My Surprise Second Threesome

As I get ready to meet with Bill, I'm extremely nervous. We've been 'hooking up' for more than two years but the frequency is definitely on a decline. A friend has told me that Bill is one of those guys who like the 'chase' and the thrill of meeting someone new.

I, on the other hand, love the comfort and trust that we've built up. I would try anything with Bill I just have that trust in him. We aren't in love, but we do have a great time when we're together. So far, I haven't met with anyone else, though I've had offers.

So, I shower and dress carefully. I love when I'm down to my bra and panties and as I kneel in front of him, with his cock in my mouth, he tells me how sexy I look. Vanity, I know, but still it's wonderful. He knows how to make his partner feel sexy and great. Never hesitate to compliment your partner, guys...It will be worth it!

We're meeting at a motel this afternoon. He calls me on my cell phone to confirm, and ironically is pulling into the parking lot right behind me.

I wait while he registers and then follow him to the room. Only then do I fall in to his waiting arms. His warm mouth claims mine in a passionate kiss that pushes all thought from my mind. I part my lips in invitation and his tongue explores, enticing my tongue to follow. My arms around his neck, pulling his head closer, I stretch up to reach. His hands around my back lift me to him.

He's such a great kisser. My fingers caress the back of his head, his ears, his cheek and we continue the kiss. Our mouths, tongues, lips playing. I grab his bottom lip between my teeth as I collapse against him, needing to catch my breath. My hand slides down to fondle his very hard erection. I love how kissing turns him on.

I let his lip go and smile up at him as I take a step back and reach for his zipper. I lick my lip as I undo his pants, and pull his underwear down.

His cock springs out at me, and I catch it in my mouth. I can't help but giggle as I reposition his cock so I can take it into my mouth. I glance up to see him watching, total lust in his eyes. It's such a turn on, that I lean forward and gently massage his balls as I let his cock slide deeply into my mouth.

Reluctantly I let his cock slide out of my mouth and stand. We quickly shed our clothes and meet on the bed. I kneel beside him, and knead his balls. He loves to have them played with. And I love to hear his moans of pleasure, as I knead, and roll and play with them. I stroke his cock with my fingers, then lie down between his legs.

We like to take our time and enjoy, we spend a lot of time on foreplay. I lick his balls first, and then take each one into my mouth. I slowly lick it, then I suck on it. Bill likes his balls played with so I can suck just a little harder. As I hear his moans I feel the wetness, from my pussy dripping. I really enjoy pleasing my partner. I play with his balls for a little longer, and then lick from his balls, up the underside of his cock. My tongue caresses that little V. I suck gently on it before continuing over the tip.

He tells me that it's his turn, before moving out from under me and rolling me over in one fluid motion. "Ooooooh," I moan loudly as I feel his warm tongue touch my overheated pussy. I'm not very quiet when it comes to good sex. I enjoy myself fully. I feel his tongue licking my outer lips.

In my ecstasy it takes me a second to realize that he's talking to me. He asks if I'd mind if Jane shows up. She was trying to get some time off work to join us. I sure would not mind. Although I do worry briefly that now that I've already been with her once that I might be expected to know a little more about what I'm doing. But all my fears, and the ability to think, disappears as I feel his tongue slide between my lips. "Ohhhh, Man!" is all I'm capable of thinking or saying! I arch up into his mouth.

Bill laughs as his cell phone rings. I need the break anyway. Give my clit a chance to relax. He loves to make me orgasm several times in a row. As he's just done, my chest heaving, I'm gasping for breath as I take the time recover.

Jane is outside and knocking on the door before I can grab any clothes. Bill lets her in. I watch as they kiss at the door. I watch as he helps her to undress. She smiles as she says hello to me. I watch their interaction with interest. I'm still a little surprised at how horny it makes me. I notice Bill watching me as his mouth moves from Jane's mouth to her nipple. He chuckles as I merely smile and lick my lip for him. My fingers are busy playing with my own nipples.

As they move to the bed, Jane reaches for his cock. He lies back on the bed and motions for me to play with her pussy. I move down and slowly, carefully start to explore. I find that the thrill that I felt the first time is still there. I reach out to very slowly, very gently lick her outer lips.

I watch Jane suck Bill's cock as I slowly lick her. I don't hurry this time. I lick the inside of her thigh, the crease of her leg, I take one lip in my mouth and gently pull on it. I tug on the other side. I bring my fingers around and slowly part her lips. I have a look at her pussy...the inner lips, the pink flesh, the folds, her vagina, her juice flowing freely. I touch her outer lips again with my tongue, and listen to a soft moan as I slide my tongue to her inner lips. I take one small, pink lip between my lips and very gently suck on it. Her response guides me to suck a little harder. She stops sucking his cock to smile at me. Looking into her eyes, I let my tongue slide up over her clit. She closes her eyes and moans.

Bill moves from his place and kisses her before moving around behind me. Jane lies flat on her back to enjoy my tongue. I feel Bill's cock slide into me. He slides deep inside me in one motion.

He leans over and I hear "Fuck, you are so wet!." I giggle as I continue licking Jane's pussy. Bill has a big, hard cock, but it is nice and thick too. I can't contain a moan myself as I feel him push all the way in as he leans over me.

I move my head to the side, and with my fingers I spread her pussy lips wide, offering him a taste. I watch closely as his tongue thrusts inside of her, and then moves up to lick the length of her slit. I watch her reaction to his licking.

He turns to me and I kiss him, licking her juice from his lips, his chin. Bill is tall and has no trouble leaning over me to lick her pussy. I feel his cock buried deep inside of me as he pushes forward. He moves back, and I return to licking her pussy. My touch is much softer. I enjoy licking very lightly, feeling her push towards my mouth.

I lick her for a few minutes and then let Bill have a turn. Again I lick her juice from his mouth before returning to lick her pussy. We play this game until she groans in frustration.

I love when Bill licks my clit, he has a way of resting his tongue on my clit, with just enough pressure to drive me crazy. I let my tongue rest on her clit. I move it in very small circles, staying right on her clit, building more pressure. I bring a finger around to push gently but firmly against the top of her clit. She rewards me with a scream as she bucks against my face.

I hear Bill shout as he grabs my hips in his hands, and pushes hard. I feel his cock as it expands even more before it explodes. I feel his cum inside of me, the contractions of his cock from his climax.

I let my mouth rest on Janes pussy. Feeling her contractions against my mouth as I feel Bills contractions inside my pussy. We are all breathing hard, coming down from a high. We collapse on the bed.

But only briefly, Bill wants to see Jane lick his cum from my pussy. I lie back on the bed as she moves between my legs. Bill sits to the side watching. I jerk and arch as I feel her soft tongue on my pussy. Her tongue feels so soft, so soothing after the hard fucking I just had. I moan loudly as she licks some of his cum and lets her tongue slide all the way up over my clit. She dips her tongue in and licks up his cum. Every so often she slides her tongue up over the length of my pussy, making me quiver involuntarily.

By the time she has his cum licked up, she gets a flood of juice on her tongue, on her face, from my own orgasm. Bill has moved up to kiss me as my orgasm subsides. He then moves down to kiss her, to lick my cum from her face. I think I like hooking up with these two.

After a few minutes, Jane reminds us that she has to return to work. She gets dressed and we kiss her as she leaves. Bill and I decide to take a shower..........