating a girl out but had never actually done it.

Olivia stopped stroking his cock and put her hand on his shoulder, pushing him down. "Go ahead, Ben. Make me feel good."

Ben slid under the sheet and got between Olivia's legs, spreading them. Her pussy was perfect. He started to lick, softly at first, then with a little more pressure. It tasted amazing. He heard Olivia moan and say "that's it" as she dropped the sheet and laid back.

Ben continued to lick Olivia, really getting into it. Surprised by how much it was turning him on. He wasn't sure how long he should do this for, but he figured he should keep going. Olivia's soft moans made him think he must be doing a good job.

--

Olivia was laying back on her pillow with her eyes closed, pleasantly surprised at how good Ben was at oral. She started rubbing her breast and playing with her nipple as Ben ate her out. She felt his arms come up and wrap around her legs, and his tongue started probing directly on her clit. Oh yes, this was feeling good.

Olivia peeked under the sheets and said, "Keep going. And put your fingers in me."

Ben complied and slid two fingers inside her pussy, curling them up inside her. Olivia laid back again as she started to feel an orgasm building. She was trying to stay quiet--it was early and she didn't want to wake up all her roommates--but she couldn't help but moan as she started to cum.

--

Ben felt Olivia's body tighten as her back arched. He figured he must be doing something right when he heard her moan a little more loudly. Then she started cumming. Right on his face. At first he was surprised by how wet everything became. But he continued to lick, trying to get all the juices, realizing he loved the taste.

He felt her body go slack, and she lifted the sheet and smiled down at him. He gave her pussy one more lick before looking up at her, smiling, his face covered in her wetness. "That was very good, Ben. Get up here."

Ben slid up from under the sheets and laid back down next to Olivia. "That was awesome. You taste so good."

Olivia laughed softly. "I'm glad you liked it, Ben. Let me taste." She pressed her body up against his and started kissing him, sliding her tongue in his mouth.

Ben couldn't believe what she was doing. She wanted to taste herself? This turned him on way more than he expected. He started kissing her harder, moving so that he was laying on top of her. So ready to fuck again.

As he was getting ready to slide his cock inside Olivia, he heard someone clear their throat. Both Ben and Olivia jumped in shock. He looked up and saw Olivia's roommate, Erin, standing over them, watching. Embarrassed to be caught, Ben slid off Olivia and laid down behind her, very aware of how naked he was.

Erin smiled and asked, "What's going on here?" She seemed a little taller than Olivia but was about the same size otherwise. She had long dark hair and a great smile. And she was only wearing a white t-shirt and panties. Ben couldn't help but notice her great tits through her shirt.

--

Once Olivia recovered from her shock, she looked up at her roommate, laughing, and answered her question. "Ben has been helping me remember the good time we had last night."

"Is that right?" Erin looked over at Ben, checking out his athletic body. "Maybe he should be a good guest and show both of his hosts a good time this morning."

Erin glanced at Olivia, looking at her to make sure this was okay. Erin and Olivia had been roommates for almost two years now. Over that time, they'd shared a handful of guys. They had a silent understanding that one night stands were generally fine to share. More serious partners were off limits.

Olivia smiled back to indicate her approval. It would be fun to see how the freshman handled them both.

--

Ben heard what Erin said, but it took him a second to realize what she meant. He looked over at Olivia, not sure what to say or do. He didn't want to do anything to piss her off right now.

Olivia was smiling. "What do you think, Ben? Can you handle us both?" Ben was speechless. Olivia was really okay with this? He looked up at Erin and then back over to Olivia. Fuck, they were both so hot. Was he actually going to get them both at the same time? He didn't respond, but he slid over to make room in the bed.

Erin took one more look at Olivia, then pulled her shirt over her head. Her tits were amazing--bigger than Olivia's. Ben's hard-on came back immediately. Next she slid her panties off, then climbed into bed on the other side of him. He couldn't believe that he had a naked, sexy woman on either side of him.

Olivia put her hand on Ben's face and asked, "Where were we?" then leaned in and started kissing him again. As he kissed Olivia, he felt Erin's hand on his chest, rubbing it. Then he felt her lips start to kiss down his chest. Olivia's hand found his cock and started stroking.

Fuck. This was amazing. Ben reached both of his hands down and started rubbing each girl's pussy. Of course Olivia's was super wet from earlier events. But he was surprised by how wet Erin already was. How long had she been awake? Could she have been touching herself earlier when he was going down on Olivia? He wanted to ask but decided not to--he didn't want to do anything to fuck this up.

Olivia stopped kissing Ben, and he felt Erin's hand on his face, pulling it toward hers. He started kissing Erin as Olivia continued to stroke his cock. Then he felt Olivia move down the bed, sliding between his legs, starting to lick.

Ben wanted to lay back and enjoy as he felt Olivia's tongue on his cock, but he didn't want to disappoint Erin, so he continued to kiss her, his hand coming to her tit, playing with it.

Olivia slowly took Ben's cock deep into her mouth, holding it there for a moment before she started to slide it in and out. She looked up and saw Ben making out with Erin, groping her breasts, then looked back down and started moving Ben's cock in and out of her mouth a little faster.

Ben slid his hand back down Erin's body, fingering her as Olivia sucked him. It was all so good. He had to stop from focusing on any one thing or he would lose it.

He finally felt Olivia slide his cock out of her mouth and looked down at her. She smiled as she crawled on top of him, straddling him. Her pussy rubbed over his cock. He could feel it nearly dripping.

Olivia looked over at Erin, and they leaned in toward each other and started kissing, softly at first, then making out. Erin reached up and played with Olivia's breasts as they kissed. Meanwhile, Olivia's pussy was still sliding over Ben's cock.

It was too much. Ben couldn't help but say, "Oh fuck" as he put his hands on Olivia's hips, wanting to be inside either one of them right now.

Olivia and Erin stopped kissing and smiled at Ben. Erin saw Olivia straddling him and said, "Let me help." Olivia lifted her hips as Erin took Ben's cock into her hand, holding it straight up as Olivia slid her pussy onto it.

Ben moaned, reaching back to grab the headboard. Olivia started to raise and lower herself, slowly riding him. He looked over at Erin, kneeling beside him naked. She smiled and said, "I want what Olivia got this morning." Before he knew it, Erin was straddling his face, lowering her pussy down onto it.

Ben grabbed Erin's legs and started licking while Olivia rode him. One girl on his face, and one girl on his cock. He couldn't believe this was actually happening to him. He heard Erin start to moan as Olivia started to ride him faster.

--

While Erin and Olivia put both ends of Ben to work, they leaned into each other and started kissing, their hands exploring each other's bodies. All three were in ecstasy.

Eventually, Erin pulled away from Olivia and asked, "Mind sharing?"

"Not at all." Olivia lifted herself off Ben's cock while Erin laid down on the bed.

"Come here, Ben." Erin motioned for Ben to get on top of her. He got up and onto his knees in front of Erin's pussy. Olivia took Ben's cock and slowly guided it into her roommate. Erin moaned in satisfaction as Ben slid into her.

As Ben started fucking Erin, Olivia got on her hands and knees beside him, leaned down, and kissed her. Olivia's ass and pussy was facing Ben, so reached out and started to finger her as he fucked Erin. Both girls were moaning loudly at this point.

When Olivia heard Erin getting even louder, she reached over and started rubbing Erin's clit as Ben continued to thrust. Finally Erin started to cum, yelling out. Ben thrust deep, holding himself in Erin while she came. When he pulled out, Olivia was shocked and impressed that Ben still hadn't cum yet.

--

Olivia laid back on the bed and spread her legs. "My turn." Ben looked down at Erin to make sure she was finished, then moved over to Olivia, thrusting his cock right into her. He leaned over and kissed her, pulling on her nipple. He hoped she was going to cum soon--he didn't know how much longer he could hold out.

As Olivia's moans got louder, he leaned back up, grabbed onto her hips, and started pounding her. He had never fucked someone this hard, but Olivia seemed to be loving it. "Oh God, Ben. Yes." Ben finally felt her pussy contract as she started cumming all over his cock. She laid back, breathing heavy, her head right beside Erin's.

Ben knew he was going to cum. Without giving it much thought, he moved up and kneeled over Olivia's face, holding his cock out, stroking. Both Olivia and Erin looked up at him, mouths expectantly open. A couple more strokes and he started to cum hard, spraying over both their faces, with some going into Erin's mouth, even more into Olivia's. He didn't think he had ever cum so much.

When he was done, he looked down at the girls, surveying what he had done to them. Both looked so hot covered in his cum. He saw them swallowing what was in their mouths, with plenty all over their faces. They looked at each other and laughed. Then Olivia looked up at Ben, smiling. "Very impressive work, Ben." She slid over and made room between her and Erin. Ben grinned and laid back on the bed between them, exhausted.