They Masturbate with Her Mouth

Logan was watching TV in bed. He absentmindedly rubbed Cassie's nipple through her thin nightgown while she lay curled against him, reading her book. She gave him a wry smile and patted his hand.

"I had a really long day... I don't think I'm up for anything tonight, honey. Can I watch while you masturbate?" She asked.

"Yeah I guess that's ok," he sighed and stood next to the bed, letting his boxers slide down over his growing erection.

Megan's heart lurched as she watched him begin to stroke his beautiful cock while he stood over Cassie next to the bed. He continued to rub Cassie's nipples while he worked himself to full hardness. Was he really going to masturbate instead of using her? Shame and embarrassment twisted in Megan's gut as she knelt on her mattress on the floor. She wanted to put his cock in her mouth so badly she was practically drooling as she watched his hand gliding up and down his shaft. He would rather use his own hand than any of his wife's holes? Was she that pathetic? A solitary tear welled over the edge of her eyelid and traced a path down her burning cheek.

She heard a snap and jerked her gaze up to his face. Logan was staring at Megan expectantly and snapped his fingers again, nodding from Megan's spot in the corner to his rigid cock.

With a sudden giddy sense of understanding, Megan crawled toward the spot where he pointed between him and the side of the bed. He slapped her face with his cock in impatience as she situated herself against the bed. Without a care for her comfort or readiness, Logan thrust his hips forward and buried his cock in Megan's throat. She fought the initial swell of panic as her airway was completely cut off from his massive cock. Relax, she told herself. Relax your throat. He'll let you breathe in a second.

And he did. As suddenly as he had thrust in her mouth, he pulled out and slapped her hard across the face. The stinging warmth where his hand made contact caused a gush of fluid in Megan's pussy. "Play with my balls, slut."

She loved it when he got rough and put her in her place. She immediately cupped his balls lovingly and leaned forward to gently suck them into her mouth one at a time. She stared up at him as he stroked himself a few times before easing his cock back into Megan's wide open mouth. His eyes never left Cassie lying in the bed behind Megan.

"Can you take off the nightgown" He asked Cassie.

Megan heard rustling on the bed behind her as Logan began gently rocking his cock forward. She felt his cock give an angry throb and he pressed forward against the side of the bed, pushing his cock back down Megan's throat with a small pop.

"Oh god," he moaned. "Your breasts are seriously the most beautiful thing I've ever seen."

She heard Cassie giggling and the sound of her placing her book on the nightstand.

Logan pulled back out and twisted his fingers through Megan's hair on both sides of her head. She took her chance to take a deep breath, knowing what was coming next. His eyes glued to the strip show behind Megan, he began to fuck her face in earnest. He used her like a human fleshlight, pushing her mouth back and forth across his cock.

"Oh god, Cass, I wish I was balls deep inside of you," he grunted.

"Oh yeah, that's so hot," Cassie's throaty moan came from behind her. "Masturbate for me and imagine you're fucking my pussy."

Megan's eyes went wide as she endured the rough treatment of her mouth, realizing she was just a tool in their lovemaking. She was just a masturbation aid to them. She felt another set of hands replace Logan's and push her head forward even more forcefully.

"I'll hold it for you so you can play with my breasts," Cassie giggled.

Megan felt Cassie's slender legs slipping around on either side of her face. She imagined the picture the three of them made - Megan may as well have not even been there as the couple gazed lovingly at each other as Logan grew closer and closer to orgasm. He sucked on Cassie's beautiful breasts and thrust his cock in and out of his wife's mouth, standing in for his girlfriend's pussy.

"Cassie, oh my gooooooooood!" He roared as he came violently down Megan's throat. His cock spasmed and shot rope after rope of cum into his fleshlight. There was so much some of it came back out Megan's nose.

Cassie's fingers dug into Megan's scalp as Logan collapsed on top of them both.

Megan swallowed every drop he gave her, slipping a hand between her own legs. With her husband's cock lodged down her throat, cum seeping from her nostrils, a rising panic at the idea of running out of air, and her husband's mistress's hands holding her head firmly in place, Megan came after only a few quick swipes through her glistening folds. She couldn't see anything from her place pressed against Logan's belly but she knew her vision was darkening as she fought frantically for breath.

With a reluctant groan, Logan rolled off of her and Megan choked and gasped for breath, tears rolling down her face.

Cassie's nails scraped across her scalp as she gathered Megan's hair into her fist. "That was so hot, love. I think it's my turn to masturbate now," she said, yanking Megan viciously into position between her legs. Megan barely had a chance to clear her vision from her watering eyes before she saw Cassie's bare pussy coming straight toward her. Cassie smeared Megan's messy fess back and forth across her pussy lips before pressing her firmly into place.

Megan knew what was expected of her and her tongue began to eagerly lap at Cassie's beautiful clit. The hardwood floor bit into Megan's knees as the other woman began to grind herself against Megan's tongue.

"Oh fuck yes, you little slut, you love this don't you?" Cassie cooed.

It was a rhetorical question. There was no way for her to speak as she was smothered between Cassie's legs. Megan alternated her tongue between circling Cassie's engorged clit and quickly diving down into the warm hole below it.

"Mmmm does my little cum rag want me to use her face to get off?"

Megan's heart beat wildly as she nearly orgasmed from Cassie's words alone. She moaned into the other woman's pussy and doubled down in her efforts to bring her to climax. Out of the corner of her eye Megan saw Logan stroking his cock as it began to recover.

"As soon as you get off, I'm going to fuck you, my love," Logan promised. "Masturbation just isn't as good as your perfect pussy. Nothing compares to the tight warmth and the feeling of your huge breasts jiggling beneath me. Oh fuck yeah, that's so hot. Come for me, Cass. Come all over her face and get ready for me."

Logan's words were too much for Megan, who slipped her hand back between her legs to stroke herself to another frantic orgasm. Megan squirted as she came, feeling a slight splash on her aching knees as Cassie also found her own release. She locked her legs around Megan's head and rode the crashing waves of her orgasm, smearing her juices all over Megan's nose, cheeks, even her eyes. She truly was the other woman's cum rag, she realized. She knew she should be ashamed but she couldn't muster up the feeling. All she felt was a sense of accomplishment and pride at serving both of them.

Logan gently unwrapped Cassie's legs from around Megan's face and pushed his wife out of the way. "Stay down there," he ordered, and Megan watched as her husband's cock found purchase deep within his mistress's dripping cunt. "Oh fuck," he groaned as he slammed himself in to the hilt. "Oh my god, Cass, you feel amazing. You're so tight and perfect."

Megan lay there between his legs, collapsed against the side of the bed while he fucked Cassie inches away from Megan's face. She felt a surge of jealousy as Cassie moaned and wrapped her legs around Logan's back, pulling him tight against her. Logan's balls now slapped against Megan's forehead as he railed his mistress. Normally Megan wasn't allowed to participate unless specifically ordered but she took a gamble and leaned forward, tonguing his balls and cupping them as he thrust into Cassie. She felt them tighten and then he was coming again with a mangled shout. "Oh god, Cassieeeeeee."

Megan had only a second to revel in her triumph at making Logan come by licking his balls before she felt a ringing slap.

"Did I say I wanted your filthy mouth on my balls, slut?" He pulled Megan to her feet by her hair and spit in her face. She tried to wipe the smile from her face but it kept creeping back into place. Her husband's eyes softened and he gave her a slight smile in return. "I'll forgive you this time. Time for clean up." He shoved her back into place between Cassie's legs and Megan began to eagerly lap her husband's cum from his mistress's quivering pussy.