M Club Ch. 03

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Sean is challenged at the girls' sleepover.
7.3k words
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Part 3 of the 20 part series

Updated 06/08/2023
Created 02/25/2017
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The first rule of M Club is: You don't talk about M Club. The second rule of M Club is: You don't talk about M Club. Third rule of M Club: No touching anyone but yourself. Fourth rule: No recording devices. Fifth rule: No clothing below the waist. Sixth rule: If this is your first time at M Club, you must masturbate.

***

Sean, on returning home from dropping off Denby, was immediately sent out to the store to pick up a few things while his mom stayed home with his sick brother. He was glad for the shopping list his mom had provided, because his mind was completely lost in happily reliving his experiences the last couple days with his girlfriend. He'd have never imagined things would go there, nor had he realized just what a turn on it was to jerk off for an audience. The first time he admitted to Denby that he played with himself while thinking of her, he'd been nearly mortified with embarrassment. Then she told him she did the same and suddenly it had been okay to talk about openly. Well, at least a little bit.

Now his masturbation fantasies would undoubtedly include performing for Denby. Of course, he hoped that she would soon be joining him. After today, he suspected that day might not be far off. He wasn't going to push it, though. Better to let her initiate on her own rather than feel pressured.

While walking through the aisles of the grocery store, he remembered that he was supposed to call Andy. He fished out his phone and dialed up his friend.

"Yo," Andy said on the other end. "'Sup?"

"Hey man. Just wondering what you were up to tonight. See if you wanted to do anything."

"Can't. I'm already halfway to Smithville for Cassie's soccer tournament."

Sean remembered that Andy had told him about the weekend trip. Moaned about it, really, since his parents hadn't allowed him to stay home alone in spite of him being eighteen. Something about them all meeting up with some old family friends in addition to the soccer tournament, otherwise he probably could have stayed back.

"Ouch, sorry, forgot about that."

"It's cool. Maybe next weekend. You got any plans? Why aren't you doing anything with Den?"

"She's got Lisa coming over for a sleepover tonight," he said. "I, or we, are invited to go over to watch a movie or something."

"Oh, now that sounds like fun. Thanks for rubbing salt in the wound."

"Well, with Lisa there, it probably won't be as much fun as this afternoon was."

There was a brief pause on the other end. Then, in a quieter voice, Andy said, "What happened? Did she change her mind?"

"No, no. Not that." Sean reconsidered whether he really wanted to divulge quite such detailed information about his intimacy with Denby. "Let's just say that she, uh, likes to watch."

"Oh really?" Andy sounded very interested in that. "And I take it you...showed?"

Sean looked around to make sure he was still alone in the aisle. "She was only wearing a thong and asked nicely. What do you think?"

"You dog! Okay, tell me more about it later. Parental units are coming back now, so I think the rest break is over."

"Right. Catch ya later and have fun."

"Yeah. Sure. Later man."

He ended the call and then shot Denby a quick text saying Andy was busy and he could come over for a movie if it was still okay.

Yup, come on over. Maybe 10'ish?

He replied that he would be there. It'd be hard to see Denby and not want to get into a half (or fully) naked make-out session, but he figured he could survive. Better than sitting at home listening to his brother being sick in the bathroom across the hall from his room.

***

Sean knocked softly on Denby's front door after texting to let her know he was almost there. He didn't want to risk waking anyone, even though it wasn't that late for a Friday night. Denby opened it and he immediately saw her parents sitting together on the living room couch, watching television, so he needn't have worried. They were nice enough and seemed to like him, best he could tell. Older than his own parents by nearly a decade, so it just felt differently than being around his parents.

He greeted them and they said hello before going back to their show. Denby took him by the hand and led him down to the basement, pausing on the steps to give him a long, tongue-infused kiss. "They said you can stay until midnight," she said after they broke their lip-lock. "And mom will probably be listening for the front door, so we'd better stick to that."

"Fair enough," he said, not too bothered by it. "Got a movie picked out?"

"Nah, we didn't get that far," she said, pulling him the rest of the way down the stairs and into the family room where the bigger television and more comfortable couches were.

Lisa was sprawled out on one of the couches, looking cute in gray yoga pants and baggy t-shirt with a picture of Princess Leia on it. Denby was in casual cotton shorts that barely covered her butt and a tight-fitting pink tank top. He now realized that she wasn't wearing a bra -- the fabric was just thick enough to obscure the color of the aureole but not hide the bump of nipple. He glanced back at Lisa and it was less clear if she was similarly "casual."

"Hey Lisa," he said, settling in on the middle of the other couch, spreading his arms across the back. "You girls been staying out of trouble?"

Lisa gave him a wry grin. "Less trouble than you and Den, apparently."

Sean felt the heat rise in his face. He knew Denby and Lisa were tight and probably shared a lot. Had Denby really shared all of that, though? How much detail? He was even more shocked that Lisa wasn't afraid to mention it to his face. She was a sweet girl, cute and usually pretty quiet. Denby had assured him that she wasn't quite as innocent as she appeared on the outside, though.

"I don't know what you're talking about," Sean said, in a tone that clearly meant he did.

"Oh?" Lisa made the gesture for male masturbation, all while watching his reaction. Sean felt himself blush more furiously.

"Lisa!" Denby glared at her friend, while sitting beside Sean and snuggling in to his side. "Really?"

Lisa shrugged. "It's not like it's anything we don't all do. So what?"

"You don't have to be so..."

"Blunt?" Lisa offered.

Denby sighed. "That."

"Sean doesn't mind, do ya?"

Sean did, but only a little. It was somewhat refreshing to not completely hide around the details of his relationship with Denby. Still, talking about it with Lisa felt a little out of bounds.

"Not a big deal," he said.

"See?" Lisa winked. "He doesn't mind. Besides, after what you told me, he's got nothing to be ashamed of."

Sean restrained a groan and just let his head fall back onto the couch cushion.

"Okay, I think that's enough embarrassing him for tonight," Denby said. Sean heard just a hint of amusement in her voice rather than mortification at Lisa's candor.

"It's a sleepover," Lisa said. "We're supposed to embarrass each other and share secrets."

"Sean's just a guest," Denby countered. "He's not sleeping over."

"All the more reason to give him shit."

Sean looked back up, eyes wide at Lisa's salty language. He'd never heard that out of her before.

"I'm a big boy," he said. "I can take it."

Lisa said, "I know. Otherwise I wouldn't be dishing it."

Denby snuggled in to Sean's side, curling up against him in their now-familiar television watching position. He wrapped one arm around her. Meanwhile, she flicked through the menu on the television, looking for something they could watch other than the late-night talk show that was quietly droning in the background.

"So, have you ever done that for anyone else before?" Lisa pinned Sean with her eyes as she asked. There was nothing devious in her tone -- it was as if she was asking whether he preferred chocolate or vanilla.

"Lisa, geez!" Denby pointed the remote at her friend and punched a button. "C'mon, mute already."

"Just curious," Lisa said. "And just because you won't ask him doesn't mean I can't."

Sean glanced down at Denby. Was she worried he'd jerked off for another girl before? He didn't think she was jealous of previous girlfriends, since he'd done a good job of assuring her that none of those relationships had been as involved as the one he had with her.

"It doesn't mean you need to ask at all," Denby said, sighing.

Sean shook his head. "For the record, no, I've never done anything like that with anyone before." He felt Denby snuggle in a little bit closer.

"That's cool," Lisa said and then turned her attention back to the television.

Denby had apparently settled on some movie Sean didn't recognize. They all watched in silence for a while and Sean found himself bored by the film -- some romance or other. He knew what he liked and this wasn't it, but he kept quiet since he was with his girlfriend and she was enjoying it. That one of the leads in the movie was smoking hot didn't hurt, either.

When the movie reached a point where the guy and the girl finally get through their differences and kiss, Denby turned her head and kissed Sean on the cheek. He turned to her and met her lips in a long, lingering kiss. Sean felt himself swelling in his shorts. If not for Lisa sitting a handful of feet away, this would have been the point where they stopped paying attention to the movie and started making out in earnest.

They finally, reluctantly, broke off the kiss. "Don't stop on my account," Lisa said with a friendly smirk.

"Ugh!" Denby rolled her eyes. "You'd like that, wouldn't you?"

"Perhaps." Lisa winked, and Sean was pretty sure it was directed at him. "If Sean wanted to put on a show, I definitely wouldn't mind."

Sean felt himself blush again. He was embarrassed by the teasing, but a tiny part of him wondered if she wasn't being serious.

Denby grumbled, but clearly more for drama than out of any real annoyance. "Geez, get a boyfriend already."

"Oh, like you wouldn't like it, too," Lisa countered.

Denby opened her mouth to say something, but swallowed it. Sean realized she was blushing as well. He felt a flutter of nerves and excitement at the notion of his girlfriend wanting to share him on some level with her friend.

"Yeah, I'm right, aren't I?" Lisa crossed her arms under her ample chest.

"Sean's not just going to whip it out for us," Denby said. "And we're not going to embarrass him any further by suggesting he should."

Lisa pouted her lips. "Doesn't he get to speak for himself?"

Sean suddenly felt the weight of both girls' eyes on him. It would be easy enough to back down, since that's what most people would do. If he said he would, might that adversely affect his relationship with Denby? He didn't know if she'd feel threatened, thinking he was interested in Lisa. He didn't even really know if he wanted to do it. It had been hard enough to gather the courage to do it in front of Denby that first time.

An idea came that might help him save face. "Tell you what. I'll put on a...show...if both of you join me."

He was practically shaking with nerves as the words left his mouth, but he knew it was the right path. Lisa would have to put up or shut up, and he was confident Denby would want no part since she still hadn't gone that far when it was just the two of them.

"What-?" Denby tried to get out before Lisa talked over her.

"Deal!"

"Whoa, whoa, whoa!" Denby said, sitting upright and staring at her friend. "Just whoa."

"What?" Lisa gave a perplexed look that didn't quite work behind her huge grin. "That's fair."

Sean cut back in, trying to give Denby a little more cover by which she could refuse if she wanted. "I'm not just talking hands in or on top of the panties, mind. All garments out of the way."

Lisa seemed to pause, considering. Sean figured he might have pushed her back out of her comfort zone. If she could be made to retreat, then it would be easier on Denby.

"Shirts, too," he said.

Rather than just accept, Lisa turned her attention to Denby. "Steep terms. What do you think?"

Denby shook her head. "I think you're nuts."

Lisa turned back to Sean. "Would you mind running upstairs to get us some drinks? And give us a couple minutes. I'll take a Coke."

Denby opened and then closed her mouth. Then she opened it again, looking at Sean, and said, "La Croix for me."

Sean looked between the two girls and their inscrutable expressions, then extricated himself from the couch. "Sure thing. Back in a few."

He found himself alone up on the main floor of the house, Denby's parents apparently having retreated to their bedroom upstairs. His thoughts were a jumbled mess, unable to find a happy balance between indulging his hormones and fantasies and that fear of screwing things up with Denby and possibly her friendship with Lisa. Things could go very badly if they went down this path, but they could also be a lot of fun.

Sean fished the girls' requests out of the fridge and grabbed a bottle of water for himself. He set them all on the counter while making a point of giving the girls a little extra time to hash things out. The dynamic between them seemed to be one where Lisa was the leader or instigator, which was the opposite of how he'd previously perceived things. Maybe it was just a matter of Lisa being a bit more relaxed around him. He concluded it was probably best not to try to read too much into any of it and just follow Denby's lead.

Figuring he'd given them enough time, Sean took a deep breath, gathered up the drinks, and headed back down the stairs, making sure to close the door firmly behind him. The girls had been talking quietly and stopped when he entered the family room. Both still sat where he'd left them and they were smiling, so at least things hadn't gotten testy between them. He handed each her drink and then sat back beside Denby.

"Has common sense prevailed?" he said.

Denby took a deep breath, but Lisa cut her off. "We accept your terms."

Sean, even having considered this unlikely outcome, was dumbfounded. Holy fuck, they actually want to go through with this. Together.

"With a couple extra rules," Denby said. She hooked an arm around him and cuddled up close.

"Okay."

"First," said Denby, "no touching."

"Except for yourself," Lisa said, clarifying. "Obviously."

Denby nodded. "Right. No touching anyone else. That includes you and me, at least while Lisa's here."

Sean figured Denby was uncomfortable with the idea of Lisa watching them make-out, or she just didn't want to share. Fair enough.

"Agreed," he said. "What else?"

He looked to Denby, but she just blushed. Lisa spoke up, "No making a mess on the carpet or furniture."

Sean felt a little heat rise in his own face and he could tell that even Lisa was a little embarrassed to bring it up. Her grin suggested that she enjoyed making him just a little uncomfortable, though.

"Tissues are on the end table," Denby said, finally recovering herself enough to speak.

"Got it, thanks," he said. "Anything else?"

"I think that about covers it," said Lisa. "Ready to start? You two have to separate a bit, of course."

Sean considered it and then stood. "How about I take your couch and you two sit over here. That way you can both have a clear view of me and I have a clear view of both of you."

Lisa's couch was arranged perpendicular to the larger one on which he and Denby had been sitting. They wouldn't be facing straight on, but it was close enough. And, for him, it would keep him from having to turn his head from side to side and risk missing anything or dwelling too long on one of the girls over the other.

Lisa stood and traded spots, with her and Denby retreating to opposite ends of the bigger couch. He settled in and they all looked at one another. How was this going to start? He was nervous enough that he was completely limp at the moment -- not exactly how he wanted to kick things off.

"Everyone's certain about this, right?" he said.

The girls looked at each other and nodded. To his relief, Denby appeared more excited than reluctant.

"And your parents?" Sean glanced up at the ceiling.

"I heard them go upstairs," Denby said. "The stairs are pretty squeaky, so I should be able to tell if they come down from their room. Won't be able to sneak up on us and they won't hear as long as no one's too noisy." She glanced at Lisa when she said that, making Sean wonder if there was some level of personal knowledge between the two of them he wasn't privy to.

"So how do we start?" Lisa said, then bit her lower lip.

Sean almost wished they had some porn or something to help break the ice, but he wasn't about to suggest it now. "Get undressed, I guess."

He pulled his shirt up and over his head in one smooth motion, and immediately felt the eyes of both girls scoping him out. For not the first time, he was glad that he was in good shape. Their attention got him feeling a bit more comfortable with this entirely surreal situation.

"Okay, I guess if we're gonna do this..." Denby, whose tight shirt did little to hide the shape of her breasts nor the state of her arousal, removed her top. Sean appreciated the now familiar sight, finding it even more arousing under the circumstances.

Lisa watched her friend, clearly looking while trying not to stare. Sean thought she might be having second thoughts right about now. She didn't have much experience with boys, after all. To her credit, though, she hesitated only a moment before she pulled her baggy sleepshirt over and off.

Where Denby's breasts were a nice, perky handful, Lisa's were large enough to hang under their own weight. The areolas were correspondingly larger, yet with less color contrast to the surrounding skin, and the erect nipples were a bit smaller than Denby's. Still, they were very beautiful, and Sean appreciated the side by side differences. Lisa blushed when she met his gaze, but set aside her shirt rather than try to hide anything.

"You two are amazing," he said, finding his voice through his dry throat.

"Thanks," Lisa said, quietly. "This is the first time a guy has seen...my girls."

"On behalf of all guys everywhere, I hope it's the first of many times," Sean said. It was apparently the right thing to say, given the smile it brought to her lips.

"I just wish I had tits like hers," Denby said, eying up her friend. "All the boys like em big."

"Boys have lots of different tastes," Sean quickly said. "And most like them all."

Sean prayed that she wouldn't ask whose he liked better. If he was honest, he preferred Denby's, but he didn't want to have to defend it or risk hurting Lisa's feelings. He thought they were both wonderful.

"Alright, big guy," Lisa said, finding a bit of her confidence again. "Show us the goods."

Sean, having been presented with two topless beauties, felt his arousal rising in his shorts. It wasn't full staff, but at least he'd look respectable when he undressed. Denby knew what he looked like, but he secretly was excited to reveal himself to Lisa.

"Fair enough."

Sean stood and gave Denby a quick smile before turning his attention to Lisa to see her reaction. She was oblivious, her eyes already on his tented shorts. He unzipped and pulled both shorts and underwear down in one motion, feeling his half-erection pop out and bob in its newfound freedom.

"Wow," Lisa said, though Sean wasn't sure she meant it to come out aloud.

Sean stepped out of his clothes and wrapped a hand around his cock, giving it a quick tug. He still wasn't fully hard, but he was getting close with the attention. Denby gave him a knowing smile and Lisa just stared openly, biting her lower lip. He liked the effect he had on the girls.

"Not bad, right?" Denby said.

"Not bad at all," Lisa said. "No wonder you guys play with them all the time. I would too."

Sean chuckled. "It is kinda fun. Now, how about you two get caught up."