Sexy Semester

My girlfriend's name is Aspen. We started dating as seniors and high school. Then we both attended the same college. Aspen was 5'2 blond with a great heart shaped ass, but a small chest. I didn't mind because I always prefer a hot ass over big tits any day. I am 6' with dark brown hair and pretty skinny. I've always been the funny nice guy which also meant that most girls didn't see my in the bad boy sexual way. I am also very shy and as a result I never had chances for wild lust filled nights with girls. My girlfriend and I were very happy and I lucked out because she would initiate sexually which I was much to shy to do.

Amy was Aspen's roommate. Those two quickly became friends. Amy was 5'6" a nice chest and a great ass. She had dark brown skin and was basically a knockout. I hung out in their dorm room a lot and got to know Amy well. She was nice, but a little too insecure for my taste. That did not stop me from undressing her with my eyes on many occasions.

One Friday night I was hanging out in their room and planning on staying the night. I slept over many times, but most Aspen and I just spooned since Amy also slept in the same room. This night I was laying in bed with Aspen cuddling up to my neck. She started to kiss my neck and run her hands on my chest. This started to get my hard because I thought I might get lucky tonight. I felt her warm breath on my face as she moved her mouth over to kiss my on the lips. The soft kiss soon got more aggressive as our tongues started playing with each other. My girlfriend then stopped and looked over at Amy to check if she was still asleep. Confident Amy was sleeping Aspen took over her large t-shirt and laid next to me. I could tell the underneath the blankets she was taking off her underwear. I'm not an idiot so I quickly followed suit removing my boxers.

Aspen then pulled me over on top of her. I used my forearms as support but was directly above her so that we could pull the blankets up to cover our nudity. I reached back and grabbed my hard cock which I slowly started to rub over her soaking pussy. The head on my dick started to rub against her clit making her moan into our kisses. She finally had enough of my teasing and took my cock and aimed at her wet cunt. I slowly slid in feeling the warm wetness envelope me. She let out a low moan forcing herself to be quite when I first slid inside her. We started a slow pace so that we would not wake Amy. I felt her creamy small breast rub up and down my chest as I would slid in and out of her. We were cheek to cheek with warm air filled quite moans going directly into my ear. I felt deliciously naught fucking her with Amy in the room. That is when I looked over.

I saw that Amy's eyes were open and looking at us. My head blocked Aspen from being able to see Amy's side of the room. Amy's eyes met mine for a second and we both quickly looked away in embarrassment. When I look again to see if I just day dreamed what happed I saw her eyes locked on mine. I was afraid of what Amy was thinking at that very moment and stopped my cock deep in my girlfriend. With her eyes on mine Amy lick her lips dissolving my fear. Not wanting Aspen to catch on I resumed our slow fuck with her pussy soaking my cock.

I watched as Amy gently as not to make a sound pulled back her own blankets. She then slowly raised her night shirt up above her large brown tits. Even in the darkened room I could see how long and hard her nipples were. She brought her fingers to her lips and licked them. Those fingers then started to work on her nipples. She still maintained her eye contact with me, but now they would squint every so often when she was hit with a jolt of pleasure. My dick swelled inside my girlfriend's sloppy pussy, which caused her to moan into my ear. Amy then brought more fingers to her lips to wet them. Amy's other hand slowly moved down her flat brown stomach and disappeared inside her blue panties.

I then had a feeling that this was a game between Amy and I on who could make the best show. Amy was winning since I could see her fingers move inside her panties along with her perfectly hard nipples. I needed to up my ante. I put a deep hard wet kiss on Aspen and rolled over on my back. I always prefer the woman on top so this was not surprise to Aspen. When our kiss broke I gently moved Aspen's head to my neck so that she still could not see Amy's side of the room. I then started to raise my hips up thrusting my cock deeper into my girlfriend. This made her quite little moans come at a quicker pace. I again looked over at Amy and say one hand push down her panties so that I could now clearly see her finger rubbing her clit. She brought her fingers back to her full lips to re lubricate them. The thought of Amy tasting herself made my dick jump inside Aspen. I could tell Aspen was getting close to cumming.

I whispered into Aspen ear, but loud enough for Amy to hear, "Do you want to cum all over my dick." Aspen moaned a yes. We started fucking faster. The made the blankets move down her body exposing herself. I looked over at Amy and saw he fingers fucking her cunt and another two were just a blur over her clit. I could tell Amy wanted to cum at the same time as Aspen. I then started to whisper to both Aspen and Amy, "I can tell your close... cum all over my cock and balls... I want to feel you soak me." After every statement Aspen moaned a yes and Amy nodded a yes. I felt so turned on being watched and watching Amy while fuck my girlfriend who had no clue. This had me very close to cumming as well. Aspen then tensed up as she came moaning into my ear. I saw Amy's eyes close for the first time as she tensed up biting her pillow as she came. This sent my over the edge as my dick spasms inside Aspen filling her with my cum.

Amy quickly pulled her blankets back over her as Aspen rolled off me. Aspen put on her large t-shirt and head to the bathroom. While she was out of the room Amy walked over to the bed. She placed her cum soaked fingers at my lips. I sucked off her cum as our eyes remained locked on each other. We heard the toilet flush so Amy rapidly hoped back into her bed and feigned sleep. I held my girlfriend close as we drifted off to sleep. That night was very hot, but what I didn't know is that it would quickly turn into a nonstop threesome because of Amy's intervention.