Win Win Win Situation

Our dorm room like most is small 10 by 12 room for two people. We had made some modifications, like the loft we built. Tom my roommate sleeps on loft; under the loft is our TV and stereo. This served two purposes, it created a wall that prevented anyone who walked by our door when open from seeing in, it also created much more space. The loft was perpendicular to the room my bed was at the end of his loft with a small passage way between the two, creating an L shape. This setup did provide some privacy for him since he was above but he could easily look down and see what I was doing my bed. I didn't really care after several months of living together we have seen it all, were both guys have the same junk nothing new.

I have luck with the ladies on campus, no steady girl friend that was by choice, I liked the freedom of being able to pick up a girl at the bar or a party and have fun with no regrets. On the other hand Tom and Linda has been an item for the last few months. Linda is gorgeous, far out of Tom's league but good for him. Linda is from a well off family and it shows in her clothing, the car she drives and her attitude. She has these iceberg blue eyes, long black curly hair, dark skin, perfect C-cups, and a killer ass. I would be lying if I didn't say she had wandered into my fantasy from time to time. Against the doom rules she would sleep over several nights a week in our room, I didn't mind she was pleasant, funny, and didn't cramp my style.

One night after some serious drinking at a house party Tom, Linda and I headed back to our room. After a few more drinks and a few hits from the bong it was time to crash. Linda and Tom crawled into his loft I on my bed below. After 10 or so minutes I could hear them fooling around. I pretended to be sleeping even offering an occasional snoring episode. Soon I could hear the muffled moaning of pleasure as their fooling around moved on further. They tried to keep thing quite but the alcohol must have turned off that filter, because I could hear every moan, grunt and dirty talk they said. The filth coming out of her mouth was unbelievable and an incredible turn on. I soon realized I was becoming aroused and started to fantasize that she was saying those filthy things to me. I pushed down my shorts and started to fondle my already growing member. I started to match my pace with theirs pretending each stroke was my cock sliding into Linda's tight box. I timed my orgasm perfectly with theirs shooting hot loads of cum onto my stomach. Linda's orgasm was very vocal and incredibly erotic. This alone would have made me cum if I hadn't made it happen by myself. I listened to them giggle and wonder if I heard them. I pretended to be sleeping, which after not too long was the case.

The next weekend was another mind blower of massive quantity of alcohol and whatever else we could find. Saturday night Linda ended up crashing at our place. Once again they started to fool around I laid quietly in my bed slowly stroking my cock when I heard something fall on the floor between my bed and the loft. I looked down and in the dim light I could tell it was Linda's panties. I lay motionless for several minutes to see if one of them would be down to retrieve them but no one did, they continued with their fooling around. I reached down and picked up her panties, they appeared to be light blue or white it was hard to tell in the minimal light. I was able to easily tell they were a satin thong with lace around the waist band. I brought them up to my nose and breathed in her scent from the waist band. I could easily identify her perfume since she worn the same one every time, but that's not what I was wishing to smell.

I placed the cotton panel to my nose and breathed in deeply the musk flooded my nose and it was euphoric. I love the smell of pussy, and hers smelled amazing. They were very damp probably due to the fooling around that had occurred while she was wearing them. I sniffed her panties over and over again while listening to her soft moans of pleasure from the bed up above. Imagining it was her stroking me was very easy with all the stimulus I had around, I could smell her, hear her and now was getting ready to taste her. I pressed my tongue to the cotton panel right into a thick glob of pussy cum, my mouth was instantly flooded with her pussy.

I imagined I was eating her pussy while she was stroking my cock. I soon found myself ready to cum and didn't bother trying to time it with theirs, I wanted to cum and cum badly. I shot several big blobs of hot steamy cum each one was launched with an uncontrollable grunt. I lay in silence trying to catch my breath; they must have not heard me because they were still going at it. I wiped a little cum from my stomach with her panties and tossed them back on the ground from where I found them. I listened to them finish and soon passed out afterward.

Two nights later Linda came over after curfew she dressed in an oversize hoodie sweatshirt and ball cap that hid her sexuality, this was much easier than hoofing it up 8 flights of stairs. We sat around and watched TV we had to keep it quite since the RA's would be making their rounds. About midnight we all turned in for bed. A few minutes after I heard something hit the floor again. I looked over and it was Linda's panties. I looked up but saw nothing, they didn't sound like they were fooling around.

I laid there waiting till I knew the coast was clear. Once I heard my roommate snoring I reached down and grabbed them. These were a full cut cotton bikini they appeared to be yellow with little hearts on them. I brought them straight to my nose and breathed in her scent. What a lucky bastard Tom is I thought, her pussy smells like heaven, and it tastes even better. I quickly stoked myself to orgasm cuming into my sock, I milked one big glob of cum and speared it across the cotton panel. I tossed the panties back on the ground and went to sleep.

I thought I was dreaming when I woke, I opened my eyes and right in my face was the most perfect ass I've even seen. I blinked a few times to be sure this is what I was actually seeing. And just like that it was gone.

Linda had come down to retrieve her panties, it was early like 7:00, I didn't have to be up for another hour but Linda had an 8:00 class. I watched as she put the panties on pulling them up giving me a 1 second glance at her thin strip of black pubic hair as she pulled them under her t-shirt. She finished collecting her things gave slipping Tom a kiss goodbye and walked out the door. I was hard again, just seeing her ass was enough but watching her pull up the panties that I had just hours ago jerked off with and left a present in put me over the top. To think that my cum was up against that tight little twat getting stuck in that landing strip of pubs, rubbing against her lips mixing with her own juices was the biggest turn on. It only took a matter of seconds before I was ready to cum and I did and did hard.

That evening Linda joined us for a shitty dinner in the cafeteria. She came back to our room with us. I sat in my bed studying for a test I had the next day. She sat in one of the recliner chairs we had acquired from the local resale shop. She had her knees pulled to her chest and was deep in thought with the book she was reading. I would glace up now and then from my notes and check out her ass, I found myself fantasying about her more and more to the point she was the only person I thought about while jerking off. Since my last two panty episodes with her I've upped my jacking off tenfold, enjoying myself whenever the opportunity presented itself. Tom sat in the other recliner playing around with his laptop, he had no idea I was mentally undressing his girl friend.

We all went to bed around the same time. Maybe 30 minutes after they climbed up I heard that now familiar sound on the carpet. I looked down and sure enough it was Linda's panties and shirt. I heard them giggling and whispering under the covers as they began to fool around. I reached down and picked up her panties, these appeared to be pink with red flowers on them. They were very damp, almost like she had peed in them but that was not the case since they didn't smell like pee and the dampness was thick and heavy. The odor was strong but not unpleasant; the mix of her perfume and pussy was the best thing I have ever smelled. I pushed down my shorts and began to slowly stoke myself. I could hear them fucking now that distinctive sound of flesh slapping flesh echoed in the room.

I looked up and in the dim light I was surprised to see Linda's breasts bouncing as they fucked. She was riding Tom with her hands on the ceiling pressing down to force his cock deep inside her. Her breast jumped up and down with each thrust her hair bounced with the same rhythm. She opened her eyes and made eye contact with me instantly almost like she knew I was watching. She didn't turn away or appear embarrassed she just kept riding him. I kept stroking my cock while I watched her fuck him. She licked her lips in a very seductive fashion as she started to pull and twist her nipples. I pushed down my blanket exposing my rock hard cock and began to stroke it. She was now shifting her glance back and forth from my eyes to my cock.

I brought her panties up to my face and sniffed them right in front of her. She made this face like she had a mini orgasm just from watching me sniff her panties. I kept sniffing them and stroking my cock. I then began to lick her panties like I was eating her pussy. She pulled hard on her nipples and let out a deep moan. Her breathing was getting faster and faster, "fuck me, fuck me" she kept whispering over and over, the whole time looking at me. I let out a grunt singling I was ready to cum she watched my cock spurt out a thick rope of white cum that landed on my chest and stomach. Her face was in a contortion of pleasure as she began to cum never breaking eye contact with me while she had her orgasm. She collapsed on the bed. I wiped up my cum with her panties and tossed them back on the floor.

I laid awake for some time trying to figure out what had just happened and what to do next. Tom and I had become really good friends and this was definitely breaking the guy friendship code. Jerking off with his girl friend's panties while she watched as she got fucked by him was definitely in the wrong. The problem was it felt so right, I was so turned on, she seemed to enjoy herself and he was getting laid. It was really a win win win situation, though I would rather be the one getting laid.

The next morning while Tom was still asleep I watched Linda examine her panties, she obviously saw my cum on them and didn't seem to mind. I watched her pull up the panties and gently rub her pussy though them for a moment. She finished dressing then looked right at me gave a small seductive smile and then left the room. What the fuck I kept thinking, I do really want to fuck her, listening to her get fucked and the stories that Tom had told me about her antics in bed was more than enough. Now with what had happened last night my fantasy may come true, and this was not a good thing. The last thing I want is to have to room with the guy who caught me fucking his girl friend. I decided I would push her out of my head. That was easier said than done.