A Special Threesome

My two friends Woody and Rita had come to visit me. We had been friends since grade school, and had tickets to the big game the next day. The three of us went out on the town that night, and then returned home to get some sleep before the next day's game. We'd never been anything more than friends, but suggestive jokes were common among us. I pulled out the futon and told Woody he'd be sleeping there, and joked that Rita could join me in my bed. Rita then replied, "Just you and me, what about Woody? I want a threesome."

Woody and I both chuckled until Rita said, "I'm serious, I want a threesome." We weren't quite sure what to say. Rita was a virgin. She'd been saving herself for someone special, but that someone had never come along. It's not that she couldn't have had any man she wanted. She was tall, Mediterranean, with long black hair, great tits, and an athletic build. I said, "For your first time you want a threesome? Isn't that kind of ambitious?"

Her answer was "I've always said I wanted my first time to be special, well what's more special than being with two people whom I love, and who I know won't hurt me." We couldn't argue with that, so the three of us retired to my bedroom.

Woody and I sat on either side of Rita. We both began to massage her breasts over her shirt, and kiss her neck. Woody kissed her on the lips and the two passionately began to kiss, while I continued to kiss her neck, and reached up her shirt. I unhooked her bra and began playing with her breasts. Woody's hand soon joined mine under her shirt. She rubbed both of our chests then helped me pull my shirt off, before helping Woody with his.

We all lay back so that we were laying down, Rita on her back, Woody and I on our sides. Woody slid over and began to kiss her breasts; I slid down and unbuttoned her jeans. I reached down into her panties and slid a single digit into her wet cunt. She sighed.

I realized that she had planned for a big night, as her pussy had been recently shaved. I began to pump my finger in and out while kissing her stomach. From the other side of the bed I could make out that Woody was removing his pants. When I heard Rita sigh, I wasn't sure if it was from what I was doing to her, or what she saw hanging from Woody's crotch. I added a second digit to her tight cunt, and rubbed her clit with the palm of my hand. Woody reached across her body and pulled her jeans all the way off. I was now the only one with any clothing left on, until I felt Rita's hand pulling at my jeans. I helped myself out of my pants, and resumed my position, only to find that Rita had rolled onto her side facing Woody. The two were caressing and groping each other.

I slid into the spoon position behind Rita and grabbed her right breast. I rolled her nipple between my fingers as she reached down and began to jerk Woody with her hand. I again slid down her body kissing her spine on the way down, and made my way to her ass. I kissed and licked both of her cheeks, before I made my way back between her legs. I pistoned my tongue in and out, along with my index finger. She began writhing and moaning. Before too long, I felt her hand at the back of my neck pulling me back up. I passed Woody on the way, as she was pushing him back down. Woody took my place with his face in her cunt. Rita and I began to kiss passionately as I played with her breasts. I pulled away from her lips, and began to kiss her beautiful orbs. I licked the inside of each breast, and then sat astride her. I put my cock between her large mounds, and breast fucked her while Woody's tongue was taking her where she'd never been before.

The look on her face was pure pleasure; she held her tits together while I stroked her cheeks and face. When I realized that I was about to cum, I started to get up, not wanting her first time to be a messy situation. As I got up, she grabbed me, and said, "I want to taste it." With Woody still eating her out. She sat up and took my cock into her mouth. As I was on the edge of shooting already, it took about 10 seconds before I was filling her mouth with jizz. As she was swallowing the last of my semen, Woody's hard work was beginning to pay off, as she began to grunt and shake with her first orgasm.

As it finally subsided Woody said, "Don't get too excited, you're still a virgin." With that he asked me for a condom. I threw him one, and as he unwrapped the condom, and proceeded to wrap his stiff cock, I sat Rita up and slid in behind her with my back on the headboard. I leaned her back onto me, and told her to grab my hands. "This is going to be painful," I whispered, "Grab my hands if you need to, I'm here for you." With that Woody was inside of her. She gasped, and grabbed my hands.

With each of Woody's thrusts, there was another gasp, and another clinch of my hands. Woody's pace began to increase, and while the gasping did not stop, Rita did quit grabbing my hands for support as she became more comfortable. When I knew that my hands were no longer necessary, I reached around and played with her breasts. Soon she was arching up to meet Woody's thrusts, and in no time at all both were screaming with orgasmic pleasure.

The three of us all laid down, Rita in the middle face-to-face and entangled with me, Woody behind her in the spoon position. Rita fell asleep kissing my neck; Woody and I each fell asleep kissing hers. We woke up a couple of times during the night, and picked up where we left off. We ended up missing the big game, but I think we all won in the end.