My Girlfriend's Girlfriend

It was late in the afternoon when the phone rang and my girlfriend Julia went to answer it. After talking for a few minutes, she put the phone down.

"It's Susie," she said. "She wants to come over."

"You told her it was okay I hope," I replied.

"Yeah. I knew you wouldn't mind."

"No, not at all."

Susie was a beautiful brunette and a long time friend of Julia's. They'd been friends since high school and we had enjoyed many nights out together with her and her then boyfriend Mark who she had broken up with a few months ago.

"She's feeling really down," Julia told me. "She can't seem to get a date."

"I find that hard to believe," I said. Susie was one of the hottest women, besides my Julia, on the planet, or so I thought. She also had one of the hottest asses I had ever seen and her tits weren't big but were real nice to look at. She often dressed without a bra and you could see her nipples pressed up against the fabric of the t-shirt or silk blouse she was wearing.

"What's the problem?" I asked. "I mean, c'mon, she's a real hottie."

"Calm down," Julia said smiling.

"You know what I mean."

"I don't know. Anyway, I thought if we invited her over maybe we could cheer her up a little. Maybe relax in the hot tub, have a few drinks."

The thought of getting in the hot tub with these two got my blood running. I started having fantasies of a three-way orgy but put it out of my mind. If nothing else, at least I would get a chance to see her friend naked. That in itself was a treat.

"When's she coming over?" I asked.

"She'll be here around dinner time. I asked her to eat supper with us. Then we can see what happens."

There was a mischievous look in Julia's eyes that got me wondering. What did she have in mind? I guess I would find out later that night.

Julia was dressed up in a pair of shorts and a t-shirt. Her brown hair hung down to her shoulders and her plump breasts and firm nipples showed through her t-shirt since she wasn't wearing a bra. I imagined she probably wasn't wearing panties either since she often walked around the house naked or practically naked all the time. She had a real nice camel toe pussy, which she kept shaved. My girl had a gorgeous ass herself and the cut-off Levis shorts she was wearing just barely covered her. She had them pulled down low on her waist and her t-shirt was a midriff, which came down just below her tits.

"Wow!" I said. "You're looking sexy tonight."

"Nice of you to notice," she said.

I was wearing some bush shorts and a tank top, Julia told Susie to dress casual and so I did the same.

The doorbell rang around 5:30 and Julia opened the door to let Susie in. She was dressed in a pair of hip hugger jeans and a button down cotton blouse that was unbuttoned just low enough to be dangerous. I could tell she was bra-less and wondered if she was panty-less as well.

"Well c'mon in!" Julia said. "Don't you look nice?"

"Thanks so much for having me over," Susie said.

"No problem," Julia replied. "It's nice to have company.

After dinner, we all sat down in the living room to enjoy some rich red wine that Julia had picked up earlier in the week. Julia sat next to Susie on the couch while I sat across from them in an easy chair.

We talked about work and movies for a while and then the topic turned to Susie's love life.

"I just can't believe you aren't dating anyone right now," Julia remarked.

"Oh, it's not that I can't, it's just that I haven't met anyone that really turns me on that much."

"That's too bad," Julia said.

"I wish I was as lucky to have someone like Justin here," Susie said, looking at me.

"Yeah, I'm pretty lucky, I have to admit," was Julia's answer. "He's got a nice big cock too," she said with a smile.

"Yeah, I know," said Susie. "So you've told me."

"Wanna see it?" joked Julia?

"You can't be serious!" Susie gasped.

"C'mon, I don't mind," said Julia. "We were going to see if you wanted to join us in the hot tub later anyway."

"Wow! That does sound nice. I think I'll take you up on that."

Julia jumped up and pulled off her top and pulled down her shorts. She wasn't wearing panties after all. Susie took off her top to and I got to see her hot little titties. Then she took off her jeans. She had on a pair of white, silk panties that she pulled down exposing her beautiful, shaved snatch that had just enough of a camel toe to make a guy get an erection which I did have by the time I had gotten my shorts and tank top off.

"Wow! You weren't joking," said Susie, looking at my hard dick, which I didn't even try to hide. "It is big!"

"You can touch it if you want to," said Julia.

"You don't mind?"

"No, not at all I'm sure Justin doesn't mind either, do you Justin?"

"If it's okay with you dear, it's okay with me," was my response.

"Susie walked over to me and started fondling my balls. Then she moved her hand up to start feeling my very hard, nine inch cock which got harder when she started caressing it and sliding her hand up and down over it.

"Ooh! It is nice," Susie said. "I wonder what if feels like?"

"Incredible. I can tell you from personal experience," said Julia. "You can find out for yourself if you want, I mean, I know it's been awhile for you. Maybe a good fucking is all you need."

"Are you sure?" Susie asked.

"Hey, you're my friend and what are friends for if not for sharing?" said Julia. "Let's head towards the bedroom."

"What about the hot tub?" Susie asked.

"We can do that after," Julia told her.

So we headed for the bedroom. Julia led Susie by the hand, me following. My erection bobbed as I walked behind these two hot assed women walking in front of me holding hands.

"Before we get started, you need to do something for me," said Julia.

"What's that?" Susie asked.

"I need a kiss."

"Sure, I can do that."

With that, Julia pulled Susie towards her, they wrapped their arms around each other and started to make out, right in front of me. I couldn't believe my eyes. They had their mouths open and were tongue kissing for about a minute or so and then they stopped and pecked each other on the lips.

"Thanks," said Susie. "I needed that."

"Justin," said Julia. "You want some of this?" she said indicating Susie.

I didn't need any further prompting. I walked forward and pulled Susie towards me. Her body was pressed up to mine and my very hard pecker and balls were pressed against her shaved vulva. I slid my hand down to her ass as we kissed. Her firm ass felt good in my hand. She opened her mouth and gave me everything she had while Julia stood there and watched. After awhile, Julia came up and joined us and the three of us stood there taking turns kissing each other while our hands explored each other's bodies. I can't tell you how intense the feeling is to have two women kissing you and feeling your cock at the same time or how wonderful it is to be able to feel two incredible asses at the same time while these two women made out with each other.

After awhile Julia pushed me to the bed and sat me down. "He's all yours," she said to Susie.

Susie kissed me on the mouth and then started kissing my neck and chest, slowly working her way down to my stomach. She moved my hard pecker out of the way while she kissed my stomach, then down to my pubic area. She pushed my legs apart and moved my balls so that she could kiss next to them before licking them and sucking them, all the while with her hand holding my cock. After that she moved her lips up and kissed and licked my dick all over. Kissing the shaft. Kissing the head and even sticking her tongue down inside the hole at the top of my cock before plunging it into her mouth. She sucked on the head at first before sliding the entire nine inches down inside her mouth. I couldn't believe it. She had my entire cock in her mouth and held it there for a while, while resting her hands on my balls. I looked down and watched her and marveled that she could get the entire thing in her mouth. She slowly raised her head to the tip and then slowly slid her mouth down again. She did this several times, slowly raising her head and slowly lowering it while her tongue touched the area just under the head, licking that area to give me a tremendous rush. She started fondling my balls more and speeding up her head thrusts as the intensity grew. I looked next to me to see Julia sitting there on the bed with her legs spread and masturbating while watching her friend give me head. She turned to me and kissed me and then went back to masturbating. I could tell she was enjoying this and was surprised to see how turned on she could get, watching me with another woman and not getting jealous. Finally I could take no more. I felt the pressure building till I exploded in Susie's mouth. She kept her mouth on me and I could see her throat move as she swallowed my cum down.

"Wow!" was all I could say.

"You enjoy that honey?" Julia asked.

"Immensely," I replied.

"Good, now it's my turn," she said and grabbed Susie up and laid her down on the bed. She lay on top of Susie kissing her and sucking her tits while Susie ran her hands over Julia's ass. I laid next to them watching as they worked each other over. Julia slid down Susie's body till she got to her vulva, which she kissed over and over again while I kissed Susie and sucked on her tits.

"Goddamn this feels good!" Susie said with passion. "I'm loving this. This is fantastic."

Julia moved her head between Susie's legs and started licking. I have to admit that I had never seen my woman licking another woman's pussy before and I really enjoyed watching. She seemed to know what she was doing. Susie's legs were parted as far as they could go. Julia had her hand on Susie's left thigh and was holding it up so that she could get better access to Susie's gorgeous cunt. By the way Susie was moaning and sighing I could tell that Julia was hitting all the right places. Susie had her eyes closed and seemed to be enjoying every minute of the experience. "Don't stop! Don't stop sucking my tits!" she exclaimed. I sucked her tits, kissed her mouth and kissed her stomach as Julia worked on her pussy. Soon I could tell that Susie was reaching a climax. Her body tensed and she started moaning as she arched her back and let out a gasp and flooded Julia's mouth with her orgasm.

"God! That was unbelievable. Thank-you!" she said and leaned forward to kiss Julia on the mouth before turning to kiss me. "That was the best damned sex I've ever had."

"Well, we're not done yet," said Julia. "I haven't cum yet."

"Just give me a minute to catch my breath," said Susie.

"Oh that's okay," Julia replied. "You can just watch for awhile.

With that, Julia and I started making out while Susie watched.

"Let's do a 69," said Julia and with that, she laid me down on the bed and sat backwards on my face before leaning forward to put my new erection in her mouth. Susie watched as we performed oral sex on each other in front of her. It lasted for a good while with Julia pumping her mouth up and down on my cock while I stuck my tongue inside her pussy and licked her clit. We were both moaning with pleasure when Julia stopped and said. "I wanna get fucked now. Let's do it this way," she said, positioning herself on her knees in front of me with her back to me. "This way Susie can get a better view."

She grabbed my dick and put it inside of her. Susie had a perfect view of my cock inside of Julia's pussy. I was in deep, all the way to the balls. Julia held me there for a while, turning back to give me a long, deep kiss while I squeezed her tits and played with her nipples. When she stopped, I could see that Susie was on her knees in front of us, sucking Julia's tits. She stopped for a minute and started making out with Julia and feeling her tits while the two of us started fucking. We moved slowly at first with Susie alternating between making out with Julia and then me while Julia occasionally turned to kiss me and let Susie suck her tits. Soon Susie was next to the two of us. I was grabbing her ass and kissing her while Julia moved her pussy up and down on my cock. We fucked quite awhile in that position before Julia moved forward, put her hands on the bed and let me fuck her from behind. This is when things got really intense. We were fucking pretty hard while Susie continued to make out with me, her hand on my ass, pushing me deeper into Julia's cunt. She started whispering in my ear as well. "You like that pussy? That pussy feel good?" and "I love to watch you two fucking. You gonna fuck me like that later." I turned to kiss her. "Yeah baby. I will." I said.

Finally I could see that Julia was on the brink of an orgasm so I let go and came inside her as she let go herself with a tremendous moan and let her orgasm overtake her.

"Wow! You two were really goin' at it," Susie said.

"Don't worry, you'll get your chance," Julia replied. "I think it's time to relax in the hot tub. Why don't we go out there and have another glass of wine?"

We all headed into the hot tub. The water felt relaxing. I sat in between two of the most beautiful women I knew. Our legs were entwined and both Julia and Susie rested their heads on my shoulders.

"That was some of the best fucking I've ever experienced my dear," Julia said, stopping to kiss me on the lips.

"You two looked really good together," said Susie. Julia leaned forward across my chest and tongue kissed Susie, resting one hand behind her head and the other on my thigh.

After awhile, Susie started to get out of the tub.

"I guess I'd better get going," she said.

"Oh no you don't," Julia retorted. "You're spending the night. We're not even close to finished with you yet." And with that, we all got up and headed back to the bedroom after toweling off.

"I haven't watched Justin fuck you yet and that's something I'm really looking forward to," said Julia. "In fact, one of my fantasies has been to watch him fuck another woman while she ate my pussy. Do you think you can handle that?"

"I can sure give it a try," Susie replied.

With that, Susie and Julia sat down on the bed and started making out again. After awhile, Julia laid Susie out on the bed and positioned herself with her ass on Susie's face so that they were in a 69 position. I watched as they went at it. They clearly seemed to be enjoying themselves judging by the sounds coming out of them. They were going at for a good little while when Julia raised her head up and beckoned me to come forward. She pulled me to her and kissed me while fondling my already hardened pecker.

"You want some of that pussy?" she asked. I nodded. "Tell me. Tell me you want to fuck that hot little cunt."

"Yeah baby. I want to fuck that hot little cunt."

"That's a good boy," she said and with that, she grabbed my cock and placed it inside of Susie's pussy.

I could hear Susie let out a moan as I slid all nine inches inside of her. Julia was watching me and moaning herself. "We're going to have one big fucking orgasm together," she said. "Now, fuck that little pussy!"

I started moving inside of Susie's cunt while Julia held onto my shoulders for support. She had her eyes closed and was definitely enjoying herself. She opened her eyes and looked at me. "I've always wanted to watch you fuck another women," she told me and then we had one of the most passionate kisses I've ever experienced. She leaned back and watched me thrust my cock inside of Susie's hot little cunt. Susie had her legs wrapped around my waist and was pulling me inside of her harder and harder with her legs. We fucked as hard as we could while Julia watched, occasionally leaning forward to kiss me. When I couldn't hold it anymore I let go with an awesome orgasm, shooting my jism inside of Susie's pussy. I could tell by the way she reacted that that was all she needed to let go herself and cum. By the look on Julia's face I could tell that she had come too.

I pulled away from Susie and pulled my cock out of her as Julia got off her face. We both lay next to Susie and took turns kissing her and each other.

"Did you cum?" Susie asked Julia.

"I sure as fuck did," said Julia. "Did you?"

"I came several times," said Susie. "And I could tell by the way that Justin came inside me that he did too."

We all lay down on the bed and Julia threw a comforter over us. I lay down on the bed with Susie on one side of me and Julia on the other, both of them resting their heads on my shoulders with their legs lying on top of mine. I couldn't believe how good I felt.

"By the way," said Julia. "We're doing this again in the morning." And with that, we all fell asleep.