I Planned My Threesome

I own...or should I say owned... my own business. It started small and I worked hard at it, nurturing it, growing it until it far exceeded my original plan. 1 store became 2, 2 became a chain... and all I did was work. I never married, hardly dated, no children, no pets, and few friends. 40 literally snuck up on me. I was shocked to find myself crying alone in my bedroom, mourning the could-have-beens-that-never-were as I chased other dreams. The next morning, I put out feelers, found a buyer and sold the business, netting more money that I could have dreamed. I'd have to work again someday, probably...but not right away.

I spent the 1st month of my newfound freedom in deep contemplation...what did I want? What would fulfill me? I covered the gamut: start a new business, go back to school, take a vacation, get a dog... nothing felt RIGHT. I thought about sex a lot, which surprised me. While I haven't exactly been a nun, sex was never a big motivator for me. It was nice...and that's all. Now that I had time on my hands, I found myself day dreaming about it. I was wet constantly and my trusty vibrator wasn't keeping up with demand. My I-Pad became filled with favorite porn sites... videos, pictures, stories, I was into them all.

My biggest obsessions centered around being in control and more than 1 partner. A month ago I would have scoffed. Today, I couldn't get enough. Let me clarify: when I say control, I don't mean leather and riding crop. I don't want to be used or belittled. If something is to happen, I want it to be my design, no one else's. And the thought of 2 men making me the center of their universe...oh yes.

The more I thought about it, the more convinced I became in making this happen. I needed to purge the demons or embark upon a new lifestyle... one of the two. So I fired up my laptop, opened a spreadsheet program, and began to plot.

Yes. A spreadsheet. It's what I do.

When I had a strawman compiled, I called my best friend. Sue and I have known each other since high school. No matter what is going on in our lives, we've stayed close. I needed her with me on this. I invited her over for dinner and drinks, and, after a couple glasses of a nice white, told her my plan.

"Have you lost your ever loving mind?"

Not the show of support I was looking for.

"Sue, you know me. Have I ever jumped into anything in my entire life?" I didn't lose my cool, just asked it flat.

"No, you haven't! That's why this is so shocking!"

"OK, so bear with me and listen. I am at a crossroads. For the past month I have done nothing but think about where life has taken me and where I want to go. I'M 40. All I've done with my life is work. Other than you and a few other stable relationships, all I have to show for all that work is a nice bank account. I want more. And the more I think about it, I want to that more to be sexual in nature. It may be a 1 time thing, it may not... but I feel like I have to explore this."

Sue looked at me helplessly. She knew me. Knew that when my mind was made up, it was over. With a big sigh she asked, "How can I help?" So I told her.

Flash forward a month. I had spent that month researching and joining various websites with members in my area. I'd gone shopping for various toys and started to use them, ('ol Trusty was delegated to the landfill) as well as some lingerie. I'd always kept myself fit but having extra time meant extra exercise... I was in the best shape of my life.

And now tonight. Sue and I were in a hotel room, sipping a glass of wine. We've lit candles for ambience. All of the boxes were x'd out on my Things-To-Do-Before list... I was ready.

A knock at the door.

"Are you sure you want to do this? she asks? I just nod and give a little smile. Sue took one last sip then went to the door. A quick glance in the peephole, a deep breath, and she opened the door. 2 men stood there. Sue invited them in.

"Gentlemen, welcome. I am Sue. I will be next door tonight in case I am needed. This is my best friend in the entire world. Please take care of her." And she left.

I stood, and surveyed the men in my room. We had met through one of the many sites I explored. They were perhaps the most interesting men I had met. They listed themselves under the names of Fred & Barney, which at first made me roll my eyes. But their pictures and bio drew me back in:

•Both men were of an age with me.

•Fred was white, Barney was black.

•Fred was short and broad shouldered. Barney was tall and thin.

•They "worked" together were not gay and had no intention to become so.

I sent them an invite to chat, they responded. We exchanged messages and finally worked up to the first of several calls. During that initial call, I had to ask, "Why?"

Barney responded: "Fred and I grew up together. 2 oddballs who banded together in high school... better to be 2 against the world instead of 1, y'know? One of my first girlfriends was... adventurous. One night we were getting stupid in my parent's basement; she and I were kissing on the couch while Fred watched TV...and us. She felt bad for my buddy and asked if she could go keep him company for a little while. She got him distracted from the TV, then after a while asked me to come over. By the end of the night we had her between us several different ways, to everyone's satisfaction. Ever since then, we've always been open to the opportunities of what 2 heads can do instead of 1."

Back to the room. I walked across it to shake hands with both. "It's so good to meet you both in person. Can I get you a glass of wine?"

Both declined. I took one last sip and set my glass down firmly.

"As we discussed, I am looking for an adventure, one that I'm excited to be on with you both. I am, however, nervous. I have never done anything like this and I am trusting the 2 of you to make it memorable. If at any time I feel uncomfortable, I will pull the plug." I spoke calmly, with no quaver in my voice and with good eye contact. Honest, straight forward... and a million butterflies in my stomach. God I want this to happen and for it to be everything I've built it up in my mind to be.

Usually when we spoke on the phone & video chat, Barney takes the lead. This time, however, Fred spoke up. He looked me in the eye. He has a quiet way about him that made him taking the lead even more striking.

"You are taking a leap of faith here. We both understand that. We hope you understand that we are here to catch you."

3 sentences. And exactly the right thing to say to me at that point in time.

I nodded. "Then let us begin," I said, and began to reach for the buttons on my blouse.

Barney held up his hands. "Whoa there...slow down. We have all night so let's use that time. " He moved behind me, placing his hands on my shoulders. "Close your eyes and just breathe for a while." His hands, his warm, strong hands began to knead my shoulders. Not really pressing into them or trying to work knots out, just a nice, gentle massage. I did as he asked and closed my eyes, leaning into him.

I gave a small jump when Fred took my right hand in his and turned it palm up. With gentle pressure, his thumb began to rub my palm, pressing into the pad of muscle by my thumb. I never knew how relaxing it could be, or how tense I actually had been until muscles started to loosen up.

Barney kept working on my shoulders while Fred moved from 1 hand to the next, then up one arm and up the other. When he finally reached my collar, I felt hands begin to undo the button one by one, top to bottom. I opened my eyes to watch him... never touching my skin, only incidental contact on my breasts. I was beginning to sense how lucky I had been to find this duo.

My shirt slid from my shoulders onto the ground. Fred's hands now caress my face, neck, and shoulders, feather light. Barney moves down my back until he reaches my bra strap. It's a sexy little number, worn for the first time tonight. It joins my shirt without a word or a regret. I am exposed to 2 men for the first time in my life and I love it.

"We're going to undress you the rest of the way now. Are you OK?"

"Oh, I'm more than OK... so much more than OK."

Fred's hands find the clasp on my pants and he pulls them slowly down my thighs. When they reach my feet, he helps me step out of them, and then he places them on a nearby chair. He stands while Barney kneels.

It's hard to describe how it feels when 2 different hands and men are doing 2 different things at the same time. But I'll try.

Fred was shorter than me. Not much, but noticeable. When he stood, he leaned in, brushing his lips along my jaw line. At the same time, his hands rested on my shoulders, rubbing them in a circular motion. He's close enough that the fabric of his shirt brushes against my hard nipples, sending a tingle through me. I reach up and begin to unbutton his shirt.

Barney knelt behind me, hands on my hips. He kissed the base of my spine but differently than Fred...firmer, a hint of tongue. His hands slid down around, not touching my pussy or inner thigh, to caress my thighs. I can feel his chest press into my ass when he does this. His hands continue their journey down, around, then up to my ass. He cups it, kneads it, presses into it as he continues to kiss my back just above my panties.

Fred's shirt is unbuttoned, and I spread it wide. He allows it to fall from his shoulders. Fred has a man's body with man's weight... not ripped like the magazine boy toys, but round and solid, a comforting weight to lean against or to hold. He's hairy too, a veritable pelt my fingers delight in combing through. I let myself play with it as he leans down and, for the first time, pays attention to my breasts. Just like every other thing he's done, he goes slow, he's gentle. A gentle tug with his lips, first 1 nipple, then the other. A swipe of tongue on one, then the other. Both hands come up to cup them gently, squeezing and massaging. Such a gentleman.

Barney continued to massage my ass, thumbs digging into my cheeks, spreading them, pressing them. I adjust my stance a little, widening the gap between my legs so he can reach my inner thighs. He takes the hint and, reaching around, slides both hands along my inner thigh just below my pussy. He doesn't touch it, just digs fingers in and drags them around until his thumbs take over and slide the rest of the way back to my inner thigh from behind, right below my ass. It's just an amazing feeling.

I put my hands around Fred's head, pulling him more firmly into my breasts. I want more now than just gentle. He responds by putting his whole hand on my breasts and caressing them firmly while toying with the nipples that poke out between his broad fingers. Ahh yes. The butterflies in my stomach are spreading in a very, very good way.

Barney's hands slide up to the waist of my panties, and slide in. He pulls them gently, firmly down. I am now naked between 2 mostly dressed men and completely the center of this small universe. Oh YES.

They throw a change up at me. Barney stands, sliding his body against me, shirt rough against my back. Fred, sensing this, goes down. When Barney is standing completely, I hear/feel him taking his shirt off. His arms wrap around me, pulling me against his now bare chest. Hands find my breasts... hands bigger than Fred's, with long, graceful fingers. They caress and toy with me. He lowers his head and takes my earlobe between his lips and teeth.

Fred has taken over kneading my thighs while kissing my belly. He kisses and tongues his way down to my hips, then down my thighs. I so desperately want to feel his mouth on my pussy. I push my hips out, a little moan of need escaping my throat. He obliges, moving quickly between my thighs. His nose brushes my clit, sending a jolt through me, another moan, as his tongue slides between the lips of my pussy. I'm so worked up by this point... when his hands grab my ass and pull me onto his face, I explode, a knee-weakening orgasm that has me jittering where I stand. If Barney hadn't been holding me, I might have fallen. Fred continues his assault, all the slow-and-gentle a thing of the past. He DEVOURS me.

I move my head to the side, questing for Barney's mouth. We kiss hard, tongues twining together as I ride through my orgasm. His hands are rougher on my breasts, hurting just a little but it adds to the sensory overload I'm in and I'm loving it.

Eventually, we subside. Fred begins to kiss and tongue my inner thigh while he runs his hands soothingly up and down my legs. Barney and I kiss more slowly, more tenderly, and his hands begin a long, sensual caress from my belly to my neck and all places in between. I can stand on my own without support again.

My turn to take the lead. I motion for Fred to stand, and step away from them both. Finding a chair, I sit and beckon them both to stand in front of me. With quick hands I undo Barney's pants first, jerking them down over his hips and down over his legs. Without pause, I repeat the process on Fred. They step out of their pants and kick them out of the way. We are all now nude and I can take my time to examine them. First impressions:

Fred - his penis, unlike his body, is long and lean with heavy veins and a big mushroom head on it. He's mostly hard, part of him resting on a large ball sack. He's just as hairy here as everywhere else on his body, but it looks like he's trimmed the bush down some.

Barney - jet black, not circumcised, and much thicker than Fred. He's naturally not a hairy man and has trimmed or shaved most of the hair from his pubic area and balls. He's very hard, cock pulsing as it stands there.

I lick my lips at the sight of the 2 of them. 2 cocks, both different, but both for me. I grab Fred in my left hand, Barney in my right, and begin to stroke them.

"Thank you both... that was INCREDIBLE. I've never felt so much at once before." I say, sliding my hands in unison up and down their shafts. "Now, it's my turn."

I've yet to see a girl who can successfully take 2 cocks in her mouth without looking ridiculous while doing so. So I don't even try. First Barney, a long, full tongue lick from the base of his cock to the tip, then over and down on him, all the way to my hand that still strokes him. Up and off, then repeat the process with Fred. They both taste different, smell different, feel different... it's so intoxicating.

Now that both of them have a coating of saliva, I'm able to run my hands up and over, rolling their heads around in my hands before twisting them down again. This time I dive onto Fred's penis, driving him deep in my mouth, pressing my tongue hard on his shaft as I do so. I pull off, lift him up, and tongue his ball sack before sucking one of his balls into my mouth, rolling it around then releasing. I slide my tongue up again, then move to Barney. I start at his balls, trying to get both my mouth while tonguing them. I let them slide out, then slide my tongue up and take him deep again, jerking the base with my hand as I hold him deep, tonguing him and sucking hard.

I finally slide off of him, looking up to gauge the looks in their eyes. They're older men, with an older man's stamina, but I can tell they could be there with the right pressure.

"I want you to cum, boys." I tell them, then bobbing my head down on 1 cock, then the other. "I want to feel you hot all over my tits." Another head bob followed by a hand up and focusing on the heads of their cocks. "Give me your cum." Cocks are noticeably harder now. "Give it to me... I want it!" I'm jerking them hard now, and, bringing them together, tonguing their heads.

That's all it takes. I can literally feel each cock give a lurch, then cum is flying. The first shot from Barney takes me in the mouth. I give a quick swallow and push their cocks down, jerking them frantically, wanting to feel hot cum all over my tits. Spray after spray hits me, each one like a liquid poker on my skin. My hand are coated, my chest is coated, and I love it.

I think I would have continued to jerk them for the next hour if Barney hadn't put his hand on mine to stop me. "Too sensitive," he murmured with a smile. Fred nods, so I let them go after 1 last slide up to capture the remnants of cum on them. I lean back in the chair and caress my own breasts, feeling the cum slide between my fingers, slick, warm, oily, sticky between them. Fred and Barney just watch me, taking in my wanton display with smiles.

I play with myself for a minute or 2, the boys silently watching me. Then, with a sigh, I stand. "Let me go freshen up a little," I say, and head to the bathroom. This suite has a large walk in shower, which I turn on and let the water heat. Fred and Barney follow me in, grabbing face clothes from the supply. I step into the shower, and they follow. I had planned on a quick rinse while they waited, but it appears they have other plans.

Their plans were better. Being in the middle of 2 men with hot, soapy bodies while they clean their cum off you is something I highly recommend to any lady out there. My breasts were spotless in no time. Then Barney dropped his face cloth and, sliding a hand down my front, cupped my pussy, sliding 1 long finger into me. It was the first time I'd been penetrated tonight and it felt so, so good. He began to finger fuck me gently while Fred ran his face cloth up and down my back, ass, and legs. The combination of hot water, rough cloth, and slippery finger had me at the edge of orgasm very quickly. And when he shifted his hand to hit my clit, it was over. I came hard, again having to be held up as it pulsed through me.

When I had come down off my high, we exited the shower. I had the pleasure of being dried by both of them, then getting to repeat the process on them both. All of this play had started to restore their cocks... not hard, but definitely not soft.

We moved back to the main room. "Well gents, you've been on a roll tonight. What should we try next? I ask with a saucy smile. I'm riding an emotional high like never before, flying on pure adrenaline and endorphins.

Barney leads me to the bed. He climbs up on it, his back to the headboard. "Why don't you help me get ready again?" he suggests. I eagerly climb on the bed after him, kneeling between his legs with my ass up in the air. This time I put both of my hands on his muscular thighs, kneading them as I slide my mouth over his cock. Because he's partially soft, I'm able to get more of him in my mouth, sliding him around with my tongue and pinching him between my lips. I can already feel him hardening for me.

With my ass up, Fred immediately begins to play with my pussy. Big hands, spreading me, sliding in and around me... it feels so amazing while I have a cock in my mouth. He also plays with my ass, at first just touching it but then pressing in more. I don't mind at all... one of my purchases has been a series of plugs which I have been playing with and enjoying thoroughly. He senses this and before long he's got a finger embedded in my pussy and one in my ass. So full...

Barney is now fully hard. He looks over my ass at Fred and nods at him. Fred slowly pulls out of me and gets off the bed. Barney moves down so he's lying flat. Fred returns with a couple of condoms. Barney rolls one onto himself, then pulls me on top of him. I straddle him, take hold of his cock, and holding it upright, slide down onto it. Ahh... that first feeling of a hard cock sliding into me is nirvana. The filling, stretching fullness of it all.

Barney pulls me down, kissing me hard, making me lay flat against his chest. We begin to fuck slowly as our kiss deepens. I feel Fred again, caressing my ass, then zeroing in on my asshole. His fingers are slippery with some sort of lube. I see their plan now and I am so ready!

The bed shifts under us as Fred gets positioned. He holds my hips, stopping me from moving on Barney. Something much larger than a finger nudges against my ass. I take a breath and let it out as he pushes. Thanks to my playing earlier, there is no pain...just pressure followed by the most amazing fullness I've ever experienced. Even more than the cock sliding into my pussy, this one in my ass WITH the one in my pussy makes my belly feel so full. They give me a moment to get used to it, then begin to move. The logistics of moving 2 cocks in 1 body are impressive, and they handled them like pros. Not quite completely in sync with each other, but enough that I got the feeling of in...in then out...out, slight pauses in between. Indescribable. Almost too much feeling to bring me to orgasm, if that makes sense.