Surprise Threesome

I'd first met Julie and Ken through my then girlfriend Lisa. Julie had been hired where Lisa worked and they hit it off right away, often going out after work for a few drinks or going shopping together. It wasn't long before Julie invited Lisa and I over for a BBQ with her and her boyfriend Ken. So far I hadn't really liked most of Lisa's friends but Julie was an exception. Not only was she great looking, she was easy to talk to and quite intelligent. The BBQ went great, Ken and I found we had a lot in common and we quickly became good friends.

Weekend get-togethers for a BBQ, trip to the beach or a night out dancing became the norm and we all had a great time. Neither couple was shy about showing our affection in public and even less shy when it was just us two couples together. Kissing and covert fondling in public weren't uncommon and neither were touching, squeezing and outright groping when no one else was around.

I'm not sure about Ken and Julie but for Lisa and I, some of our hottest sex was after we got home after a night of touching each other and watching Ken & Julie do the same.

Unfortunately most good things come to an end and that's what ended up happening. Lisa and Julie got into a big fight at work about who had been responsible for a mistake on a report and that killed their friendship. I had a sneaking suspicion that it was Lisa who'd screwed up and was trying to blame it on Julie - she'd done the same thing with a previous co-worker. If that wasn't bad enough, Lisa and I got into a big fight when I said I was going golfing with Ken.

Apparently now that she wasn't friends with Julie, I wasn't allowed to be friends with Ken and she pretty much told me I had to choose between them. We'd been on rocky ground for a while and I figured if it wasn't this it was going to be something else but she was definitely surprised when I told her I was still going golfing with Ken and if she couldn't handle that then we were through. That led to a bunch of yelling (mainly on her part) and tears (still on her part) but neither changed my mind and she stormed out after telling me what an ass I was, how much I'd miss her and never to call her again.

When I met Ken on the green and told him what happened he gave me his full 'guy type' support - "That's too bad. Do you want to tee off first?"

I never did call Lisa again, from what Julie said it was only a couple of weeks after our split that Lisa was fired for screwing up on another report except this time she tried to blame the wrong person - the secretary that was fucking her boss.

At first it seemed awkward hanging around Ken & Julie without Lisa there but that quickly went away and the three of us got back to regular get togethers. Nothing really changed, including the two of them kissing, touching and groping each other. The only downside was that unless I happened to have a girlfriend with me, there wasn't anybody for me to do the same with. Every so often they'd get a little too friendly and I'd either gently remind them I was still there or tell them I was getting tired and head home.

One Friday night we we'd gotten together as usual and I'd brought along Jennifer - a woman I'd been seeing for a couple of weeks. I didn't see Jenn & I going too far - while she was great in bed, she was a bit too possessive and fairly high maintenance - neither of which worked for me.

We'd had some great bbq steaks and were hanging out in the pool when Jenn told me she was bored and would really prefer going out to a movie or better yet going shopping - even suggesting I could pick out something 'sexy' for her to wear later that night. Now I usually don't mind getting sexy lingerie for my date but her idea of sexy would be a $200 pair of panties and a $250 top - a bit out of my price range.

Well, I made the mistake of telling her it would be a lot more expensive than hanging around with Ken and Julie. Of course she took that as her not being worth it and long story short - I stayed and she called a taxi. I shrugged it off telling them that I knew she wasn't going to be a long term partner anyway and we went back to drinking.

A couple of hours later the storm they'd been predicting blew in so we moved inside and had a few more drinks. As usual the two of them had been fooling around in the pool - enough that more than once Ken had to adjust himself and stay in the pool until he got soft and several times I was treated to the sight of Julie's incredibly perky nipples showing through her skimpy suit.

When we went inside we changed into our dry clothes and when Julie came back out, both Ken and I whistled. Instead of her expected shorts and t-shirt, she'd changed into a pretty much see through top and a pair of thong panties. The top had enough material that I couldn't actually see her tits but the nipples totally stood out and I could see the deeper shade of her areolas.

We all sat on the couch with Karen in the middle and turned on the TV, flipping between movies until we settled on one. I can't even remember what it was, it wasn't that good but I quickly noticed that the two of them were spending more time with each other than watching the movie anyway. I couldn't tell without being obvious but along with their necking, I was pretty sure Julie was rubbing Ken's cock through his pants and a couple of times I know I saw him feel one of her tits and pinch her nipples.

When the credits started to roll, I turned to them to tell them I'd be heading home and was surprised to see Ken's shorts were undone and Julie was stroking his hard cock. That was more than I was expecting so I started my usual 'tired and going to go home' line when Ken looked at Julie and said, "you know how turned on you get when we talk about having someone watch us have sex. How about tonight?"

Her face showed her surprise and a bit of shock as she replied, "well yes but we've never said we'd actually go through with it. Do you really want Jim to see me naked and getting fucked?"

I know I was a little bit shocked but even more so when Ken said 'Sure!" then looked at me and said, "Want to see Julie and I have sex?"

Alcohol and hormones won over common sense and I heard myself saying, "Sure, I'd love to see her naked and getting fucked."

"You heard him, " whispered Ken as he looked at Julie, "he wants to see you naked so why not take off what little you've got on and instead of stroking me with your hand show him how well you suck my cock."

At any time I expected one of them to start laughing and say 'Gotcha' but instead Julie got up and slowly lifted her top up over her head. I'd caught the occasional glimpse of her nipples either in a braless shirt or when her bathing suit popped up but that was nothing compared to looking at her bare tits right in front of me. As her top hit the floor, she looked right at Ken and started rubbing her breasts and pinching the nipples until they were both fully erect.

Next came her panties and this time she looked at me as she slid one finger the length of her slit. As her finger parted her lips I could see the shine of wetness already there and when her finger passed her clit she brought it up to her mouth and licked it clean. By now I was rock hard in my shorts and with a wink she knelt down in front of Ken and started licking and nibbling on his shaft.

I desperately wanted to pull out my cock and start stroking it but wasn't sure if that was going too far or not so I contented myself with rubbing myself as inconspicuously as possible. Ken must have noticed my discomfort because he said to Julie, "Look what you did...our friend seems to be quite hard. Do you feel like giving him a hand?"

Rather than saying anything, she looked at me with a sexy smile and patted the couch next to Ken. I moved over there and as I sat down, she undid my shorts and pulled them down. Without the shorts my cock was able to totally straighten and there was a bit of a gasp from Julie when she saw that I was at least an inch longer than Ken's 6" and a good half inch wider. As her mouth returned to Ken's cock, her hand was sliding up and down my cock at the same time. As I watched her face, it almost felt like it was my cock she was sucking.

I guess not only was I bigger but I could last longer because it didn't take long before Ken was grunting and filling her mouth with his cum.

She showed us his load in her mouth and then with a big grin she swallowed it all and licked her lips. Then she looked at Ken and asked, "what do you usually say when I say I'd like to be watched having sex?"

He thought for a sec and his eyes got a bit bigger, replying "The only thing hotter than having someone watch me fuck you would be me watching someone else fuck you."

"That's it. We've gone this far and if you're ok with it, I'd love to have Jim's cock in my mouth and my pussy tonight."

Seeing as Ken had brought it up originally, it would have been tough for him to say no but I could tell he was looking for an out so he said, "Well ok, but on one condition - I get to have your ass tonight."

Now this was getting interesting because in all our conversations since getting together, Julie had sworn that a guy could put his cock anywhere he liked as long as it wasn't in her ass.

Now the ball was in Julie's court and both of us waited for her decision. "Well, I guess if I want Jim to fuck me then the least I can do is let you be the first one to fuck my ass. Who knows, if I like it maybe Jim will be the second."

They both looked at me with a 'yes or no' look on their faces. "I'm good with it, on one condition."

"What's that?" asked Julie.

"I could tell even with your bikini on that you were totally shaved and that's always been a huge turn on. I've got no problem with you sucking me off but I really want to have your pussy on my face so I can eat you till you cum."

"Oh yesss, I love getting eaten" was Julie's quick reply, "Ken almost never eats me until I cum though."

I shot a questioning look at Ken and he said, "I love eating pussy but it's only fair to warn you - if you make her cum, she'll squirt and she'll damn near drown you."

I looked back at Julie and said, "that's an even better reason to make you cum with my tongue- I love a squirter!"

We looked at each other for a few seconds, likely all wondering who would be the one to start things going. Finally Julie looked at me and said, "If you want me on your face then you'd better lay on your back."

That's all it took to get things going and I quickly moved to lay on the floor, eagerly awaiting Julie's bare pussy. She quickly moved to have one knee on either side of my head and slowly squatted, bringing her pussy down to my mouth. As my tongue made it's first contact I was in instant heaven. She was totally smooth, already slick with her juices and tasted delicious. At first she was content with my tongue teasing and exploring every millimeter of her pussy but as she got more and more excited, she began thrusting her pussy against my tongue and moving to wherever she wanted my tongue to be.

I was good with wherever she moved to and noticed that every so often she'd move up a bit higher, so my tongue could tease the area between her pussy and her ass pucker. When she was satisfied that I was ok with that, she started moving even further until finally my tongue was rimming and teasing her asshole. I could tell by her breathing that she was getting totally turned and she kept moving back and forth so my tongue could alternate between her pussy and her ass until she finally moaned out, "Last warning, I'm going to cum soon!"

With her pussy on my face it was pretty much impossible to say anything so I just grabbed her hips, pulled her pussy against my face, sucked her clit into my mouth and began flicking my tongue over it rapidly. It was only a few seconds later that she came.

'Came' isn't actually the right word, 'exploded' might be better. I could feel her body convulse slightly, she pushed her pussy even harder against my mouth and I could feel squirt after squirt of her cum shoot all over my face. It lasted for several seconds until she relaxed and somewhat slid to the side until she was laying on the floor.

"See", said Ken, "Now you know why I don't like eating her all the way to orgasm."

"Your loss buddy," I replied. "She can cum on my face anytime she likes!" And then hastily added, "as long as it's ok with you of course."

"Wow", said Karen with a kind of dreamy/satisfied look on her face, "that was awesome and yes I'd love to do it again - maybe even tonight. Now how about filling me with your cock instead of your tongue?"

"Hold on a sec," interrupted Ken. "You said if I let you fuck Jim then you'd let me fuck your ass for the first time. I know you won't back out of letting Jim screw you so I think I should get to take your anal virginity first."

We both looked at Karen and could tell she was having second thoughts so just to make sure she didn't back out and I lost the chance to have sex with her, I said, "How about I get you nice and ready with my tongue, some lube and my fingers and when you're relaxed enough then Ken can put his cock there? If you really want to stop at any time just let us know."

Knowing how turned on she got when I teased her ass with my tongue, I wasn't too surprised when she rolled over on to her hands and knees, looked back at me and said, "What are you waiting for...get me ready!"

Her ass looked perfect and I could easily see her virgin pucker and a good bit of her still slick pussy. Without hesitation I started kissing just at the top of her butt cheeks and slowly worked my way down her crack. I couldn't quite get my lips in between her cheeks so I told her to spread her cheeks for me. She did and now she was totally accessible and I was able to start running the tip of my finger slowly up and down her slit as I leaned forward and planted a light kiss right on her pucker.

I could feel her flinch at the first contact but then she pushed back slightly against my lips. Feeling bolder, I went back to the top of her crack and started running my tongue along the same path my lips had been. This time there wasn't any flinching when my tongue touched the ring of her ass but there was a definitely stronger push back against my tongue. I teased her ass for a couple of minutes, slowly feeling her ring relax and accept the tip of my tongue. That let me get her ass lubed with lots of saliva until I pulled away and replaced my tongue with the tip of a finger. Again I could feel her flinch and pull away slightly but again she slowly pushed back until my finger started to slide past her outer ring. Not wanting to rush things, I left it there until Karen relaxed again and then slowly worked it in and out, never going any more than a half inch in. It was slick but not slick enough so I mouthed 'lube' to Ken and he handed me the tube he'd grabbed earlier.

A bit of lube on my finger and it slid in and out much easier until I could feel it touching her inner ring. A bit more lube and a couple more minutes and I had one finger fully inserted into her ass. As I slid it in and out, I could feel her relaxing again and what had started as a slight panting had now become noticeably heavier breathing with slight moaning each time my finger slid back in.

I could tell she was enjoying it so the next time my finger was almost out of her ass I put a second one beside it and slid two fingers in. They were already in past the first knuckle before she realized the difference in size but there wasn't any flinch this time, just a moan and a throaty, "that's it..finger my ass, get it ready for it's first cock!"

By the time I had three fingers sliding in and out of her relaxed, slightly stretched asshole I figured she was ready for the real thing. I threw Ken the lube and he put a good coating on his cock and moved closer. I gave him a nod and when I pulled my fingers out, he slid the head of his cock in before her ass started to contract again. This time she notice the change right away and gave an, "oh fuck!" but didn't give any indication she wanted him to stop.

He'd obviously been watching how slowly I initially entered her with my fingers because he took it just as slow with his cock. In a little, out a little and back in a little deeper until he had his full 6" buried in her ass. He stayed like that for a bit until she started to pull away and thrust back against him so he knew she was good with it and started fucking her.

"Oh my God your ass feels so good on my cock, is it ok for you?" Ken asked.

"Jim's tongue and fingers felt great, your cock hurt a bit at first but it's feeling really good right now. Go slow but keep fucking my ass until you cum. Jim, your mouth felt so good on me - now it's my turn to get you off. Come up here so I can suck you."

Never being one to turn down a good blowjob, I sat in front of Karen on the couch and she started licking and sucking on my cock. I could feel every time Ken pushed into her ass because it pushed her mouth further down my cock. The combination of seeing her naked, having her cum on my face, licking/fingering her ass and now knowing that she had a cock there for the first time was too much and it was only a few minutes of her sucking before I knew I was going to be cumming and cumming hard. The way she'd swallowed Ken's load told me she didn't have a problem with cum in her mouth so instead of asking I just said, "Cumming soon".

As soon as she heard me say that, she backed off a bit and started bobbing and sucking on just the head which was all it took for me to explode in her mouth. Any woman I had sex with quickly found out that I can cum a lot and Karen was learning that now as shot after shot of cum erupted in her mouth. When I'd finished there was some cum running down the corners of her mouth so I thought I'd surprise her and said "don't swallow yet".

She got a slightly puzzled look on her face as I slid forward off the couch, gently pulled her face up to mine, licked the traces of cum off her mouth and finally pulled her mouth to mine and started French kissing her. Judging from her reaction, I don't think any guy had ever kissed her when she had a mouthful of his cum because at first she shook her head a little and didn't let my tongue past her lips but when I persisted she moaned as our tongues touched and some of my cum oozed from her mouth to mine. I think she expected that to make me pull away but instead I kissed her harder until we were freely swapping my cum back and forth.

I don't think Ken realized what was happening at first either because the look on his face went from puzzled to shocked to excited. The extra excitement must have done it for him because he suddenly started pumping faster into Karen's ass and grunted "oh ya...gonna fill your ass! which from the look on Karen's face she could feel him doing.

Now that everyone had cum at least once, the three of us kind of melted to the floor with very happy looks on our faces.

Karen was the first to say anything, somewhat whispering "wow, that was wild!"

"It sure was" replied Ken, "What's next?"

"Well, seems to me that now that you've fucked her ass, I get to fuck her." I suggested.

"And maybe Jim would like to fuck my ass later." Karen added.

I said, "I'd love to...maybe we could try it with you riding Ken's cock while I fuck your ass from behind."

"Mmmm, sounds like fun" said Karen," seeing as Jim doesn't mind the taste of his own cum...maybe I could talk him into helping me with my fantasy of being eaten by a guy after he cums in me."

I think both of them could tell from the way my cock started to rise that her suggestion turned me on. All of a sudden I had a feeling that even if I didn't get a new girlfriend soon, my sex life was going to be far better than it had been for quite a while!