Coeffecient of Friction Pt. 02

Where we left off in Part I: My wife Annie and I had just finished a hot three way mutual masturbation session with our dear friend, Lily. I closed things out by fucking Annie as Lily watched. At Lily's request, I ejaculated on Annie's vagina. As I rolled off Annie, Lily crawled toward Annie's open legs...

"OHHHH," I thought, "Lily is going to eat Annie's pussy - and I get to watch!" Could this really be happening? No way. But really. Even though I had just emptied what felt like a record load a moment before, I could actually feel my cock start to twinge again.

Annie suddenly put her hand over her pussy and stood up.

She said, "Hang on just a second. I really have to use the bathroom. Be right back."

And just like that, it was if a hypnotic spell had been broken.

Lilly turned to look at me and said, "I really should be going. It's late, and I have to get an early start tomorrow."

She started to gather up her clothes. In that moment, I felt terrible. Had I taken things too far? Done something to really embarrass or hurt one of our oldest friends? I didn't know what to say, so I just replied, "Uh, yeah,...OK. Can I carry anything out to your car for you?" It sounded lame, but it was the only polite thing I could think of in the moment.

Looking over at my naked body and semi stiff prick, she said with a giggle, "Well, not like that you can't."

It seemed to break the tension. I still felt like I needed to apologize for something, so I said, "Lily, if this was all too much, we can forget that it ever-" but she stopped me before I could finish.

"Are you kidding? This was fantastic. I'm not leaving because of that. I really do have to get up early tomorrow."

She pulled on her jeans and bra, buttoned up her blouse, and slipped on her shoes. I noticed her panties still on the floor and held them out to her. "Don't forget these," I said.

"Oh, no," she replied. "Those are for you. A little something to remember from tonight. I hope you...enjoy them. Tell Annie I'll call her tomorrow."

And with that, she was off and headed for home. A moment later, Annie came back from the bathroom and asked where Lily had gone. I told her about the early morning start.

"What a shame," Annie said. "We were having so much fun."

But then a look of concern came over her face.

"Did she seem OK?" Annie asked. "Maybe we went a little too far."

"I was thinking the same thing, but you don't have to worry. She said - and I quote - tonight was 'fantastic', and that she'd call you tomorrow. Oh, and she left me these," I said, holding out Lily's panties.

"That little minx," Annie said with a grin. "Bring those with you and meet me in bed. There are some things I need to tell you about."

Once we were both in bed, Annie said, "I have a little confession to make. I know we swore we'd never have secrets from each other. Especially around sex. But I've been keeping one for a couple of weeks, and I need you to know about it. Tonight wasn't, um...spontaneous. I kind of had it planned with Lily. I'm so sorry I didn't talk it over with you first. Can you forgive - "

"Are you kidding?" I cut her off. "You don't have to apologize for anything. I just had one of the most mind blowing sexual experiences of my life. It was amazing! I'm glad you did it. Really glad. I just need to know that you were okay with what I did. I mean, there I was looking at another woman's naked body and masturbating right in front of you....Were you just going along with it to satisfy my fantasy, or did you enjoy it, too?"

"Oh, trust me," she replied. "I was enjoying it, too. And that's something else I need to tell you about."

I thought I could see where this was going, but I didn't dare even think it. Annie turned on by a woman? Maybe..."Okay," I said. "I'm listening."

"Last month at ladies' night, we were all over at the MacKinnon's having drinks and chatting. Lily got up from the living room and was gone for quite awhile. I thought she might be in the kitchen or somewhere else talking with somebody, so I didn't think anything of it. I had to use the bathroom, but when I got upstairs to the end of the hallway, I could see the light was on, but the door was still open a couple of inches. I really had to go, so I peeked in to see if somebody was there. All I could see was the big mirror over the sink, but in the reflection, there was Lily with her blouse fully open and her bra down around her stomach. She was massaging one of her tits with one hand. Her skirt and panties were off, and she was rubbing her clit on the corner of the vanity."

"So, what did you do?" I asked. The wheels in my head started going into overdrive and my cock sprang to attention at the image she had just put into my head.

"My first thought was to just back away as quietly as I could and hope she hadn't seen me, but..." Annie paused.

"But what?" I asked, hoping I didn't sound too overly excited.

"But it was...um....I don't know, kind of...intriguing. I'd never watched another woman do that before. So, I just stood there."

"You watched her masturbating?"

"Yes."

"Did you like it?"

"To be honest, I did."

"You know that I'm perfectly OK with that, right, Annie? You don't have anything to worry about. In fact, it turns me on." I grabbed her hand and brought it down to my stiff prick.

"I thought you would be, but I really needed to tell you. I don't like keeping things from you. But there's more. While I was standing there watching her in the mirror, Lily opened her eyes and looked straight back at me through the reflection. She saw me staring at her. But she just kept going, and I kept on staring. There was something so erotic and mesmerizing about the look on her face and the way she was grinding her clit on the sink. She was so...uninhibited, just lost in the moment. It really was beautiful in a way. And it was, I don't know, kind of beautiful that she was willing to share it with me."

"Yes," I said as I started to subtly thrust my cock against Annie's hand. "I bet it was. So what happened?"

"Lily had her orgasm, got dressed, and came out into the hallway. As she passed me, she stopped and said, 'Oh I hope I didn't keep you waiting too long. So sorry if I did.' And then she leaned in and whispered, 'I hope you enjoyed the show. I loved putting it on for you.'"

"Seriously?" I asked. "Lily really said that?"

"She really did."

"So what did you do?"

"I got in the bathroom, locked the door, and rubbed out a quickie of my own."

"That's my girl," I said. I noticed her nipples hardening, so I reached over to fondle one of her voluptuous 38 D breasts. This confession was fast becoming foreplay.

"That's not the end of it though, Andy."

"Well, OK, tell me more." I loved where this was going.

"I drove her home that night. On the way she told me that she had been holding on to something for a long time that she needed to get out. She told me she was bi. Despite myself, I kind of giggled a bit. I mean, it had been pretty obvious since college. I bet you've suspected it for years. Anyway, I told her that I had no problem with that. It certainly wasn't going to hurt our friendship or anything. We'd been best friends for 30 years, and that wasn't going to change. When we got to her house, she asked me to come in because there was more she wanted to talk about. She told me that she had finally come to accept that at her age, a committed, romantic relationship with either a man or a woman probably wasn't going to happen. Her sex life was pretty much limited to masturbation. And that had been fine for a long time, but recently she found herself really longing for someone to share it with, someone that she could be vulnerable with and have some intimacy with, you know? She wasn't looking for straight up sex per se, but maybe something like it. She thought she might like masturbating with somebody. But it had to be somebody she knew and trusted, because she always felt so vulnerable doing it, even by herself."

"And that person was you," I said as much as asked.

"Well, yeah," Annie replied. "Lily went on to tell me that she had tried several times to set things up so that I would catch her in the act, but it had never worked out until that night. And then she asked me if I liked watching her. I told her that I'd never really been turned on by women before, but there was something arousing about watching her. Maybe because she was my best friend. Maybe because she was being so vulnerable, I don't know...And then I told her that right after she had left the bathroom, I went in and had an orgasm of my own. She asked me if it really had turned me on. I told her, 'Enough that I had to lock the door and rub out a quickie after you left.'"

My cock was at full attention now and I could feel the pre-cum starting to ooze out the head. "So what happened next?" I asked.

"Lily asked if I wanted to watch her again. I couldn't help myself. I said, 'Yes, please.' Without saying another word, she got up, closed all the curtains, and started unbuttoning her blouse and removing her bra. I could see that her nipples were hard. Then she asked if she could watch me at the same time. I just nodded and took off my shirt and bra and slipped a hand inside my waistband as Lily dropped her skirt and panties. I was actually kind of surprised by how wet I was already. I guess there was no denying it even to myself - this was a turn on."

Annie gave my cock a firm squeeze and a couple of strokes while I continued to massage her tits.

"Seems like it's a turn on for you, too," she said with a grin.

"No denying it," I replied. "Tell me what happened next. Oh, and don't leave anything out."

"Well, we sat down across from each other and started rubbing our own tits. She told me she had always envied mine, so I told her she had fantastic nipples. Her nipples are pretty amazing aren't they?"

"Mmm hmm," I agreed.

"When she opened her legs and reached down between them, I did the same. I was so horny by that point! I can't describe it, but something came over me when she spread her legs and exposed her vulva to me. I couldn't look away. Her lips were so puffy and wet, so...I don't know, ready for ecstasy? It was kind of intoxicating. I know that sounds weird, but it was amazing and erotic at the same time. And her clit..Well, you saw it, Andy. It's like this miniature cock. It took my breath away."

She paused for a moment and reached her free hand down between her own legs.

"God, it's turning me on just talking about it," she said.

"Me too, my love, me too," I said. "Keep going."

Annie went on, "We were both so worked up that we orgasmed in about a minute. Then we sat there panting, trying to gather ourselves for a few moments. When I looked up from her crotch to her face, Lily smiled and said 'Thank you, that was just what I needed.' I kind of surprised myself by saying, 'My pleasure....How about another round? I mean, if you want to. It's okay if you don't.' Lily gave me a grin and asked me if I had ever used a vibrator before. I told her about that time back in grad school when I found my roommate's.. My god, it was awesome! I was just so scared that she'd find out that I never had the guts to try it again. Lily said, 'Well my friend, don't move. You are in for a treat.' She got up, went to her bedroom, and came back holding two vibrators. One was a smooth, silver tube with a tapered end and the other was this realistic rubber cock thing. She asked me which one I wanted."

I asked Annie, "Which one did you take?" She was giving me a first rate, one handed hand job now, and I could hear the squelching sound of her other hand digging into her vagina. I threw back the covers so I could get a better view.

Annie replied, "I took the one that looked like a cock. Kind of reminded me of you. Lily said to me, 'Oh, good, I was hoping you'd pick that one.' So I asked her, 'And why is that?' She said, 'You have to promise not to hate me, but I've had this fantasy of seeing your pussy filled up with a cock.' I told her, 'Nothing wrong with that, Lily. I love having my pussy full of cock. And Andy and I talk about our fantasies all the time. It gets us both worked up...Just curious, is there any particular cock you fantasize about filling up my cunt? Lily didn't hesitate to answer me. 'Andy's,' she said."

I almost came in Annie's hand right there. I put a hand over hers to slow her down so I wouldn't just yet. "Really?" I asked.

"Really," Annie said.

"So what did you think of that? And what did you do?" I asked.

"Well," Annie said, "it was kind of hot to think that someone else finds you attractive. And since it was Lily, it's even better, because I don't have to feel like it's any kind of threat. No jealousy involved. It's not like she's going to try to come between us or that you'd ever have a thing for her. So, I told Lily, 'This is what my pussy looks like full of cock.' And I pushed the vibrator in as far as I could take it."

"Did it feel good?" I asked.

"Oh, god, yes," Annie said, "but not as good as you do," as if to reassure me.

I thought she was probably fibbing, but I didn't care. I had actually thought many times about getting her a toy or two, and I told her so.

"You're such a sweetie," Annie said, resuming her work on my cock.

"Tell me what happened next," I begged.

Annie said, "Lily's jaw dropped and she started fucking her own pussy with the other vibrator. She couldn't take her eyes off me. Or maybe I should say off my cunt."

When Annie uses the C word, I know she's getting randy. She knows it drives me wild, too.

Annie went on. "Lily said, 'It's so hot watching that thing slide in and out of you...The way it stretches out and pulls at your pussy lips....It must feel soooo good...I can see your cum on it every time you pull it out.'"

Annie paused.

"Are you sure you want me to keep going?" she asked.

"Hell, yes!" I told her.

"Okay," Annie said. "I asked Lily what another one of her fantasies was. She said, 'It's really dirty. And kind of embarrassing.' But I made her tell me anyway. You're not going to believe this, but she said, 'I want to watch Andy fuck you until he cums on your pussy...And then I want to clean you off - with my mouth.'"

It's a good thing I don't have a weak heart. I probably would have blown an aorta right there. As it was, I almost blew my load and had to pull Annie's hand away again.

"Are you kidding me?" I asked. "She actually said that?" There was no hiding the enthusiasm and excitement in my voice. "What did you say?"

Annie answered, "To be honest, it kind of took me by surprise. You know I've never really considered doing anything like that with a woman. But with Lily, in that moment when we were both so horny, it flicked some kind of switch. I told her I was flattered. And even a little turned on by the idea."

"And what did Lily say?" I asked.

"Nothing," Annie answered. "She was too busy cumming. It was almost like she had a seizure. Her eyes rolled back in her head, she started shaking, and then she ejaculated. Her pussy just gushed out almost like she was peeing, but it came out in spurts, like when you cum. I couldn't believe it. I didn't know women could do that! Must have been one hell of an orgasm."

"Must have!" I replied. "So how did the evening end?"

"I told Lily I was getting close. But I felt like I should let her in on one of my turn-ons, since she had told me about hers. I told her about that time when we were hiking in the mountains and you grabbed my ass, pulled down my shorts, bent me over a rock, and railed me doggy style, right there on the trail. While I was telling her about it, I stood up back to her, bent over my chair, and fucked my cunt doggy style with the rubber cock vibrator. Had a very nice orgasm. We were both pretty spent at that point, so we put the toys aside and just chatted for a while. And that's when we came up with the plan for tonight."

I said, "There's just one more thing I want to ask before I fuck you silly. After I came on you earlier, when Lily was watching us, was she about to....um....try her fantasy?"

"Yes, obviously," Annie replied.

"But you didn't want her too?"

"Well, no, I did, but I really had to go to the bathroom, and I didn't exactly want to pee on her face," she said with a laugh. "Plus, I wasn't about to take that step without clearing it with you first."

Lottery jackpot winner! I almost couldn't believe what I was hearing. "Well, consider yourself cleared for takeoff, my love," I said. "I just have one request, though."

"What's that?"

"I want to be there to watch."

"Oh, I think we can probably arrange for that. Now shut up and get your cock between my legs or lose me forever."

I rolled her over flat onto her back, threw her legs as far apart as they would go, and plowed into her with a single, hard thrust. She was so wet that I sank into my balls.

Just then, Annie's phone buzzed beside the bed. I could see on the screen that it was Lily. We looked at each other and said at almost exactly the same time, "Better take that."

With my cock still buried to the hilt inside her, Annie picked up her phone.

"Oh, hey, Lily. Sorry I didn't get the chance to say goodbye earlier. I hope everything is okay?"

Lily replied, "Oh, yeah, absolutely. Just calling to say sorry for dashing out so fast. I didn't realize how late it was, and I need to be up early tomorrow...Oh, and I wanted to say I had a great time."

Annie and I smiled at each other with relief - and no small amount of pleasure.

"Me too," Annie said. "Look, Lily, I hope you didn't think I was...um...backing away, you know, when I got up to....um...use the bathroom. It's just that I really had to go, and...I hadn't talked it over with Andy yet."

Lily replied, "I'm so relieved to hear you say that, Annie. I thought maybe I was taking it too far too fast...So, we're okay?"

"Of course we are," said Annie. "And you should know...He's fine with it."

Since I was still inside Annie, I decided to give her a couple of gentle thrusts. I think it kind of surprised and delighted her, because she gave a little groan of pleasure.

"Hey, what are you doing?" I heard Lily ask.

"Do you really want to know?" Annie answered with a little giggle.

"Well now I'm curious, so yes," Lily replied.

"Since you asked, I'm flat on my back in bed talking to you on the phone and getting a serious fucking from my husband."

"You naughty girl!," Lily said with no small amount of glee.

"Maybe," said Annie with another giggle, "but I'm not the one who gave her wet panties to a married man earlier tonight."

She winked slyly at me.

"Touche', my friend," Lily replied. "I was hoping you would both enjoy them."

Annie covered the microphone on her phone with one hand.

"Want to have some fun with Lily?" she whispered. "Give me her panties."

Since Lily's panties were on the floor, I had to pull out of Annie to get them. My cock popped out and slapped up against my stomach, slick and shiny with Annie's cum.

Annie took Lily's panties from me and said, "Hold the crotch up by your face so I can take a picture for Lily."

I paused for a second...Was Annie asking me to smell Lily's scent?

"Go ahead, Andy. I want to see you do it," Annie insisted.

I didn't have to be asked twice. As I brought the crotch of Lily's panties to my nose, I inhaled the essence of her arousal deeply. The sweaty, animalistic aroma, familiar, but somewhat different than Annie's, sent an electric shock down my body and through the length of my cock. It awoke some kind of beast in me. I closed my eyes and swooned a little. Unconsciously, my right hand found its way to my cock. It was like being in some kind of intoxicated haze. I heard Annie's camera phone click.

"Well, Lily, we are doing that just now," Annie said into her phone. "Check your texts in about 30 seconds."