Pleasantly Surprised

I walked into my room after a shower to a pleasant surprise one afternoon: my two best friends, my lovers, were sitting on my bed, making out. They were beautiful, each in their own way. I sat on the edge of the end of the bed, still wrapped in my towel, and watched them kiss for a while before they broke apart. They both looked at me with expectant looks on their faces.

"Enjoying the show?" Stephen asked, his hand trailing lightly along the side of one of Annie's breasts.

I licked my lips. "Yeah."

Annie reached over and slowly tugged my sheet from around me. "We enjoyed the show, too, earlier; watching you walk out. Yum." She crawled over to me, and by the time she reached me the towel was pooled around my waist. Still on her hands and knees, she leaned down and licked one nipple. I made a small appreciative noise, which seemed to encourage her. She nipped at the nipple this time, before sucking it into her mouth. She sat up as she did so, taking the other breast in one hand and gently kneading it. She looked up at me as she played with my breasts with her talented mouth and equally talented hand.

I looked over her shoulder to Stephen who was watching us. He had on his face an expression that was half appreciation and half want. Guess which side won.

As Annie switched breasts, Stephen apparently decided to join in. He crawled over to us, stopping behind Annie. He kissed her shoulder as he reached around to play with her breasts. As he did, she stopped for a moment, though she didn't release my breasts, which she at that moment considered to be her personal playthings. Stephen nibbled and sucked on her neck as he tweaked her nipples none too gently, and she rose up just a little on her knees in front of him. He whispered something in her ear and she grinned at me. I liked the expression, having never not liked anything that had come of that grin.

Annie reached down and pulled the towel from my lap. She kissed, licked, and nipped a trail from my breast down my body, trailing her hand after her mouth, paying extra attention to the spots she bit. As she went farther down on my body, several things happened: she pulled me farther forward, forcing me to lay back a bit; she became more prone, which was helped by Stephen pulling her rear farther up and back into him; and he lavished her back, shoulders, and neck with attention with his mouth.

Finally her mouth was at my center. She spread me open with two fingers and daintily (if one can really describe such an action as "dainty") licked me, flicking her tongue over me everywhere but my clit. Oh she danced around it, but wouldn't actually touch it. She's a tease like that.

"Annie," I begged a bit, pushing my hips up just a tad. She responded wonderfully, finally going for my clit. I screamed just a little when she first touched it, and she had to hold my hips down. Did I mention she's strong? I moaned and writhed (as much as she would let me move) under her as she worked her mouth against me.

I heard Stephen say, "Open your eyes." I did, and saw him kneeling behind her, positioning himself. "I want you to watch as I fuck her. Want you to see how much she likes being between us." I moaned again, but kept my eyes open. They flicked over my two lovers, watching them move before me.

Stephen stroked himself once, then twice, then slid slowly into Annie's cunt. She moaned against me, sending vibrations against my clit and, by extent, my own cunt. A strangled "god" found its way past my lips, and both Annie and Stephen laughed a little. The former again sent vibrations through my core, and it was only the gaze of the latter that kept me from putting my head back and closing my eyes.

Stephen started to move in Annie, and she slipped a finger inside me, working it in time with the cock inside herself. I pushed myself slightly against her, in time with them both, and I heard Stephen's breath break into a bit of a pant.

"Play with your breasts," Stephen said, and I knew it was again directed at me. I usually don't take orders in the bedroom, but I made an exception. It felt too good not to. I obeyed, reaching one hand up and tweaking my nipple. The other hand had come to rest on Annie's shoulder, and it squeezed just a little as she sped up her ministrations. I could see that so had Stephen.

She slipped a second finger into me -- Stephen always said my pussy was always as tight as the first time -- and it was my undoing. I cried out, bucking against her as she thrust her fingers into me, sucking ever so gently on my clit. My orgasm lasted forever, aided by her last-minute stroking of my g-spot. Yeah, she knew what set me off.

Finally, with one last lick, she drew her mouth from me, though she kept her fingers in me, moving ever so slightly (and still in time with the cock inside her). I took a breath to calm myself a bit, then reached down and took her wrist. I drew her hand to my lips and slowly drew them into my mouth. I kissed the tip of each finger, then sucked them both between my lips, cleaning my juices off of them.

I heard Stephen groan and felt him increase his pace, becoming jerky. I raised my eyes to meet his, then carefully crawled around to meet his lips. I kissed him, letting him taste me on my own lips. He drew a sharp breath, then pulled away. He closed his eyes in concentration, and I knew he was trying not to come. Not before Annie, at least.

I licked my own fingers now, and reached down between Annie's spread legs. I found her clit and stroked it softly, gently brushing Stephen's moving cock with my other fingers. She cried out wordlessly, a string of vowels, and came undone. In her undoing was also Stephen's: as soon as she came, he sped up, thrusting into her mercilessly. Within seconds he, too, sounded his own pleasure as he came inside her.