Finally the door opened for me and I staggered into the apartment. Sherry who was leaning on me almost fell in, but managed to stay on her feet long enough to stagger across the room, falling onto the couch. She half sat, half laid on the couch. I plopped myself down on the opposite end of the couch. Charles walked in, closing the door behind us. He sat in the chair opposite the couch. Kicking off my shoes I pulled my legs under me. This caused my dress to rise a bit high on my legs, so I pulled on it to cover a little more.
"Awe man I need to get comfortable." Sherry said. She kicked off her shoes, managed to slip off her skirt, then removed her bra without taking off her top. She settled back onto the couch wearing only a pair of pink panties and a white button down blouse that didn't hide her dark nipples. "Thats better."
"Yeah I feel better now too." Said Charles "Why don't you get comfortable too Heather?"
"No I'm good." I replied. Charles was Sherry's boyfriend, I wasn't about to strip in front of him. Sherry and I were roommates. At 37 she was a few years older than me. But she was a pretty good looking girl still. Her C cup boobs sagged a bit when she wasn't wear a bra, but she still attracted a lot of attention whenever we went out. She had brown curly hair down to her shoulders and these killer green eyes. I'm 22. I moved in with her about 6 months ago and we quickly became good friends despite our age difference. We went out almost every weekend, and Charles usually accompanied us. Currently I didn't have a boyfriend, although I have had a few in the past. Sherry was always on the look out for guys for me, constantly trying to hook me up with guys we met in the bars. I didn't really need her help as I'm a pretty good looker myself. Blonde, blue eyes, a nice body, small B cup boobs. I wear mostly tight clothes in order to show off my curves and it seems to work.
Sherry's boyfriend, Charles is good looking man. Well built, short dark hair with a goatee. He's about 45, so he has a few years on Sherry. They've been dating for a couple of years and they seem to be pretty serious.
Anyway we had gone out for our usual Saturday night thing, drinking, dancing, laughing, just having a good time. A couple of guys hit on me, bought me drinks, and we danced a bit. One guy I thought was nice, Derek, so I gave him my number and a kiss before we left. I did my share of dancing with Sherry and Charles, even some dirty dancing with both of them, rubbing my body on theirs. We got really silly and started grabbing one another. I can't remember how many times Charles grabbed my ass or tits. And Sherry got into it too, grabbing me here and there. I didn't mind as it was all in good fun.
We left at last call, I was pretty buzzed, Sherry even more so. Charles wasn't too bad, which was good since he was driving.
So there we were sitting in our living room. Charles was probably going to spend the night, as he sometimes does on the weekends. Usually when he spent the night I could hear them as they fucked. Sherry was a bit of a moaner. It always sounded like he was doing her good.
"yeah why don't you get comfortable, take your dress off." Sherry said as she leaned over and tried to pull my dress off. I was wearing a short one piece black mini dress. I pushed her hands away but she came at me again. Again I pushed her away.
"Charles get comfortable, take off your pants." She said. He stood up, kicked off his shoes and quickly stripped off his pants.
"And your shirt too." He pulled his shirt over his head, he was now only wearing his white socks and a pair of white and blue stripped boxers. For a 45 year old guy he certainly looked good. He was in good shape, no fat on his body. More than once he was the object of my desires as I played with myself. If things were different I might actually be interested in this man.
"Ok Heather your turn." Sherry said, not giving up on me.
"You're right I need to get comfortable." And I went to my room. There I stripped off my dress and panties, pulled on an oversized t-shirt, which is what I wore to bed. Returning to the living room Charles had moved to the couch, next to Sherry, they were kissing. Grabbing the remote I sat in the chair opposite the couch and turned on the TV. After bouncing around the channels for a bit I didn't really find anything worth watching. I turned to Sherry and Charles, about to ask them if they wanted to watch anything but what I saw stopped me. They were still kissing but he had a hand in her blouse on her tit, she was stroking his cock. His boxers had been pulled down so she had access to his cock. It was fatter than any cock I had seen before. I stared as she slowly stroked it up and down, memorized by it. Then I realized what was happening, got embarrassed, turned off the TV and quietly left the room. I went to my room, closed the door and climbed into bed. Closing my eyes, I recalled the scene in the living room, my hands moved between my legs. I imagined I was playing with that cock, then guiding it into me. I drifted off to sleep.
In my dream, he climbed into bed behind me. He lay right up against me. His warmth on my back, his breath on my neck. Then there was a hand over my mouth. I tried to scream as I realized I wasn't dreaming. I tried to get up but he held me down with his arm and leg.
"Relax Heather." I stopped struggling after realizing it was Charles.
"Don't scream ok?" he whispered, actually commanded. After a slight nod he slowly removed his hand from my mouth. I didn't move, confused by what was happening, a little bit scared, but at the same time enjoying the warmth of a man on me.
"Where's Sherry?" I asked.
