And Lynn Makes Three

"And two, if this gets weird between you two, it stops," Kate said sternly. "One of you will get that fabulous couch if we can't all be agreeable and comfortable together. Got it?"

"Got it!" Lynn and I said in unison. We sort of stared each other down. We were silent for a moment. She looked so sexy. It was like I was looking at her in a whole new way.

Kate put a hand on Lynn's hip and squeezed by her through the door and into the bathroom. "Oh, and rule number three," she interrupted our moment. She pulled her shirt up and off her head and stood there in her bra, "this suite is now considered clothing optional." Kate had our full attention now. She reached behind her back and unsnapped her bra. Her large breasts came into view and bounced. She dropped the bra on top of her shirt on the floor. "I need to shower before dinner." She turned and started the shower.

I looked at Lynn. She looked at me. She glanced down at the full tent of my towel. "I take it you are ok with all this," she acknowledged over the loud shower water by quickly pointing with her chin and glancing down at my protruding penis in the towel. "Kate, I think Josh is just fine with these rules," Lynn loudly voiced to Kate.

Kate turned around and started to unsnap her pants. She looked at my towel too, "If that is uncomfortable, honey, just take it off!" She was mocking me, but in a nice way. Her pants hit the floor. She slid her panties down and stepped out of them completely nude. She nudged her pants next to her shirt with her toe.

Lynn announced, "I'm next!" She backed out of doorway and disappeared toward the living room.

Kate moved up next to me. Her body looked fantastic. Her large breasts swayed as she moved. Her round, womanly curves teased. She kissed me. It was a very sensual kiss. Our tongues played. She pulled away and cocked her head toward the living room, "Go play. Get some more wine. I'll be done here in a minute." She pulled her hair up into a ponytail and tied it with a band from her wrist. She reached around me to fish out her razor, "Can I borrow your shaving cream?"

"Sure, it's in there," I pointed to the shower.

"Thanks honey! Go keep her company," she chided as she turned and opened the glass shower door. She stepped into the water.

I was still a bit taken aback. The whole situation was spinning in front of me, but I was at a minimum keeping up with shear adrenaline. I didn't want this opportunity to go away. That was for sure. So, I realized I needed to take it one step further. I needed to test the waters, so to speak, with Lynn. I finished with my bathroom prep and walked out. I left while Kate lifted a foot up on the seat, shaving her legs.

Lynn was in the living room. She was checking her cell phone for something. She looked up as I entered and flipped the phone shut. She put it back in her purse on the desk with careful attention.

"Josh, I know this must seem crazy. Well, it is ... crazy! Do you think you can abide by your wife's rules?" she asked. She seemed for the first time a bit flustered. "I mean, wow, we've been ... for years ... and I've always ... and you're just ... "

She was, for the first time tonight, apprehensive. It was now my turn to take the lead. I pulled the wine bottle out of the sink. It dripped on the carpet. I motioned for her glass and she complied holding it out for me, almost to quickly. I split what was left between our two glasses. I set the empty bottle down on the glass-topped coffee table and straightened back up. I looked right into her eyes.

"Lynn," I couldn't decide which eye to concentrate on, "I'd like to propose a toast." She picked up her glass and readied it to clink. "To a wonderful, memorable weekend. Let the clothes fall where they may!"

She relaxed and giggled as her head tilted slightly back. She still seemed slightly nervous. But, we clinked our glasses and took a sip. When she was done, I took the glass out of her hand and set them both on the table next to the bottle. I placed a hand on her hip and one on her cheek. Her hands came around me with one over my shoulder and one around my waist. I kissed her.

Now, remember, I had kissed her once before twenty or so years ago. It is amazing how things can be nothing like you remember them. Her lips were perfect. Her tongue felt like it already knew my tongue. Our kiss was one of pure excitement.

We must have explored each other for about ten minutes. Her hands traced my naked upper body going from my chest to my shoulders and down my arms. We stopped kissing when we heard the shower shut off. Kate interrupted, "Are you two having any fun yet?" The door to the shower clicked open. I heard drips of water.

Lynn answered loud enough for Kate to hear, "Yes. Josh is a very good kisser. Better than I remember, too." I gave her my best understanding smile.

"Are you naked, yet?" Kate responded from the bathroom.

"No. And THAT needs to change," I answered over my shoulder, keeping my eyes on Lynn. I undid the tuck in my towel and dropped it over the arm of the chair next to us. I stood there completely nude in front of my best friend. My penis stood out, not in a complete erection, but swollen and hardening.

"I've seen you before, you know," Lynn confessed darting her eyes from my gaze to my penis. "I've watched you get dressed at my apartment a few times. I hope you don't mind."

I shrugged my answer and changed the direction of the conversation, "I think it is your turn for the shower. And I should get dressed," I thumbed the direction over my right shoulder. I wanted to postpone this now that I'd kissed her. Teasing was a priority now.

"Yes," she replied. She started to delicately unbutton the top buttons of her blouse when Kate came into the room with one towel wrapped around her waist and another twisted up around her head. I glanced at her over my shoulder and watched her amazing breasts bob about as she walked. She moved next to me and slid a hand over my naked ass. My penis hardened even more.

Kate teased, "I'm hungry. Let's save the sex until after dinner. What do you two think?" She walked by me on her way to her purse. She pulled out her brush, dropped the hair towel to the floor, and started brushing her hair as she watched Lynn and me. Her large breasts jiggled from the brushing action.

I laughed, "I may be naked, but I've only gotten to first base with Lynn so far. So, I think we're safe."

Lynn snickered as she pulled her blouse off her shoulders, "Your naked, how could it only be first base?"

Now, I haven't described Lynn yet. She has curly, jet black hair that is kept slightly shoulder length. She has a beautiful, round face and a large toothy smile. She has a constant happy aura about her and her eyes always twinkle when she talks. I rarely can remember a sour look on her face. She seems tall at about 5-10 or so. She is self-described as flat chested and I'd bet she doesn't own a bra. She has a tight, athletic stomach from years of ab crunches, gym workouts and yoga. Lynn also has rather wide hips. From the rear, I've always noticed a large, wide ass. It isn't fat at all as she doesn't have an ounce of fat on her body. However, her ass is rather the bottom half of the hourglass. Sexy, yes she is.

Lynn looked me straight in the eyes as she slid the blouse off her shoulders and draped it over the arm of the chair next to my towel. I broke our eye contact and stared at here tiny tits. She hardly had any breasts at all. They were tiny bumps and capped with dark, brown nipples. She was obviously aroused, however. Her nipples looked very hard and her breasts looked as if they were trying so hard to get bigger.

"What do you think, Josh?" Lynn asked as she pulled her nipples out with her fingers and thumbs. "They aren't much. But they are very sensitive."

I was at a loss for words. I am a breast man, no doubt. But these were so unique, small, and sexy. I so wanted to lick and pinch them.

I didn't really know how to respond, so I back pedaled, "You should shower. Kate's hungry." I repeated my directional thumb motion over my shoulder as before.

Kate and Lynn both chuckled. Kate was bent over combing out the underside of the back of her hair. Her breasts swayed behind the dark brown curtain as she brushed. Kate was trying to ignore us, it seemed.

Lynn crooked her left leg up and slid off the sandal on her foot. She repeated it with the right. She glanced at me again. Then she unsnapped her black shorts and lowered the zipper. Blue panties peaked out from between the teeth of the zipper. She turned slightly to the side, bent over, and dropped her shorts and stepped out of them. She picked them up and placed them next to her blouse.

My penis was erect and pointing to the ceiling.

"You sure he doesn't need sex right now," Lynn said to Kate, pointing at my member with a finger wriggling subtly at her hip. It was like she was trying to ignore the obvious with Kate, yet her eyes were on fire and communicated something completely different with me.

Kate peaked around her hair, flipped it back in place, and stood up. Trying to remain just a bit aloof, she continued to brush her long, dark brown hair, "Oh, THAT will still be there when we get back from dinner. Do you think you can hang on until then, honey?" She was teasing me now. It was her way of retaining control of the situation.

I breathed in deeply and let it out slowly. "I'll manage," I reacted in a fun way. I tried with all my might not grab my penis in my fist. I just needed to touch it. Or something.

With that, Lynn saddled up to my side and kissed me softly on the cheek, "This is going to be fun!" Then she passed me like before and headed into the bedroom. I heard her rustling around in her suitcase and saw her streak briefly by the doorway as she entered the bathroom with a small bag.

"I should get dressed," I mentioned to Kate. I needed to do something. Standing around naked felt out of place. I looked around the room to assess the situation. Kate was pouring herself some more wine. She hoisted the bottle to me as if to silently ask if I wanted more. I shook my head, no.

"I'm not a cave dweller, so I'm going to hang up my towel ... in the bathroom," I confessed. I was trying not to be too obvious. I wanted to peak at Lynn. However, I also am somewhat of a neat freak and don't leave my things just lying around, especially if it is a wet towel on leather furniture.

Kate smiled and winked.

I walked naked into the bathroom. Lynn was showering with her hands up and over her head. The stall was just starting to steam and I could make out the basic body parts through the lightly frosted glass.

"Just hanging up my towel," I loudly stated. Lynn laughed out loud. Her enthusiasm echoed throughout the tile bathroom.

"Where are we going for dinner again?" she asked as a continuation of her laugh. It was obvious she wanted to keep this all light and fun.

"Red Square," I answered. "It's a Russian place. They serve vodka on an ice blocked bar."

"Sounds fun," Lynn said loudly. She had her back turned to me through the glass and I could vaguely make out the crack in her ass, a thin waist, and shoulder blades. She had a razor in one hand and was shaving her pits. Her hand pointed to the ceiling like a ballet dancer. I still didn't know if she shaved elsewhere.

"It is fun," I continued. I had already hung up the towel and was now just standing there, naked and turned on.

"What should I wear?" she asked. "I didn't bring much. According to Kate, I was to pack for fun and sex." I liked hearing that and smirked my approval to myself over my shoulder in the mirror. How vain?!

From the other room Kate shouted, "Vegas, Baby!" She was listening apparently. We all understood and laughed.

"Did you bring the 'Little Black Dress'?" I asked hopefully. I didn't really know if she had one. Kate did and hardly wore it anymore. Actually, I don't think it fit Kate anymore since the kids. It had been that long ago.

"Remember that dress I wore to the dinner at Killer Shrimp a few months ago?" Lynn informed.

"No!" I teased her like a sister. "We sat out on the patio. You wore a jacket the whole time," I complained. "Yeah, it's Los Angeles, but it was also February or March." Actually, I think it was just a cool evening in May. But who's counting.

"Yeah. You're right," she sighed loudly. She punched off the shower. The room was suddenly more personal. And I was still naked and my penis was fairly erect, thick with anticipation. I grabbed a clean, dry towel for her and readied myself for her at the shower door. It opened with a pop.

My eyes automatically went down to her crotch. She was trimmed cleanly around the edges and sported a nicely manicured, small triangle of curly, black ringlets. The hair was obviously wet and I noticed a few droplets of water that looked a bit like clear pearls. I raised my eyes to hers and extended my arm with the towel.

"Thank you," she said matter-of-factly. Her eyes twinkled.

"I'm ..... " I paused. "I'm going to go figure what I should wear." I turned and walked out of the bathroom into the bedroom.

And I walked right into Kate sliding on a dress I had never seen before.

Now, for those that have read my previous accounts (here in Literotica) with my wife, know that she is voluptuous. She is tall and exactly the same height as me. Barefoot, she stands 5-11. With heals she is delightfully taller than me. In fact, for our first date, she asked me what she should wear to my company party. I stated without missing a beat, "Be tall. Heals are fine with me. As much as I'm a breast man, you have wonderfully long legs." She didn't disappoint. Talk about a little black dress. Dreams are made of that first date with my wife.

However, this dress was something completely different. Kate, after two kids and now 40+ years of age, has put on a few pounds. She wears the extra weight well, however. Her breasts are now even larger, much to my happiness. And she is, shall we say, no longer skinny. She is age proportional and its all good. This dress accentuated everything I love physically about Kate. It was black with a plunging neckline and sleeveless. It fitted like a glove yet seemed to hide the few rolls around her stomach and hips with wonderful overlapping material. She adjusted a wide, matching belt around her hips. The length came to about mid-thigh. Not slutty short, but not conservative knee length either. It was beautiful. Sexy. And black!

"What do you think?" she asked somewhat demurely.

"Wow!" I encouraged. "You look fantastic!" I felt underdressed standing there naked.

Kate went in search of her shoes in her suitcase when her cell phone rang. I realized, knowing sex wasn't going to happen this minute, an urgent need to just get dressed. I quickly dove toward my bag and pulled out my underware, socks, black slacks, and a blue dress shirt. I decided to give the girls some privacy and took my clothes into the living room right as Lynn walked out of the bathroom wrapped in her towel.

"All yours," I gestured to the bedroom as I walked out into the living room, clothes in hand. I placed my clothes on a chair and pulled on my pants. My shirt needed ironing so I found the board and plugged in the iron to get out the minor wrinkles from my shirt. Kate was busy on her phone with a work related call but had followed me into the living area and sat at the desk. She crossed her legs and played with her toes as she talked.

A few minutes went by, I was now pressed and dressed in a cobalt blue dress shirt with an open collar. I wore black dress slacks and debated about the need for the matching jacket, although I knew I would wear it. It always chose to be overdressed than underdressed. It's a James Bond thing.

I was sitting on the chair putting on my black socks, when Lynn came out of the bedroom. She was stunning. Stunning! She looked even sexier with clothes on. It was the 'Little Black Dress' after all, however, dark, bluish purple, no black. It shimmered. It looked almost like lingerie or silk it was so delicate. And it was obvious, with this dress you simply couldn't wear anything underneath. With next to no breasts, she could get away with this dress. The hemline was at mid thigh. The only other thing she wore was a pendant necklace that hung at the flat space below her angular, jutting collarbones. Her tiny breasts poked out beautifully. And shoes. She wore strappy black heals. They made her nearly taller than Kate with heals. I was going to be the short one by two inches or so. I was in heaven.

"Wow!" I stated in awe. I stood with one sock on my foot with the other sock in my hand.

Lynn twirled with the balance of a dancer saying, "I've never had the guts to wear this dress. I bought it for an old, potential boyfriend. But, he never gave me the chance."

When she turned around, the material clung wonderfully between the crack in her ass and highlighted a most perfect, round butt.

Kate put her fingers over the mouthpiece of the cell phone, "Lynn, Holy .....!" Her face exaggerated a look of amazement. She turned back to her conversation, "Harold, really. I'm about to see another client in a few minutes." She lied. "I promise, I will be all over this issue first thing next week. You will be my first priority. 'Kay? Great. Bye." She snapped the phone shut. " .... Shit! You look amazing. Josh is going to eat you up at dinner." She said it like I wasn't in the room.

"Thank you," said Lynn a little bit cautiously. She looked at herself in the mirror at the back of the bar between the glass shelves and drinking glasses. She turned to admire herself as if no other person was in the room. She looked happy.

"I think my biggest thrill is just going to be walking around with both of you on either arm," I admitted. Truthfully, being the envy of everyone as we walked around Vegas casinos and restaurants was pure fantasy and it was getting my ego primed. I was honestly looking forward to that just as much as the sex that would probably come later. Ok, maybe not, but dinner was still going to be quite a thrill.

"Girl, look at you," Kate twisted around the desk and approached Lynn from behind. Kate's hands went to Lynn's hips. "Very nice. Where did you get this?" she continued with a hand dropping subtly lower over the top of Lynn's ass and the other up to her sleeve at her shoulder, feeling the material between her fingers and thumb.

Lynn stiffened slightly to Kate's touch, "I bought this years ago for what was supposed to be a special evening. But the guy never showed up. I'd made him dinner and everything."

"Idiot," I commented. I sat down to finish putting on my socks and shoes. I glanced back at the girls. Lynn was turned away from me. Kate had already turned toward me.

"What?" I stated, realizing I must have done something wrong. I slipped on my left shoe.

"I think she bought this dress for you, dear," Kate kindly hinted with a not so hint of sarcasm.

Lynn brushed Kate and the comments away, "Yeah, but really. Forget it. I've held on to the dress, but not the memory. Really, Josh. Let's not delve into the past, o.k.? I don't want to make any issues or make this any more difficult. Things are different and better right now. And the dress is still good, right!? Besides, I'm getting REALLY hungry." She pleaded with Kate for help with her hands and a subtle pawing.

Kate jumped to the rescue and made for her purse on the desk, "I agree. Let's go. Are you ready, Josh?"

I was still stunned. My mind was warping at light speed back to college, searching. And I simply couldn't remember. I would have known about this, right? Was I really that stupid? I looked down and tied my other shoe. Undoubtedly, I was that stupid back then and maybe now, too. But I simply couldn't remember at the moment and I needed to just let it go or I could put a serious damper on the evening and the weekend.