Sharing a Bed

We are away on vacation in the mountains and we are sharing a room (My husband Jim, his best friend Brandon, and I) and I am trying to sleep on a couch or something because somehow the two men are literally spooning, likely from passing out after all of the partying they have been doing. I am tossing and turning and finally I walk up to them and am like "Listen, assholes. You can continue to spoon and I know there is not a lot of room but I am freezing... so I am taking the tiny corner of the bed so I can share the blanket and -sorry for the inconvenience."

So then I lay down and just as I do Brandon decides to roll over and right behind me, so that he is lying against the back of my body. I immediately feel his erection lining up right into the crack of my buttocks. It startles me but I am assuming he is asleep and I try to ignore it. I mean, I know that guys can get those in their sleep and cannot control it so I am trying not to overreact. Then he swings his arm over my body and again I try to relax; we are sharing a bed, after all, so it should not be an issue. I start to relax and settle into the curve of his body. I am a little shaky because his smell and touch is definitely making me swoon and I know I shouldn't. My husband is on the other side of the bed.

Next, he quietly says into my ear "I love how I can rest my erection right in your ass and you pretend not to notice." So I am startled now because I thought he was sleeping and I find out this was actually a conscious decision of his but I kind of laugh like he's making a joke and try to relax. Then he slowly moves his hand under my t-shirt and softly cups my breasts. He twirls his thumbs on my nipples for a moment sending a crash of sensations in my pants. I catch my breath and quickly move his hand back to my waste so it is more of an innocent sleeping position. I mumble something along the lines of "That's bad." And again try to relax and drift off to sleep.

More quickly this time, he moves his hands back under my shirt and starts stroking my breasts. His hands are warm and massive and his erection is throbbing behind me while he thumbs start to work my nipples again. I let it go a little longer than I should this time and my breath catches in the back of my throat. By this point I am soaking wet to the point of worrying that I can no longer play this off as an innocent joke because I am clearly enjoying myself. My body is shaking with anticipation and I know I want him. If I am being honest with myself I know that I have wanted him for a long time. But again I am aware that my husband is on the other side of the bed and I push his hands down again and tell him to cut it out.

This time his hands do not rest on my hips at all. In a fluid motion while I move his hands off my now erect nipples he slides his hands down my pants and slides his massive middle finger inside me. He whispers slyly, "I knew you would be ready for me" and begins moving his finger in and out and in and out slowly and forcefully. I can't catch my breath. I have completely lost control of the situation and all I can think of now is how amazing his hands feel, how amazing it feels to have his warmth behind me and his finger inside me. While he works his index finger now in addition to the middle in and out he tightens his grasp around my body with his other arm so I can feel that he is making a slight thrusting motion and has a raspy moan in his throat. Feeling and hearing his need, I let out a small gasp "Oh, Brandon."

With both fingers starting to pick up speed, he turns his hands slightly so that his thumb begins to lightly brush my clit. It is light but enough to push me towards the edge and I moan, completely abandoning any illusion I had that I could keep quiet. He starts to stroke his ling, hard, throbbing cock with his other hand. He stops trying to keep his thumb going and whispers on my ear "I need you to touch yourself. Come on, do to yourself what you want me to do to you. I need to see you cum."

Without thinking, I start touching myself with my two middle fingers in a slow circular motion and teasingly bite my lower lip. He is still using his fingers to explore inside me but has slowed down to allow me to catch-up. He puts his fingers in and then slowly pulls them out so that I can feel every crease and callous in his fingers. He takes them out to the point of the tips of his fingers touching my opening and then he suddenly plunges them in hard and deep and makes me squeal. He picks up speed again, moving in and out of me while touching himself and reminding me that I need to make myself cum. I pick up my pace as well and in what feels like seconds I am writhing around him and gasping for breath while I explode into full orgasm.

I finally come to and remember that my husband is still in bed and we were not quiet. I start to panic and I turn to face him only to notice that he is sitting up, smiling, and now has a huge erection as well...