Tonight

Paul was nervous. 'And why not? This is new, but more then that this is incredibly risky!' He still wasn't sure how exactly the suggestion had come up. They had been sitting and watching a movie on the couch when the discussion turned to unusual sexual experiences. None of the three had ever truly been in a threesome before. His wife, Kelly, had come the closest with a technicality but none had shared intimacy with two people simultaneously. Sarah half jokingly suggested they needed to try it.

Paul's eyes darted safely back to the movie, but he could almost feel Kelly's moving back and forth between her two best friends. Like most honest men he enjoyed seeing lesbians in porn, what's more he was attracted to Sarah. He had always hoped Kelly didn't realize how much he was aroused by her often revealing outfits but he was fairly certain she at least knew he was attracted. Kelly, on the other hand, also enjoyed watching lesbian porn for the increased sensuality. Although not all fit that category she was much more likely to find it there then with a man and a woman pounding on each other.

"Sure!" Paul's eyes flew from the TV to his wife. Sarah, sitting between them, seemed almost as surprised but took it in stride. She smiled and nodded before both women turned to stare questions at the man.

"What? Now?" Sarah simply shrugged. "We're not exactly in what you'd call 'the mood', or at least I'm not."

A feral grin spread across Kelly's face. "I know very well that can be arranged." Sarah giggled lightly, but her face shared the hungry expression and her hand had somehow found its way to his thigh. A slight shift and he was uncomfortably aware of how close she was to his crotch. Kelly turned to look at Sarah. "So any ideas as to what we should do? He does have a point that we're not exactly in the most romantic, or at least erotic, setting at the moment.

Sarah was now absently rubbing Paul's inner leg even as she turned to talk to Kelly. "I'm not really sure. Remember I haven't done anything even close to this either." Her hand was slowly inching closer with each stroke. The motion of her hand sparked a warmth and dull pressure deep inside him. "Maybe you and I could go take a shower?" That was it. He felt the first pulse of blood as his body realized there was a possibility of this happening, even as his brain tried to convince itself they were still joking. "One thing I know, he needs to get naked first."

Paul looked at her in confusion but it was Kelly who answered his unspoken question. "No, it makes sense. First of all you're the hardest to embarrass of us. Second, it gives either of us two a chance to realize we're too uncomfortable about this before anything has gone too far." She paused a glint appearing in her eye. "And third it'll keep you from making a mess of your pants when you see us both naked and standing next to each other!" The tension finally broke as they all laughed.

They dragged him upstairs to the bathroom and sat on the edge of the tub leaving him standing. They were waiting expectantly. It was his job to begin this, make it real. He reached for the collar of his t-shirt and began to tug when he saw them look at each other. "He's an idiot." His wife merely nodded in response. They didn't just want to be naked first, they wanted him to strip for them. This was silly, they'd both seen him nearly naked and his wife had seen everything.

He sighed and dropped his hands to his side. 'The least they could do would be to give me some music.' His arms crossed his stomach to grip his shirt once more. Slowly he began to slide his shirt up his body. He'd never thought himself very attractive, not ugly by a long shot but not attractive, but both women had professed an affinity to 'his type of body'. He wasn't even aware that he shrugged, even as his shirt reached his chest. He also didn't understand how men could be aroused by a five hundred plus pound woman. To each their own. His shirt caught on his arms. They were mesmerized as he wiggled to free the shirt. Quickly it caught at his head before snapping free, hitting the wall as it escaped his grip.

His hands moved to his belt, but instead of unfastening it he simply hooked his thumbs into the loops. After a second, when it was clear he wasn't going further, they simultaneously look up in confusion. "You said one of the reasons was to give y'all time to back out. Well, I'm going to pause every step of the way. Even if you've both seen me in my boxers it's the principal of the thing." They nodded but he knew he had to be the voice of reason. In this situation he'd be the bad guy if things went wrong regardless of whether or not it was his idea, or even if he had objected. "I'm serious. In fact you're going to have to tell me to move ahead. Any hesitation and I don't." They met his eyes, seeing the determination there and nodded.

As one they spoke. "Get on with it!" He restrained the laugh that wanted to burst free. There was a desperation and hunger in both of their voices. He'd barely come to grips with the fact that his wife felt that for him but it was too hard to believe two women did. He avoided further eye contact by looking at his belt.

Slowly he slid the tongue of the belt from the strap, pulling it backwards. He used his other hand to pop the metal arms free then grab the buckle and draw the belt completely free of his pants. He moved to the button and quickly fumbled with it, letting it hang loose as he moved to the zipper. He held the top closed with one hand as the other slowly slid the zipper down. When it was undone the hand returned to the top and the quickly opened the flaps almost mockingly. He was glad he'd worn the tight black boxer-briefs that Kelly liked so much. Sarah actually hadn't seen him in them as he'd always considered them a little too form fitting for propriety.

He turned his back to them, knowing they both admired his firm butt. He flexed those muscles for them a couple of times playfully letting them know that it was for them, rather then modesty, that he had turned. Sarah giggled and Kelly actually reached out to grab it. He smiled at predictable antics. He bent over, letting his butt tighten once more, and slowly began to slide his jeans across it. As his pants reached mid-thigh he had to crouch slightly in order to reach. Not long after he was stepping out of them and resting them on the counter. Still crouched he turned his head to discover silent blank faces. The reality of what they were doing was beginning to sink in. He was fairly sure they would still tell him to go on at this point, no harm to them after all if he did and they all could live with Sarah having seen him naked. At worst she might compare future boyfriends unfavorably against her best friend's husband. Besides, he'd always considered some of her outfits far more arousing then anything he could possibly show her. Kelly would, of course, be upset with him for such self-destructive thoughts but she had yet to learn to read minds.

"You're not done yet!" He was laughing even before Kelly added her wholehearted agreement. He stood back up, his hands returning to his waistband. Keeping his legs together he slowly drew his underwear to the floor. He looked down as he crouched, he was slightly larger then he'd expected but no one would ever think to call him aroused. Looking over his should he stood and placed a foot on the counter. In his shrunken state the view wasn't very impressive but it was a first coy glimpse. He held the pose for a few seconds then brought his leg down and turned to them resting his hands behind him.

In turn he looked each of them in the eyes. He saw the nervousness easily but he was surprised by the hunger residing there as well. He had expected some in Kelly's, especially after the show he'd just put on. What surprised him was the intensity in Sarah's. They all openly discussed their sexual activities so he knew it hadn't been more then a few days but the intensity in her eyes was not only greater then in Kelly's, it completely dwarfed her friend's. The two looked at each other in confirmation.

Sarah reached over and slowly began to unbutton Kelly's blouse. Paul's eye's went wide as his wife reached first for her friend's pants. They were being careful, slow, enjoying the anticipation as they slowly worked the fasteners to the other's clothing. Sarah had to pause briefly when Kelly finished with the zipper long before her own buttons were all open. Kelly consciously leaned far forward as she reached to slide the pants off. The end result was her head inches away from very revealing silver panties. If Paul had to guess, knowing Sarah's preferences, they would turn out to be thongs.

By unspoken consent Kelly leaned back, her hands holding her weight on the rim of the tub, as Sarah finished removing the blouse. When the buttons were all undone Sarah let the ends of the shirt dangle as the tops caught on Kelly's breasts. The effect, when combined with Kelly's slightly arched back, was to emphasize her perfect d-cups. Sarah placed her hands at Kelly's waist and slowly slid them up over smooth skin. As she neared her chest she brought them center until her thumb and forefinger were cupping Kelly's ample bosoms. Gently her hands lifted the fabric, sliding across the black fabric of Kelly's bra to her shoulders, where it fell unceremoniously to the tub.

Simultaneously they seemed to remember Paul, turning to look at him. Blood was pulsing into his lust. He was maybe half his full size but he saw Sarah's eyes grow wide as she gasped. He'd never thought of himself as large, but enough women had told him that 7" long and nearly 2" across was very good sized that he believed it. She knew that but apparently seeing was truly believing. Eyes still wide she turned back to Kelly. "Trust me, it gets better still."

The blood rushing downward was causing the warmth he'd felt earlier to burst into a full blown inferno. Sarah was reaching for Kelly's bra, but his wife's eyes quickly darted to him before returning to her friend, a wicked gleam in them. Her hands grasped Sarah's and brought them to the buttons at her waist. She knew that Paul was more aroused by women in lingerie than naked and was putting on a show for him. This time they had to take turns as Sarah was wearing a very tight pullover.

Sarah guided Kelly to stand, hands never leaving her waist, and turned her to face her husband. She half stood herself as she ran her hands up exposed sides and into her friend's armpits. A little pressure on the inside of her arms was all she needed to lift her arms parallel to the ground. Sarah's hands slid back down her sides to her waist before circling around front to undo the button and zipper. Slowly she slid the pants down shapely legs, revealing a black thong. Kelly's underwear revealed even more as the fabric covering the front was almost completely transparent. As the pants hit the floor, and she began to step out of them, Kelly squeaked ins surprise. Sarah had leaned forward to first nip, then kiss, Kelly's pillowy butt.

When Kelly turned to face Sarah a sound that could only be described as a "purr" escaped their friend's lips upon seeing the revealing fabric. She quickly leaned forward and kissed the fabric, pressing her face against Kelly's soft flesh. A slight moan of surprise and interest was Kelly's only response. After a moment Sarah backed away slightly and Kelly crouched, bringing their heads level once more. She reached out and slowly began drawing Sarah's shirt upward letting her hands trail across pale skin. Sarah's bra was the same shiny silver of her underwear and held her perky c-cups almost against their will.

Again they turned as one to look at Paul. Again Sarah's eyes widened and her jaw dropped as she saw his full measure standing straight out from his body at the sight of the two. She managed to get her voice to work. "I don't think we need the shower."

"Trust me, we do." Finally Kelly turned from staring admiringly at her beloved's lust to look at Sarah. "You need to be more then just ready for that or else it can hurt."

Sarah nodded and reached back to turn on the water. She stepped into the tub and pulled Kelly in to stand with her as the water pooled around their feet, warming to the appropriate temperature. Never once did her hungry stare leave Paul's unit. The primal need in her eyes almost scared Paul. Kelly put a finger on Sarah's chin, turning her head into a deep kiss. The two had been friends for years and each put every ounce of emotion they felt towards the other into their lips.

They held the embrace and the kiss for nearly a minute. Sarah's leg lifted at the knee in an effort to push her closer to her slightly taller friend. Suddenly water shot from the showerhead and ricocheted everywhere. Paul was staring at two very wet bodies as their slight underwear clung to them. Kelly glared accusingly at Sarah when Paul noticed Sarah's foot on the shower switch. Sarah had the decency to grin sheepishly even as the women continued to be drenched.

Kelly was slightly flustered but Sarah was now firmly in charge. She reached back and unclasped her own bra, letting it drop into the water of the tub, before reaching down and peeling off the silver thong attempting to stick to every curve and crevasse. Even before she stood fully revealed Kelly had begun to mimic the process. Both women left the wet clothes to lie in the bottom of the tub forgotten. Their attention had returned to each other.

Hands roamed the supple skin of soft curves. Mouths met briefly before parting to explore sensitive regions of the other's body. Paul leaned back against the counter. He was afraid to masturbate for fear of orgasm before the event had fully started but the display, while stirring a whirlwind of pressure and need within him, was unable to continuously fuel his erection. After a moment's thought he grinned, realizing the women would feel guilty and take extra care to bring him to the very brink of climax as they revitalized him.

Sarah and Kelly avoided each other's most sensitive depths in their explorations. There would be plenty of time for that later, and it was unnecessary now as their intimate caresses quickly brought warmth and moist need to them. They continued to kiss and caress even after Kelly fumbled to turn off the water. Paul, feeling slightly uncomfortable and left out, reached for the door only to be stopped by a hand reaching around to grasp his penis. He looked up in surprise to see Kelly, eyes still closed, lips still pressed against Sarah, reaching over to stroke him slowly. Sarah's head came up with a gasp. "We should move to a more comfortable room!"

Kelly wrapped her other arm around Sarah's waist and leaned forward to suck on the shorter woman's neck. Connected to her two best friends she led them out of the bathroom, still dripping wet, and into the bedroom. She forcefully guided Paul to the edge of the bed before pushing him backwards to sit. She released Sarah and stood back a moment. The three took a moment to finally take the measure of each other's full splendor. They basked in the naked beauty spread out before them.

Finally Kelly broke the spell by grabbing a couple of pillows from the bed and tossing them on the floor. Harshly she slapped Paul, an order to move so she could throw back the sheets. Once he was settled again sitting at the edge of the bed she turned to Sarah. "First you get to see what I've been complaining about all this time before you get to know the joys." Sarah and Paul realized the accidental placement of a pillow at his feet was no such thing. The twinge of nervous fear returned to Paul as he watched Sarah casually kneel between his slightly spread legs, hungry eyes consuming his body.

Her hands reached for his knees and spread them as wide as she could. The result unbalanced him, forcing him onto his back. His extra height, even when sitting on the edge of the bed, forced her to kneel fully extended in order for her head to be above him. She was staring between his legs grinning in feral anticipation now that his secret had been revealed. He watched her shift slightly, lick her lips then lean forward. She was only an inch away from him when her eyes flew wide. She moaned, her forehead dropping to press against his hip. Paul lifted his head slightly and he grinned at what he saw. Kelly's legs extended away from the bed. Sarah would taste the first pleasure even as she discovered Kelly's most difficult task.

After a few more moans and a moment to catch her breath she lifted her head once more. He had grown slightly as his body reacted vicariously to her pleasure. She leaned forward, fighting the slight tremors Kelly sent through her body, to take him fully into her mouth. She opened further to take in some of his loose skin. His breathing increased. He knew she wouldn't be able to hold that much when he began to grow but he enjoyed her attention.

She began to suck, drawing blood in to engorge his organ. The effect was only marred by the fact that she frequently needed to open her mouth in breath through increasingly constant moaning. Soon her mouth was forced higher when he had grown large enough to brush the top of her pallet. His breathing was heavy, her ministrations being made more effective by her ever increasing pauses and penetrating vibration of her constant moans. She began to writhe against Kelly's attention. The wiggling body caused her head to press against his groin. He gasped at the added pressure, finally growing to his full girth. Her body pressing her forward and his sudden growth resulted in an inadvertent deep-throat. He was unable to do anything to help her from his position as he groaned and shuddered under her. It required all of his concentration to keep his hips from thrusting deeper down her already full throat.

Sarah's hands gripped his knees hard as her head flew back. "You have to stop!" Paul smiled, he'd heard that often enough as he and Kelly did 69 and she finished before he was fully ready. He knew the moment Kelly backed off when Sarah's head once again collapsed against his hip. His breathing steadied even as she tried to catch her breath. She caught the motion out of the corner of her eye at his first pulse signifying he was once again shrinking. Feebly she lifted her head to once more take him inside her mouth.

With her first intake he was back to full size. Lacking the strength to work him fast she decided to see how much she could take in. Working slowly and carefully she managed to reach his base. His gasp bordered on a scream. Kelly occasionally treated him to the effect and it never failed to blast through his senses. His scream was quickly cut off as Kelly lowered herself onto his waiting mouth. He could barely breath. His mouth opened to taken in her engorged clit. Her actions with Sarah both in the shower and on the floor and the sounds of his reactions had made her more then ready for him. Within moments she was moaning.

One hand left his knee. He was pretty sure Sarah begun to stimulate herself, a belief that seemed to be confirmed when she began to moan even as she returned to the base of his shaft. He was close but he held himself back. He tried to tell her to stop but Kelly merely pressed harder against him. He was skating a fine edge, one that he knew would amplify the final release, but he also knew that the slightest thing would upset his control.

Slowly Sarah lowered herself to his base and equally slowly she would pull herself free. He continued to suck Kelly in. His tongue would flick out to play with the captive flesh. She was writhing, bucking and screaming, moments away from her own climax. Once again he tried to warn the women, this time screaming into heavenly legs. If they heard they were beyond caring.

Kelly and Sarah screamed almost simultaneously as both froze with the instant paralysis of climax. The combination of their orgasms, the scent of Kelly's lust flowing down his face and into his mouth, and the muted scream as Sarah thrust herself to his base and beyond, broke the last of his control. Even as the women returned to motion he exploded. This time Sarah expected the reaction, quickly pulling back until she covered only his tip. Shaking, her other hand moved from his knee to the base of his member pushing down as her mouth had moments before. The pressure, his need, rushed from him into her. She took it in, swallowing frantically, as she massaged even more pleasure from his body.