That Night

The taxi ride home was torture and felt like it had taken forever, such was the anticipation of what we all knew was to come next. I was sat in the front seat trying to make small talk with the driver whilst Katy and Mark sat in the back, giggling and whispering like horny teenagers, which they were little more than at this point. To the driver, I’m sure it looked and sounded like it was they who were the couple and I was the single friend in the front seat.

It was killing me that I couldn’t see what they were doing back there, if indeed they were doing anything at all. The only thing I could do was internally beg the driver to hurry up and get us home.

Weeks of anticipation had built up inside me since Katy had first floated the idea of wanting to sleep with Mark, following somewhat of an open conversation between us about what we could do to spice things up in the bedroom. Don’t get me wrong, we had a pretty healthy sex life, but part of me knew that Katy wanted more, and from the instant the idea popped into the conversation I could tell how much she wanted it. How much we both wanted it.

We both knew that Mark was a still a virgin, or at least we thought so, and the thought of being his first and having him be completely under her control had sent an irresistible tingle through her. He had been the first and only choice if we were going to do something like this, as he ticked all of the right boxes immediately. He was someone that we both knew, and that we both knew we could trust, and at the same time he was someone I wasn’t going to feel intimidated by. He was a decent looking guy but a complete sexual novice. We both felt safe and perfectly secure at the thought of bringing him into our bed. Safe in the knowledge that it would remain our collective little secret.

The hard part for me had been how to put the question to him, completely out of the blue and after years of friendship between the three of us. I mean, how did you ask your best friend if he would like to fuck your girlfriend? No matter how much you knew he wanted to.

We had been best friends for almost ten years, since we were just 11 year old schoolboys, and I knew him probably as well as I knew myself. He had always been the quiet and shy type and had never really shown any interest in actually having a girlfriend that whole time, though I had seen him looking longingly at girls many times over the years. I had especially noticed the way he looked at Katy on the many nights out we had shared together. Be that as part of a bigger group, or even when it was just the three of us. I didn’t mind though, and if anything I think I had probably always liked it. I could hardly blame him or anyone else that stared at her.

Katy was a couple of years younger than Mark and me. Short, blonde, curvy, and incredibly sexy in a very shy and understated way. She was never the type to wear the little skirts or the high heels, always preferring dress trousers or jeans, but she was extremely pretty and had always caught the eye of the boys since she was young. Whilst she was quiet and shy a lot of the time, when that feeling of wild lust did take her, she could become an irrepressible fireball of passion.

It had taken a solid week and several beers for me to work up the nerve to put the idea to him. But, sure enough, when I finally did pop the question, once his initial shock and shyness had passed, Mark had nervously conceded that he would definitely be interested in the no strings fun being offered. After he had repeatedly asked if I was being serious, he had worn a face like a giddy puppy that whole night. I can only imagine how excited he was at the sudden prospect of losing his virginity to Katy in a threesome.

Once he had accepted that the offer was real we had spent the night drinking beer, shooting pool and talking like horny schoolboys. Mostly talking about Katy and about what might soon be to come. Strings of excited questions had almost fallen out of his mouth, thrown up by his excited virgin mind at a pace he could barely keep up with.

“Does she do this?”

“Does she like that?”

“Would she do that to me?”

“Do you think she would like it if we did this?”

“Do you think she would she let me do that?”

“Would you let me do that to her?”

There is no denying that as a result of that conversation we had both left the pub that night feeling incredibly horny. I couldn’t wait to get home and tell Katy all about how he had said yes. She had been even hornier than I was, and had made me recite as much of the conversation for her as I could, word for word. She had especially loved hearing about how much Mark had talked about wanting her and she demanded all of the details we had discussed. I had given her the full rundown whilst I fingered her right there in the living room, feeling her quiver and gush all over my fingers as she came, hard and long thinking about how much she wanted to feel my best friend’s virgin cock inside her.

Over the following weeks several messages had been exchanged, flirty comments had been passed and we had all agreed to go out, have many drinks and see what happened with no obligations.

Now, I gazed out of the taxi window at the passing night, remembering what Katy had said to me in the club barely 25 minutes before. We had been out all night, progressively getting flirtier and braver, and she had spent the last half hour pressed tightly between Mark and me in a darkened corner of a busy club, dancing hot and heavy between us both. Grinding her body against each of us in turn whilst we caressed her enthusiastically. I had leaned back to take a drink and Katy had yelled into my ear above the music.

“I think he’s hard”.

My eyes had snapped to hers as I felt my already thumping heartbeat quicken even more. I had been anxiously waiting for that first moment when things would go from flirty to naughty and that was it. She was smiling and looking as excited as I could ever remember seeing her. Mischievous, nervous, almost alive with lust and virtually licking her lips with anticipation. I had known that she was asking me for permission, though as was her way, she wouldn’t actually say it.

That, for me, had been the first watershed moment. We all knew what we wanted to happen when we had agreed to go out that night, and it had been planned for weeks, but that was the moment it had escalated from being drunk friends talking a good game and fantasising, to my girlfriend saying “Can I touch your best friends hard cock…. Right now”.

An exceptionally small part of me had panged with a flash of childish jealousy, and there is no denying that I was suddenly a tiny bit apprehensive. After all, this was to be new ground for all of us, but it was definitely a big moment in mine and Katy’s relationship. Indeed, it was a very big moment in our friendship with Mark too. But in that brief blink of an eye, my response was almost immediate. There was no way I was going to say no. Not at that point. I leaned into her ear and gave her the green light she had wanted.

“You better enjoy it then” I had yelled back.

She kissed me hard and leaned herself back against Mark without another word. Right away, I watched as she reached her right hand up behind her head to pull his face into her neck, whilst quickly slipping her left hand down behind her back to his crotch.

She had given me an immediate and highly mischievous grin, running her tongue along her teeth and pulling him harder into her neck, closing her eyes as she rubbed against him. I ached with yearning as I watched him visibly melt into her, reaching his own hand around to cup and firmly squeeze her generous breasts. I knew she would have loved that.

And with that, the touch paper had been lit.

I had frozen for a split second as I caught a fleeting glimpse of his tongue running along her neck, before quickly realising that I couldn’t resist any longer and I had moved back in to join them. Pressing my own stiffening cock against Katy as she writhed between us to the thumping beat of the music. I remembered how I had placed my own hand lightly on her arm as she was gripping and rubbing Mark’s cock behind her back. Feeling her arm moving and knowing what she was doing as I felt her muscles flexing drove me wild.

Whilst I had known that she wouldn’t, because Katy had never been such a risk taker, as we danced together I had imagined how she could have even slipped his cock out through his fly and into her bare hand. My mind had buzzed at the thought of how at that very moment she could have been smearing his sticky pre-cum all over her hand while she played with him.

It was absolutely time to leave.

Tearing my thoughts away from the past, I brought myself back to the present and the agonising taxi ride, realising that my loins were now aching to the point of discomfort. Mark and Katy were still whispering in the back, making my mind race. Had I just heard a kiss? Surely not. We had never talked about kissing rules.

‘How had we not talked about kissing??’

‘Would she kiss him?’

The thoughts raced through my head. Did I really even mind, considering that I literally could not wait to watch her fuck him? Probably not, but my mind raced nonetheless and I simply had to know what they were doing back there. I just needed one little look.

I turned my head casually and shifted in my seat, asking the taxi driver some inane question to which I didn’t care at all about the answer. I glanced into the back for the most fleeting of glimpses. Barely a second. They weren’t kissing, but I could see her hand was rested extremely high up on the inside of his thigh, where I had no doubt her pinkie finger was pressed discreetly but deliberately up against his crotch.

Knowing how she had been rubbing his cock in the club, I had no doubt that she had indulged herself further at least a little bit on the ride home. I could also see his arm disappearing behind my seat, to what I assume would be a similar position high up on Katy’s leg, but I couldn’t see as she was sat behind me. I swallowed hard at the thought that he could be pressing his fingers up between her legs and quietly rubbing her pussy through her trousers. They would have been more than thin enough for her to feel and enjoy a firmly pressed finger or three in the right place.

At that moment I wanted Mark’s hand to be between her legs more than anything. I pictured his fingers wedged hard up between her relaxed thighs, firmly rubbing through the material and thought how maybe that could be why she was giggling. A nervous reaction, perhaps trying to hide from the driver what were actually sighs and soft moans as she throbbed under his touch, biting her lip and squirming against his hand behind my seat.

I allowed my hand to drift down and discreetly squeezed my aching cock in the darkness. I could feel myself pulsing and squeezed harder and faster to the rhythm of the passing streetlights as we sped through the night. Just when I felt I was about to begin losing my mind, and after what had felt like an eternity, the car pulled to a stop outside our small home. It was 2:15am, a little over 40 minutes had passed since that first moment in the club, but as late as it was, I knew that Katy was still aching for more.

I quickly paid the fare while she led a suddenly sheepish and slightly nervous looking Mark firmly by the hand towards our front door. It looked like perhaps this was his own watershed moment. Away from the flowing drinks, the thumping music and the comforting darkness of the club, it appeared to have struck him that he was about to walk into the home of his childhood friend with the intention of fucking his girlfriend, who was herself a long term friend to him. Even more significantly, he was about to touch a woman for the first time, at least as far as we knew, and have her touch him too.

As excited as he no doubt was, I could only imagine how nervous he must be also. It crossed my mind then that perhaps it wasn’t going to happen after all, and at that moment I honestly didn’t know how I felt about it. Maybe watching Katy dance against him and rub his cock behind her back would be enough for us all this time round? I didn’t know.

The door swung open and Katy quietly led Mark inside by the hand. I followed behind and had already taken this as my signal to step back. It was now down to Katy. We had all agreed that if anything were to happen then she would be the one to initiate it. And if at any point she decided that she didn’t want to, even if she were to change her mind at the most inappropriate of times, then everything would stop and that would be the end of it. We would just try and simply laugh it all off the next day.

I stepped inside to the dark hallway, closing and locking the door behind me. Katy hadn’t turned the light on and I could see her and Mark stood together in the gloom ahead of me at the foot of the stairs. It looked like he was maybe looking suddenly sleepy, and perhaps he could have been. After all, it was now very late and we had been out drinking for several hours, but I thought it was a smart but simple ploy on his part to move quickly upstairs without any awkward small talk. I think Katy sensed it too and she duly played along.

“I think we should get him up to bed” she said. “I think he might’ve overdone it”.

“Okay”, I agreed. “You take him up and get him sorted. I’ll be there in a minute”.

I turned the stairs light on and followed them upstairs, with Mark leaning against the bannister the whole way up. At the top, they turned right and disappeared along the landing towards our bedroom as I excused myself and went straight ahead to the bathroom.

Leaving the two of them alone had been how Katy had decided it should go at first, so that she could try to set Mark at ease on her own. There was a big crack in the old wooden door to our room, and we had talked about how I would leave them for a few minutes and then sneak up to the door to see what was happening, joining them at my discretion. She had said she wanted him to feel as comfortable as possible if it was going to happen, and I had agreed. It made sense for me to step back. I heard the bedroom door click closed behind them and I took the biggest deep breath I have ever taken in my life as I stepped into the bathroom alone.

I leaned on the wash basin and looked at myself in the mirror as I splashed some cold water on my face. I was so turned on that my balls were actually hurting, but the conflict of emotions were beginning to creep in, which I had fully expected. As excited as I was, it was dawning on me that I was actually going to let my best friend fuck my girlfriend, who I loved very much. Or, more significantly for our relationship, I was going to let my girlfriend (who I loved very much) fuck my best friend. Somehow it seemed like a bigger deal when I thought about it that way, allowing myself to accept that Katy wanted him. That she wanted to feel him inside her. So, as I stared at myself in the mirror, fighting with my emotions, I knew I had two very big questions to answer.

`Did I really want to do it? And if I didn’t, would I really take it away from Katy, knowing and seeing just how much she wanted it?’

The thought of watching other people having sex in person had always been a huge turn on for me, so the thought of watching Katy playing with someone else seemed like a natural progression to that. But that was before, and this was now; and I had to admit to myself that it did feel different. A fantasy is one thing, but at that very moment, Katy was in our room looking to actually seduce my best friend.

…. And I liked the idea.

After what felt like an hour, but was probably little more than a couple of minutes at the most, I gathered myself up and stepped out of the bathroom. I crept silently along the landing with my eyes never leaving the closed bedroom door and the sliver of light emanating from the long crack that would serve as my peep hole. I made a huge effort to breathe as quietly as possible, because whilst Katy knew I would be there, and Mark probably guessed it, I didn’t want to disturb whatever they were saying or doing. I wanted whatever was happening to be as organic as possible.

Drawing in long, silent, open mouthed breaths, I finally made it up to the door. Straining above the frantic thumping of my own excited heartbeat, I tried to hear any little sound that might be audible from the other side, and found that I could make out their muffled voices surprisingly easily. Certainly more than I had expected. I swallowed, hard and dry, and slowly lowered my eye to the crack.

Mark was sat on the middle of our bed with Katy sat to his left, being my right as I watched them. He was leaned back on his left hand, turning slightly to face her and she was leaning on her right hand, turning to face him. It looked like they had just been talking, nothing more. Katy giggled, continuing their conversation. It looked like I had gotten to the door just in time.

“…. So if you still want to… can I kiss you?” she asked.

Her conversational smile had given way to the smouldering look I had seen so many times before, as she brought her left hand up to gently touch his cheek. I hadn’t expected the tenderness, but I could see that Mark was really nervous. He was visibly trembling. My heart fluttered and my cock throbbed all at once as he smiled and nodded shyly, leaning forward to her waiting mouth. She reached behind his head and pulled him in as she rose to meet him, closing her eyes and submitting to her desires. It was a deep and passionate kiss. One that she had been waiting for, and for some time too.

The instant their lips touched, every single emotion in my body went crazy; and for several seconds I couldn’t breathe, move or even think at all. I was completely and utterly overwhelmed by a sudden and uncontrollable barrage of jealousy, betrayal, lust, love, hatred, joy, and countless other emotions. Part of me wanted to burst through the door and beat the shit out of them both right there and then, but another part of me was absolutely captivated and wanted to watch them forever.

My heart raced, my vision blurred, my fists clenched, my loins ached…. Every emotion I had ever known fizzed through my body. I had never experienced anything like it. I realised then how stupid I had been to even think of the question as to if they would kiss. Of course they would…. But the question now became could I handle it? I took a long, deep, shaking breath and focused back through my peep hole.

They were still kissing, slowly but hungrily, but I could see that Katy’s hand was now expertly working down Mark’s shirt buttons, popping them open one by one. With the last one released, she took her hand and slipped it inside to his naked waist. He flinched at her touch and I heard her giggle mischievously against his mouth, flicking her tongue out and licking his bottom lip before locking her lips with his again. I could hear that their breathing was already becoming excited and heavier, as was the need to squeeze my now aching cock. I reached down and felt the bulge throbbing inside my trousers, squeezing firmly I allowed a gentle sigh to escape as I exhaled deeply. My emotions back under control, at least for now.

Still inside Mark’s now open shirt, Katy’s hand slowly slid up and over his naked chest to his shoulder, where she guided the garment up and over, dropping it down his arm. She continued to kiss him as he dutifully slipped his hand out of the sleeve and raised his now bare arm to place his hand to the back of her head, cupping her ear and drawing her into him greedily.

Their kisses intensified and I squeezed my cock harder as I noticed their tongues exploring each other’s mouths, each of them as hungry as the other. Katy brought her left hand up to Mark’s hand as it rested by her face. My heart almost thundered out of my chest as she took it and pulled it down to her left breast, where she promptly moved her hand on top of his and pulled it firmly against her aching bosom, telling him how she wanted him to squeeze. His hand closed around her soft flesh and I ached in my loins as I heard her groan with pleasure against his mouth.

Breaking their clinch, Katy sat herself up and slowly started to unfasten the buttons to her blouse. Working from the top down, she never dropped her gaze from Mark who had returned to leaning back on his now bare arm. He watched her excitedly, his breathing shaky.

“My turn?” she grinned at him as she popped the buttons.

He nodded and enthusiastically shed the rest of his shirt. He never took his eyes off Katy as she slipped out of the blouse, tossing it to the floor behind her. Then, leaving only the clasp to keep her black bra in place, she slipped her arms through the straps with practiced efficiency and knelt up on the bed, playfully squeezing her covered tits together for Mark to see.

“So….” she cooed at him as she squeezed, pulling down the cups to reveal a tantalising view of the naked flesh underneath “… Do you still want to play?”

Eyes wide with excitement, he nodded and grinned, seemingly unable to speak. Katy held out her hands to him and licked her lips. “Come and get me then”.

Behind the door, my heart was thundering as I watched Mark rise to his knees and take my girlfriend in another passionate embrace. Kissing her passionately and burying his face in the crook of her bare neck. I could hear her gasp and sigh with pleasure at the feel of his kisses and his tongue on her bare flesh, and at the feel of their hot semi naked bodies finally pressed together.

I unzipped my fly and released the clip on my trousers, letting them fall to my ankles as I pulled my rigid cock through the front of my boxers. Pressing my eye back to the crack, I slowly started to stroke myself. I almost gasped at how sensitive I already was to my own touch.

On the bed, still kneeling together and with their lips still locked, Katy had her left hand on Mark’s hip but I could see her right hand was now hungrily rubbing and squeezing at the very visible bulge at his crotch. I could see that as she touched him, he was gently moving his hips with the rhythm of her hand. I matched the strokes of my own cock to that of his thrusts against Katy’s hand, trying to mirror their movements.

Katy broke their kiss and pushed Mark’s hungry mouth to her neck and collar bone. Her breathing had become ragged and I could hear from her short breaths that her aching need to be fucked had increased. She had always loved to have her neck kissed and licked, especially while she was having her pussy fingered, so I knew what was coming next. My heart fluttered as she took Mark’s right hand with her left and guided it between her legs.

“…. Here.” She said; and pulled his hand up into her, pressing his fingers hard into the hot, damp crotch of her trousers. She groaned with pleasure and leaned into him, laying her face against his bare shoulder as she immediately began to grind herself on his fingers, holding them in place with her own guiding hand whilst still continuing to rub at his hard bulge with increasing urgency. Laid on his shoulder, her face angled perfectly towards the door, I could see her looking directly at the crack — looking at me — knowing that I would be watching her.

Without looking away, and knowing I would be watching her every move, she licked her lips and ran her tongue along Mark’s collar bone and down his chest to his nipple, which she greedily took into her mouth. I heard him let out something between a guttural sigh and a surprised gasp as she teased at his nipple with her teeth. She grinned at me, letting me see Mark’s now erect nipple as she held it playfully between her teeth before giving it a last flick of her tongue and raising herself back up. She silently blew an air kiss my way before turning away and burying her mouth against his bare neck.

I could feel the burning urge to cum creeping up on me and reluctantly released my now sticky cock from my grip. I could feel the throbs becoming uncontrollable as I watched, and I certainly didn’t want to cum yet. There was so much more to see.

“How do these things work?” Mark chuckled bashfully.

He was trying to unfasten Katy’s bra with his left hand as he massaged her crotch with his right. Katy giggled and leaned back, finally releasing her grip on his bulge and on his hand between her legs. She reached behind her back and swiftly unhitched the clasp.

“Just like that” she giggled, letting her bra fall to the bed between them, finally revealing her amazing 36DD breasts. I watched Mark’s eyes light up at the sight. His first real and unhindered look at her previously forbidden flesh. Ample as they were, they were beautifully pert and I could see her nipples were piercingly hard, aching to be touched. She leaned backwards, resting both hands behind her on the bed and arching her back, inviting him to descend upon them.

His mouth was already on its way towards her before she had even leaned all the way back. Shifting his weight on to his left hand as he moved over her without hesitation. I watched in slow motion as her swollen right nipple folded under his wet tongue, which he drew hungrily across her aching flesh as he swept it into his mouth.

I heard her groan again as she reached for Mark’s right hand, which he had placed briefly on her left hip, and pushed it back between her legs. Again, she pressed his hand hard into her, showing him exactly how firmly she wanted to be touched. He must have been getting the idea because I could see that she had immediately started to grind her hips faster. She released his hand, trusting him to continue without her direction; and placing her own hand back behind her, leaned back fully, almost riding his fingers, which were now frantic between her writhing thighs.

It wasn’t long before her groans became louder. More urgent. I took hold of my still throbbing cock again as I continued to watch from behind the door, completely mesmerised. I couldn’t take my eyes off the sight of Mark’s fingers furiously rubbing at my girlfriend’s no doubt throbbing mound. I could hear her breathing becoming heavier and I could hear the hissed whispers as she encouraged him.

“Aw…. Yeah” she panted between snatched breaths.

She didn’t sound like she was going to cum, but there was no mistaking that she was really enjoying what she had taught him to do. Hearing her verbalising her pleasure just made me ache even more. Her head was back, her eyes were closed and she was now unquestionably lost in the moment. It was beautiful. I’d never seen her this sexually excited. This desperate to fuck. This desperate to BE fucked!

She pushed him up, following him immediately to their previous kneeling position where she flung her arms around him pressing her naked breasts against his bare chest. She kissed him hungrily and he reciprocated with just as much passion, their tongues now swirling together. His nerves were visibly reduced. I was sure the point of no return had now passed and I was aching to join them, but at the same time I was enjoying watching how much Katy was revelling in the moment. She had completely surrendered to her desires and nothing that turned me on like the sight of her being sexually uninhibited.

I didn’t want to join them just yet. I was more than enjoying myself right where I was. I could feel my cock twitching in my hand and could literally bring myself off at any second. The swirling thoughts of what else I was about to see only made me throb even more. With my own breathing quickening, I stepped out of my fallen clothes and pressed my eye back to the crack in the door.

Still kissing, I could see Katy was now enthusiastically unfastening Mark’s trousers. She had already unhooked the button and was just sliding the fly down over his firm bulge. My heart pounded as she slipped her hand out of sight and onto what I assumed was the barely covered raging hard on of my best friend.

“Mmmm…” she said against his lips. “I want that.”

She placed both hands on the now slack waistband of his open trousers, hooking her thumbs over the top; and in one smooth motion she slid them down, underwear and all, exposing his bare arse cheeks. The front slipped down only as far as the base of his hard cock. I could see the wisps of his pubic hair protruding above his boxer shorts, which were now caught up on his hard length.

The anticipation of finally seeing his cock was almost as exciting for me as I assumed it was for Katy. Not just for the basic primeval curiosity as to how his manhood visibly compared to my own, but because I wanted to see her reaction to it. Having taken her virginity in our late teens a few years earlier, I could not wait to see what she would do with her first cock that wasn’t my own, and how she would touch it for the first time. Nor could I wait to see how Mark would react to her touch.

She continued to kiss him as she reached around and placed her hands triumphantly upon each of his naked buttocks, squeezing hard and pulling his barely covered cock firmly against her. He leapt at the touch of her hands on his bare cheeks and then exhaled deeply into her mouth as his cock pressed against her slowly gyrating pelvis.

She released her squeezing grip on his arse and pulled her face back from him, taking a deep breath and looking purposefully into his wide and nervous eyes. Her hands slid from their respective cheeks, tracing the descended waistband around to the front, where they came to rest at either side of his barely covered manhood. His eyes were locked on hers. His breathing was shaky. Nervous again, but excited beyond control. I could see his whole body was practically vibrating.

She took her right hand and ran the back of her fingers through his pubic hair. Then, without further hesitation, and still without dropping her eyes from his, she slipped the strained waistband down to release Mark’s throbbing cock.

Behind the door, time stood still for the briefest of seconds and my peeping eye was drawn to two things simultaneously. Firstly, Mark’s cock was about the same size as my own. Maybe a little bit bigger, but he was what I thought I understood to be “average”. Whilst I hadn’t anticipated developing any childish insecurities, I now knew there was no need for any inferiority complexes. The second thing I noticed in that frozen moment was that the tip of his uncut cock was literally oozing pre-cum, such was the level of his excitement. His foreskin was slick with it; and as his cock stood proud and free, a lone bead of sticky pre-cum had formed and was ready to drip at the slightest throb.

My mouth was dry. My breaths were coming in shortening gasps, so shaky that it seemed like I could actually hear my thumping heartbeat on every exhale. I continued to stroke my own throbbing member as I willed her to take the inevitable step of touching his. My best friend’s hard cock. I barely had to wait at all as Katy glanced down and took her first look at his twitching erection, proudly extending towards her.

She bit the corner of her bottom lip and then looked back up to Mark, who was wild eyed with excitement, but at the same time looked completely terrified. Unable to resist for another second, she wrapped the fingers of her right hand loosely around the base of his manhood and drew them purposefully up his length. Mark inhaled deeply at her touch, and even more so when she slid her hand back down again, deliberately drawing back his pre-cum slicked foreskin. Expertly, she took his natural lubricant with her as she slowly began to move her hand up and down his cock.

I heard him take in a long breath through clenched teeth, gasping at the feeling of his throbbing cock finally being stroked by a hand that was not his own. I wished I could see the look on his face but my attention was fixed on the sight of Katy’s hand confidently working his hard length. Her fingers shiny and slick as she smeared the oozing pre-cum all over his shaft.

“Yeah?” I heard her hushed voice cooing to him as she wanked him.

“Mmmmmm……” He exhaled deeply, unable to say more. I could see that he had leaned himself back slightly, lifting his hips to extend his cock to her completely; gently winding his hips in time with her hand, thrusting up to match Katy’s downstroke. She began to move faster, drawing her hand all the way up and over the exposed head of his wet cock. Her hand slipping quickly up and down, up and down, faster and faster. I could hear the satisfying sound of her lubricated palm slipping over him.

I heard him groan and his entire body stiffened. He was about to cum and I was suddenly desperate to see it. Time slowed down and I stared at his cock, aching to see his hot load shoot all over Katy’s hand. Behind the door, I began furiously working my own hard on, convincing myself in an instant that I would love to cum as I watched my best friend’s hot load spurting all over my girlfriends’ hand. But it wasn’t to be.

In the blink of an eye Katy flamboyantly released Mark’s cock and watched it for a split second as it throbbed and twitched of its own accord, bouncing and teetering on the edge of climax. Sensing that it was almost too late she grabbed his cock again, firmly, just below the head, and squeezed as hard as she dared, stopping him from throbbing himself over the edge. Her hand was motionless. Her knuckles white with the squeezing pressure.

I held my breath. She held hers… And Mark let out a long gasping chuckle of a groan as his twitching cock calmed itself in her grip. Katy looked exceptionally pleased with herself and almost purred as she released him.

“Mmmmmmm… not yet” she cooed and pushed him back on the bed, where he wilfully collapsed onto the pillows the far side of the bed as I watched them. My side of the bed. His cock, swollen and rigid, bobbed as he swiftly kicked off the remnants of his clothing. Katy slid herself down next to him. Laying on her back, she lifted her hips off the bed and quickly slipped her own trousers down past her knees, before flicking them off the ends of her feet. Leaving herself naked beside him but for her lacy black knickers, that she had bought and worn just for the occasion.

I licked my lips behind the door as I watched her slipping out of her clothes, gazing longingly at that wonderful place between her legs, hidden now by nothing more than a thin sliver of black lace. I imagined how wet she must be beneath it. I couldn’t wait to feel it, and I couldn’t hold myself back from joining them any longer.

I quickly unbuttoned my shirt and let it fall to the floor behind me as I stepped out of my fallen trousers and boxers, my eyes still pressed to the door as I undressed. I could see Mark was raining kisses all over Katy’s naked body and his left hand had disappeared between her legs. With the way her leg was slightly elevated, from the angle I was at I couldn’t see if it was in her knickers or on top, though from the way she was suddenly gasping and drawing in breaths through her teeth I had to assume his fingers were now inside her or working a very swollen clit.

Taking one last look through my peep hole, I reached down and yanked off my shoes and socks, turned the door knob and quickly stepped inside, turning off the bedroom light and moving into the electrified darkness. Thanks to the streetlight pouring through our thin curtains, there was still a gentle glow of gloomy light. I could see that Mark hadn’t reacted at all to my walking in and he was still working all over Katy’s neck and left breast with his kisses.

The first thing that struck me as I stepped into the bedroom was the sound. While I could just about hear things clearly enough behind the door, now I could hear everything. The smack of his kisses on her skin, her panting breaths and the sound of their bodies writhing on the bed. I made my way quickly across the darkened room to Katy’s side, descending upon her without a word passed between any of us. I took her right breast in my hand and could feel her nipple, bullet hard against my palm as I ran my tongue along her collar bone.

Trailing my tongue up her neck, I found her mouth, hot and waiting in the darkness. I kissed her, feeling her lips all swollen from her passionate clinches with Mark, but she welcomed my arrival hungrily, reaching behind my head and pulling me into her. My mind buzzed with excitement each time she gasped against my kisses, knowing that her squirms and moans were caused by Mark passionately lapping at her left nipple and his hand between her legs.

I released her breast and began to stroke my cock in the darkness as I kissed her, slowly moving away from her mouth, back to her neck, to her collar bone. I stared across at Mark as I trailed my tongue down over her chest, bringing my head almost alongside his whilst he greedily kissed and licked, which I knew she loved. She groaned deeply as I took her right nipple into my mouth and I felt her hand fall onto the back of my head as she had also done with Mark. She was now in her element, holding both of us against her as we devoured her.

My cock was dripping pre cum and I delighted in smearing it up and down my length, lubricating myself as I rolled her nipple around with my tongue. I took to one knee beside the bed, stroking myself in the darkness, listening to Katy’s groans while she writhed beneath our collective touches. I could feel her hips grinding and responding to Mark’s fingers as they played with her.

I tore myself away from her hardened nipple and lifted my head to steal a look at the sight of my friends hand burrowed between my girlfriend’s legs. My eyes were quickly adjusting to the gloom and I could make out his hand working back and forth beneath her black knickers, which he had slipped under from the side, at the crotch, rather than under the waistband. All nerves and apprehension now clearly forgotten, he was hopelessly lost in the moment. Focused solely on satisfying that most primal of instincts. I could hear the sound of his lips and his tongue smacking on her flesh and the sound of his excited breaths billowing against her.

Noticing that I had lifted away from her, Mark moved to make both of Katy’s breasts entirely his own. He slipped his hand from inside her knickers and lifted himself to his knees beside her, running his tongue back up her neck and leaning over her to kiss her again whilst wrapping his palms around her soft flesh. Her hard nipples engulfed beneath them.

Listening to the wet sound of their tongues swirling together, punctuating the breaths they snatched in between, I quickly took my chance to finally slip a hand between her legs and feel her raging lust for myself. Releasing my cock, I ran my now sticky right hand down over her stomach and then to her hip, wiping my palm along her body and then tracing the elastic of her knickers to the lace below. The material was warm and damp to the touch, and I could feel the soft stubble of her partially exposed lips as she lay wet and yearning.

She groaned deeply into Mark’s mouth as I slipped my fingers through the side of her knickers, just as Mark had done, and straight between her deliciously wet lips to her clit. It was strikingly hard and slick with her juices. I rolled my fingers around it with ease, listening to her gasping with pleasure as she devoured Mark in the darkness. I could feel her hips gyrating, grinding herself against my fingers as much as I was rubbing her.

Pressing my thumb against her clit for her to continue to grind against, I slipped my two middle fingers down and inside her swollen pussy with ease. She cried out with pleasure at the intrusion and bucked under my hand, fucking my fingers and grinding her clit on my thumb at the same time. Her soft wet flesh was so swollen and hot around my fingers that I could tell immediately that mine were not the first to have been inside her recently. I revelled in the knowledge that Mark had not just been rubbing her pussy in the darkness, he too had felt her hot wetness wrapped around his fingers, as I did now with my own.

It soon became all too apparent exactly how close Katy was to the edge. With my fingers extended inside her, she opened her legs as wide as they would go and drew her knees up to her waist so as to allow me deeper. I could feel the hard yet spongy ball of her G-spot grow suddenly firm under my fingertips as I hammered my fingers deep into her, faster and faster, concentrating my pressure on that swelling ball. It grew firmer under my fingertips with every rapid stroke. I heard her begin to groan louder, drawing in sudden deep ragged breaths and exhaling hard against Mark’s flesh. Her sound was muffled as if her mouth was suddenly buried into the crook of his neck.

The quickening deep breaths became shaking pants. Her groans becoming louder, faster, desperate and finally uncontrollable. I could feel her movements beneath my hand suddenly increase as she drew in one last breath and began to moan, louder and louder. Her whole body tensed and her pussy gripped my pounding fingers as she grabbed Mark hard and held him against her, unleashing the shattering sound of her orgasm against him.

“… FUUUUUUUUUCK!!! OOOHHHHH YEAH…… FUUUUUUUUUCK” She screamed.

Her hips violently bucked as my fingers pounded into her and I could suddenly both feel and hear the sound of hot fluid gushing all over my thrusting hand. The sound of spattering liquid and the panting screams of her ecstasy were complete heaven. I had felt her cum hard before, even to the point of feeling her dribbling down my fingers, but nothing like this. Her bucking under my fingers had descended into completely uncontrolled spasms. Her guttural screams filled the room for well over a minute, echoing around our pulsing bodies as we each writhed in the darkness.

As her convulsions subsided, and as I slowed my pumping hand, her screams quietened and slowed to breathless groans, though she continued to twitch and throb at completely random and irregular intervals. I slowly withdrew my fingers from her quivering pussy and her now sodden knickers, and lifted myself to my feet beside the bed. I could see Mark had drawn his knees beneath himself, and was knelt beside her, though she still held his upper body tightly against her own as she caught her breath against him. Silently, listening to Katy slowly regaining control of her breathing, I wrapped my drenched fingers around my cock and sank back into a bedside chair. I wanted to watch what he might do with her now.

She appeared spent but I knew how much he must be aching to explode. I knew that I was myself, so I could only guess at how desperate he must be for his own release. I don’t think anyone could have blamed him if he had already cum all over himself at this point. ‘Maybe he had’ I thought. He certainly hadn’t moved in her arms for a short while, and the way he had tucked his knees under himself… It could certainly have been a way to hide any embarrassment, as unnecessary as it would have been.

From my new vantage point I held my breath, hearing my own thumping heartbeat in my ears, but listening in the darkness for any interaction between them. What would they say? What would they do? Anything at all? Having just shared such an intimate moment, and being friends, perhaps it would all be a little strange and excuses would be made to bring the night to an end? I would be lying if I said I would not have been disappointed if that happened, as I badly wanted to watch Katy fuck him… Or at least watch her make him cum.

I was just wondering in my own head if that perhaps made me strange, wanting to watch my girlfriend get my best friend off, when I heard the unmistakeable sound of more kisses coming from the bed. I gripped my cock that little bit tighter and angled my body, so as to better be able to see the dark figures now moving on our pillows. I could see Mark was now propped up above her, having been released from her grasp, and they were kissing, softly but passionately. I could hear the whimpering sounds Katy made as her breathing, still recovering from her orgasm, was interrupted by Mark’s mouth and probing tongue.

She placed a hand on his chest between them and slowly pushed him up to his knees, rising with him as they kissed. He was so hungry for her now, putting his arms around her to pull her up with him. Once upright, she rose to her own knees in front of him. I could see the silhouette of Mark’s hard cock between them, no doubt ready to explode if he hadn’t cum already in the darkness. I watched as she took him in her right hand, slowly running her open palm up and down his length in the gloom. Balls to tip. He moaned against her mouth at her touch and I loved it. I had no doubt that she could make him cum in seconds.

Tearing herself away from his mouth, she rapidly lowered her kisses down his neck, to his chest; his stomach; licking his entire body as she moved down. For a fleeting second I caught a pang of jealousy as she moved towards his cock. Katy had never been a great lover of giving oral, but right now I could see that she was hungry to taste Mark. To feel him in her mouth. The pang of jealousy disappeared immediately as I watched her draw back his slick foreskin, wiping away his pre cum, and wrap her mouth around him.

He groaned deeply and threw his head back, forcing his hips forward and offering his entire cock for her to devour. I didn’t know what I wanted to watch more, the ecstasy I could make out on his face in the darkness or the sight of Katy’s head working up and down on his cock. They were side on to me, so I had the perfect view of my best friend’s cock, silhouetted against the window behind them, disappearing in and out of her mouth. She worked her right hand expertly up and down his shaft in a twisting motion in time with her head.

She came up for air suddenly, sucking in gasping breaths as she took to licking his cock, wanking it against her rampant mouth before quickly wrapping her lips around him once more. His own breathing was now coming in quickening gasps through clenched teeth and I could see his hips were moving in time with her head. My cock throbbed in my hand at the sight of my best friend fucking my girlfriend’s mouth. I’d never seen her so desperate to feel a cock in her mouth and I knew the sight of her breathlessly wanking him against her lips and her cheeks and her tongue, would stay with me forever.

Just as I was sure that him filling her mouth with his hot cum was inevitable, she suddenly lifted away from him, tearing her mouth from his cock with a satisfying pop and fell back on to the pillows. Synchronised by some unseen signal, she lifted her hips from the bed as Mark frantically grabbed her knickers and tore them off, throwing them behind him into the darkness. It wasn’t lost on me that at that moment I was as good as invisible, but that is exactly what I had wanted. To watch her fuck him like I wasn’t there.

Before her underwear had even hit the floor behind him, Mark had descended face down between her legs and was gorging himself on Katy’s throbbing pussy. I had to release my grip on my cock as the sound of his wet tongue lapping at her, no doubt clumsily but with wild enthusiasm, was enough to tip me over the edge. She had both hands on the back of his head, and may have even been holding him by the hair, pulling his face hard into her pulsing mound.

She gasped as he slipped an unseen number of fingers inside her whilst he licked and sucked at her clit. I couldn’t see them, but I could see the silhouette of his arm moving back and forth as he pumped them into her. Her breathing was heavy and I could tell she was loving every second of it. Mark definitely had bigger fingers than me and it sounded like she was enjoying them immensely.

The sound of her groans of pleasure and the wet slap of Mark’s fingers hammering into her was incredible, and it was clear that he was a fast learner as to what she was wanting from him. I could hear in her breathing and from her quickening groans that she was on her way to cumming again, and I knew that if she got she got off on his tongue then she would want to be fucked immediately. She loved to get off on my tongue and then demand my cock in her whilst she was still cumming. Only this time it wouldn’t be my cock she was aching for. It wold be my best friend’s…. And I was aching to see it.

He must have been able to feel it in her movements too and he did not falter as he rhythmically fucked her with his fingers and tongue. Despite his lack of experience, he moved now entirely on instinct, driven by the carnal connection between them and that primal desire to bring a woman to orgasm. To feel her shudder and hear her scream with ecstasy at his hand. He did not need to wait much longer for his reward as I heard Katy’s movement’s and breathing escalate suddenly to shaking crescendo.

“Ooohhh….. F-Fuck…. Fuck” she stammered and gasped in the darkness. “I’m gonna cum….. I’m Gonna cuuummmm!”

And as her body descended into spasm and she began to scream, bucking and grinding her soaking pussy into Mark’s face, I stood, lifting myself from the chair, cock in hand, to stand next to the bed. I didn’t want to miss out on the moment Katy took him inside her for the first time, and I knew it was coming.

Her orgasm reached its screaming peak and I stroked my cock faster and harder as she rode his tongue from underneath, forcibly pulling his face harder into her and using his mouth to massage her throbbing clit. She could barely function when she finally released Mark’s face from her sodden and pulsing cunt. He was so lost in the moment that she had to lift his mouth from her pussy, gasping for breath as she ordered him above her.

“Fuck me!” she demanded “….. Now…. Fuck me!”

Without even a moment’s hesitation, Mark lifted himself to his knees between her spread legs, wiping Katy’s juices and his own saliva from his chin on the back of a hand whilst simultaneously taking hold of his cock to guide it towards her gaping throbbing pussy. My eyes had sufficiently adjusted to the gloom so as that I could see everything in enough detail to enjoy it fully. I could now even see the veins in his cock and noted how incredibly rigid it looked. I knew he wouldn’t last long.

Reaching between her legs, Katy batted Mark’s hand away and took hold of his cock for herself. I was mesmerised, and I could see that he was just as captivated as me by the sight. With her body still in spasm, and with the sound of her gasping moans still flooding our ears, we both watched as she quickly rubbed the sticky head of his cock around her cunt before pushing it down and pulling him into her.

The sight of my best friend’s veiny cock finally sinking into my girlfriend’s yawning pussy was amazing. My vision buzzed and my cock throbbed and pulsed in my hand as he pushed his hips forward, falling forward with his hands on the mattress either side of her. They groaned together as he filled her with his length. I could see his arse cheeks tensing between her thighs as he drove himself forward, stuffing his cock into her as deep as it would go. His balls pressing against her anus beneath him.

He began to thrust into her without another moment to waste and my cock burned in my hand as I peered into the darkened shadows between their slapping bodies, captivated by the sight of Mark’s hips lifting away from the cradle of Katy’s thighs before pumping back down. My balls tightened as I caught sight of his veiny cock flashing in and out of her, slick and glistening with her juices.

Finally being filled by Mark’s cock, after all the weeks of aching desire, and with her orgasm still pulsing through her body, Katy screamed with every thrust. She clawed at his arms and bounced her own hips underneath him to match his rhythm. The slap of their bodies getting immediately louder as he slammed into her.

“Harder Mark” she begged “….. Harder!”

He obliged instantly and groaned through his own panting breaths as he began to pump his cock into her faster and faster, harder and harder. His rhythm began to falter as his body began to spasm in ecstasy. I knew instantly that he was at that beautiful point of no return. He was seconds away from cumming and she knew it.

“Harder!” She demanded, screaming as his pumping cock prolonged the orgasm which continued to ravage her body. Her eyes were locked on his as she stared up at him open mouthed, panting and screaming as she was jolted by his pumping cock. Her tits bouncing in unison as he fucked her mercilessly.

“HARDER….” she screamed, “HARDER!!”

And Mark let out a huge bellowing groan of his own and the thumping rhythm of his thrusts faltered further and descended into farcical spasm as his own climax tore through him. He collapsed on top of Katy, who held him hard against her as he bucked and writhed on top of her. I watched his arse cheeks tense repeatedly between her legs as he tried to drive his cock deeper and deeper into her, as if forward was now the only option available to his hips as he filled her with his hot cum.

He buried his face in the crook of her neck, groaning repeatedly against her as he continued trying to thrust, with all control of his hips now evading him completely. “Fuck… Fuck… Fuck” he gasped with every twitch. “Fuuuuck… Oh fuck me”. He was almost sobbing into her neck.

She wrapped her legs around his slowing waist, raising her hips up to him and pulling his pulsing cock deeper into her still. She breathed just as heavily against the side of his face as she held him. Their simultaneous moans and gasps filled the room like a chorus of euphoria.

I yearned to feel her and I was fighting the urge to cum already. Part of me wanted to cum with them, but I also wanted to feel her hot, sticky, cum filled pussy wrapped around my cock. I wanted to know what it would be like to slip into her and feel the heat of the mess they had just made together. I wanted to know how it would feel to fuck her knowing she was full of another man’s cum. With Mark’s cum!

I stood beside the bed for what felt like an age, carefully stroking my cock as I listened to them grow calmer in their embrace. Finally, almost laughing with exhausted euphoria, Mark lifted himself from Katy’s embrace and rolled off her. I watched as his softening cock, covered in glistening cum, came into view and flopped back against his stomach as he collapsed next to her. It was so wet it almost twinkled in the half light coming through the window. His pubic hair was visibly sticky and matted together.

“Oh my God” he laughed, taking long deep breaths, completely spent.

Katy reached her right hand between her legs and slowly massaged her throbbing mound, she laughed exhaustedly with him as she felt his sticky gift all over her fingers as it began to dribble out of her.

“Mmmm” she purred, lifting her right leg and exhaustedly nudging me with her foot. “Your turn babe. I’ve got room for one more”.

I didn’t need to say anything. I quickly moved onto the bed and knelt between her legs, looking down at the glistening sticky mess of her sodden pussy. I could see Mark’s cum oozing from her, dribbling down over her arse cheeks and her anus. The bed sheets under my knees were soaked with sweat and cum.

I couldn’t wait to sink my cock into her. At this point I was completely intoxicated by the forbidden debauchery of it all and I ached now to simply use her. To abuse her exhausted body purely for my own sexual satisfaction. To fuck her like the slut I had loved watching her become.

Katy sensed it too and reached her right hand between her legs and pulled my cock into her cum drenched pussy. She sensed how much I wanted it and locked her eyes on mine as she drew me deeper. I could feel the heat of Mark’s cum envelope my cock as I began to slip in and out of her and it was instantly too much for me to take.

“Do it babe” she urged, locking her eyes on mine and lifting her legs up and around my waist. “Don’t hold back… Cum for me!”

“Yeah?” I grunted, thrusting harder immediately.

“Fuck yeah… Harder babe…. Fuck me!”

She thrusted her hips up underneath me, matching my own. She put her right hand behind my head, almost swinging off me as I fucked her, our eyes locked, whilst with her left hand she reached out and placed it on Mark’s cum soaked and softening cock. She knew the sight would tip me over the edge and she wanted it. She had regressed to some debauched base version of herself, in which all she wanted was to be fucked and used. She had succumbed to the role of our private slut and she knew I fucking loved it.

“Harder.” She hissed, her eyes still locked on mine while she smeared the cum all over Mark’s cock. “Do it babe…. Cum for me!”

I groaned. Thrusting faster. Harder.

“Yeah?”

“Fuck yeah.”

Faster. Deeper.

“YEAH?”

“CUM!” she screamed as our bodies slapped together “CUM! CUM! YES! MMMMM”

“FUUUUUUCK!”

I shuddered and forced my cock down into her with all my might, pinning her body to the bed as I exploded inside her. I could feel the hot cum shooting and smearing all over my length as she continued grinding beneath me. My vision flashed and blurred as every nerve ending in my body tingled and burned with pleasure.

Gasping and groaning, I collapsed on top of her, my cock throbbing and twitching inside her flooded pussy. I had never felt such exquisite heat, and she was so wet that I could hear every fleshy movement as we writhed together. Our sweaty bodies writhed together as I ground myself into her, my groaning euphoria falling out of my mouth in uncontrolled waves of breathless laughter.

For the next ten minutes I continued to slowly grind against her as we each caught our breath and calmed ourselves. I felt my cock softening inside her and eventually slip out as I lifted myself off of her and allowed her to move to lay between myself and Mark. I kissed her, long and tender, before she rolled over and also shared a gentle kiss with Mark. Whilst the room was now dark and motionless, we all three basked in the beautiful afterglow of what had just happened.

We fell asleep soon after, with Katy remaining between Mark and myself. A big part of me had hoped to be woken in the night by the movement of the bed as they fucked again, slowly, perhaps so as not to wake me, but in truth I was equally as relieved when morning came and that had not happened.

As we had all agreed, Mark had gotten up and left in the early morning without waking us, avoiding any awkward conversations. Not that any were expected, but it was good to know that Mark had honoured the agreement, as we knew he would throughout. We knew that we could trust him to keep that night a secret, perhaps so that one day the urge might take us to do it again.