Chapter 3

The next day was a scorcher, and Zander was back at my house lounging by the pool with me. Sitting there soaking in the rays we were bullshitting like we always did and nothing felt different between us. I was definitely more aroused than usual considering yesterday’s events. From what I could see, Zander had a half a hard on in his swim suit too. He started talking about Lesley again saying how hot she is and how we need to settle which one of us gets to go out with her. When he said that my thoughts went back to yesterday remembering the feelings of us sucking each other and him throbbing in my mouth when his cum jetted in, and my dick gave a little lurch. I asked him how we were going to settle it, and he said we’ll start with a 5-lap race once we heat up some more. I thought to myself I was already getting plenty heated up, and when I glanced over to his crotch I could see his dick was growing more too. With that I relaxed back in my chair to feel the sun beating down.

Little did Kyle and Zander know they were being watched. Lesley was looking down on them from the window at the end of the hallway by her bedroom. She had caught glimpses of them recently including yesterday right before they went in the house, but today she was standing there staring down on them. Today she was planning on joining them at the pool and already had her bikini on. She noticed they were more developed than she remembered. She knew they were on the swim team together and could tell their chests were bigger than she remembered. She also noticed their bulges seemed bigger too, but she didn’t realize it was because of her. As she was shifting her eyes from Kyle’s crotch to Zander’s and trying to decide if she could actually see them getting bigger, she realized her crotch was at the same level as the window sill when she felt her clit growing and rubbing against it through her bikini bottom. Parts of her body sure had changed since she’d gone to college. She’d always had a large clit, bit it had gotten way bigger. Her areola had gotten a lot puffier too. She had started to think she was turning into some sort of freak because of how large her clit had become until one evening when her and her roommate were sitting cross legged on her bed in only their long tee shirts talking like they often did. This time was different though because her roommate was talking about a recent date that got hot and heavy and it was turning Lesley on. She could feel her pussy getting moist, her nipples getting hard, and her clit growing with her excitement. She saw her roommate looking at her nipples pushing her shirt out. When she started talking about her date going down on her and sucking her clit, Lesley felt hers growing even more causing her to squirm. Her squirming caused her tee shirt to ride up enough to expose her pussy, and at the same time she felt cooler air hit her engorged lips and clit she realized her roommate was looking directly at her pussy. Her roommate said, ‘Damn girl that clit is outrageous’, which caused Lesley’s cheeks to redden then she pulled her shirt back down.

Her roommate told her not to be embarrassed and she’d love to have a clit like that. Lesley relaxed a little when she heard that, and when her roommate asked her if she could see it again and reached for the bottom of her shirt she did nothing to stop her. Her clit was throbbing, and when her roommate started to lift the bottom of her shirt Lesley untucked her legs and leaned back on her elbows. She watched her roommate crouch down to get a closer look until she could feel her heavy breath caressing her clit like a light finger touch. It had gotten big when she had played with it recently, but as she looked down it was bigger than ever. She swore she could feel it pulse with every heartbeat. She also noticed the end of it was swelled more than the rest making it look like it had a little head like a dick would have.

She trembled but said yes when her roommate looked up at her and asked if she could touch it. She leaned her head back and closed her eyes when she could feel her roommate lightly running her finger from the top of her clit down along the length of it. When she got to the swollen end, she started circling her finger around it. Between that sensation and still feeling her roommate’s breath on her pussy she moaned with extreme excitement. The next sensation Lesley felt was her roommate take her clit between her forefinger and thumb and start to stroke it up and down like it was a mini cock. Lesley’s mind was really swirling now because the scene was tapping into something in her sexual psyche. Ever since she had become sexually aware and active she was fascinated with boy’s penises and sometimes wondered what it would be like to have one. Now her roommate was treating her clit like it was one, and it was driving her wild. In her excitement, Lesley felt the juices that had been welling up in her pussy start to slowly drip from the bottom of her pussy down onto her taint. Her roommate must have seen it happening because seconds later Lesley felt her roommate’s tongue barely touch the top of her asshole followed by her flattening it out and very slowly dragging it up across her taint to the bottom of her pussy where she proceeded to dip the tip in to gather more of Lesley’s juices. Lesley was disappointed to feel her roommate stop jacking her clit at the same time her tongue withdrew from her pussy, but that went away when she heard her roommate say, ‘Oooo your pussy tastes so sweet. I want more of that!’. Lesley raised her head back up to look down and smile at her roommate just in time to see her roommate’s head dip down. Lesley was so turned on by this point she couldn’t stop the earth shattering climax that came over her when she felt her roommate’s lips close around her clit and her suck it into her mouth. She threw her head back again and gave herself over to the orgasm which was causing her entire lower half to shake uncontrollably and her juices to flow freely against her roommate’s chin.

When she started regaining her senses she had to push her roommate’s head away because she was still sucking her clit in deep and swirling her tongue around it. Once she pushed her head away, her roommate leaned back, took off her sheep shirt, and started sliding up Lesley’s body peeling her shirt up also as she went. Lesley no longer felt self-conscious about the changes to her body. In fact, she gained a new-found appreciation for them because she could tell her roommate was genuinely excited to be touching, rubbing, licking and sucking her. Her roommate continually telling her how sexy her body was also reinforced that. She especially liked feeling her roommate rubbing her boobies across her extremely puffy nipples and moaning as she did it.

Lesley’s second orgasm was even more intense than her first. It came when her roommate lifted up enough to turn to the side while still straddling her, so she could scissor her and rub her pussy against Lesley’s. The sensation of her roommate’s smooth hot slippery pussy lips rubbing against her own, and feeling her clit rubbing up against another one was driving her crazy and was almost overwhelming. It was making her huge clit grow hard again, and her roommate’s moans and jerky hip motions told her they were both enjoying it immensely. Her roommate slowed her motions, and Lesley wondered if she had cum. Lesley realized she hadn’t when her roommate shifted her hips, and Lesley felt her clit slide between her roommate’s pussy lips and start to enter her. Her roommate stayed in that position, hooked her arms under Lesley’s knees to be able to maintain tight contact, and pressed her pussy down against her new lover’s even harder. Maintaining that pressure, she started bouncing up and down literally fucking herself on Lesley’s clit. Lesley was going out of her mind between the physical sensations she was feeling and the psychological impact of her fucking her roommate with her own mini-cock. She wanted these feelings to go on forever, but when her roommate pressed down one last time letting out a series of low long moans with her pussy literally shaking, Lesley couldn’t hold back any more and exploded in orgasm. She rode her blissful waves feeling her juices flow between them imagining her mini-cock was squirting her cum right into her roommate’s pussy.

Lesley was brought back from her vivid daydream when she noticed motion below. When she refocused on Kyle and Zander she saw them line up at the edge of the pool and dive in together. She knew they were racing like they did yesterday, and decided she better hurry over there in case they went in the house when they were done like they had then. She also decided she better change her bikini before she went because without looking she knew the crotch of the one she was wearing must be soaked after her daydream and rubbing up against the window sill like she had.

I was enjoying the fact I was leading Zander in the race and thought I was going to beat him today for sure, but just like yesterday he had a burst in the last lap and touched the wall right before me. He burst up out of the water to raise both arms saying, ‘I won, I won!!’. Both of us were very startled to hear someone clapping and turned at the same time to see Lesley coming toward us. Before we could say anything, she asked Zander, ‘So what did you win?’ Feeling emboldened by his win and completely shocking me, he said, ‘A date with you!’. It was Lesley’s turn to look surprised, and she inquired shouldn’t he ask her first? He stammered a little showing his embarrassment. Then he told her what he meant to say was he won the chance to ask her out on a date. That exchange gave me the opportunity to look Lesley over. With the events of yesterday including hearing Zander talk about Lesley being in the basement with us and seeing her there now in her thin string bikini, I could feel my dick growing a little. I could see her nipples pushing out her bikini top, and when I glanced down I could see she must shave because I could see the cleft between her pussy lips. I could also see a bulge at the top of her pussy and thought she must had gotten a piercing at college. Zander must have been checking her out too because I was shaken from my trance when I heard her tell him her eyes were up here. With that she turned to walk towards the lounge chairs giving us both a view of her magnificent ass as she swayed her hips slightly as she walked. Zander and I were side by side at the edge of the pool watching her with our arms up on the deck. I wondered if he was at the same excitement level as me, so I took the opportunity with her back turned to reach down and softly grasp Kyle’s dick through his trunks and sure enough he was about half hard. He jumped slightly from the sudden touch right when Lesley reached the chairs. She turned back to us, told us she wanted some sun, and asked if we were going to join her. We both showed how anxious we were to be close to her again by scrambling right out of the pool heading to the chairs on either side of her. It was Lesley’s turn to check us out as I saw her eyes shifting between my crotch and Zander’s as we walked over to her.

As Lesley walked over to the lounge chairs where she had left her towel and purse, she was enjoying the position she had the boys in. With Zander’s admission she knew they both wanted to go out with her and were ultra-competitive about it. Also, the way they were checking her out as she stood by the pool told her they thought she was sexy. Once she had reached the chairs and sat down, she was enjoying seeing their packages in their dripping wet suits when they got out of the pool. The closer they got the more she could even see the definition of their dick heads against the wet material. She decided to see if she could maneuver the situation into them helping her turn one of her recent fantasies into a reality.

She had been at a campus party and opened a bedroom door instead of the bathroom door. Inside in the low light she could see a guy sitting on the edge of the side of the bed and another guy between his legs giving him a blowjob. She should have closed the door right away, but she was frozen to the spot with fascination. She stayed still and watched as the guy was slowly taking his friend into his mouth. She kept watching long enough to see him continue down until his friend was all the way in his mouth and throat. She watched him repeat the motion a couple times until his friend glanced her way. He smiled a broad smile at her which she returned, but then she quickly shut the door and stood with her back to the hallway wall in amazement. It had been the first time she had ever seen two guys together sexually, and she was surprised how turned on it made her. Her clit was throbbing, and her pussy juices were flowing as she replayed the scene repeatedly in her mind. Since that night she revisited that memory during multiple masturbation sessions. She had even developed more elaborate story lines to go along with the scene she remembered. She figured it probably had something to do with her fascination with dicks, but her favorite one had become the one where she played a dominate role in their make out session. In her fantasy version she saw them go in the bedroom together and followed them right in. When they heard her shut the door one of them said ‘excuse me!?’, and she told them not to worry because she thought the idea of two guys together was totally hot and sexy. They were still hesitant at first so she went over to them, put a hand on each of their lower backs, and gently pushed until they were right up against each other with no choice but to embrace. She imagined keeping her hands at the tops of their asses gently rubbing them and pressing them forward until they started thrusting against each other on their own. She could tell they were getting turned on when their breathing changed. Then she took one of each of their hands and slid them down between each other encouraging them to take hold of the other’s hardening dick. She liked thinking about herself unbuttoning their pants and pulling down their zippers to help their action along. Once their pants and underwear were down and off, she loved picturing herself pushing them onto the bed one at a time and head to toe to each other. She’d had quite a few orgasms masturbating to this particular fantasy because she like the idea of being in control of them and directing their actions. She always knew an outstanding cum would be near when she envisioned herself telling them to suck each other. She would feel her clit swelling even more from her touch and from picturing them sucking each other down to the root just like she had witnessed only faster and with more intensity. Lesley also knew what took her over the edge was stroking her clit up and down rapidly between her thumb and forefinger at the same time her mind’s eye saw the two guys stiffen up and their butt cheeks clenching and throats swallowing when they started pumping hot cum into each other’s mouths. She’d also tried to develop her fantasy into the two guys fucking each other, but she had never actually witnessed that so that part always stayed too fuzzy to be satisfying.

It was her turn to be startled back to reality when Zander shook his head and water droplets fell on her chest and belly. She stiffened for a moment, and I could really see her nipples though her top then. The way she was lounging back had her mound pushed up a little so her piercing was more prominent too. I could see Zander stealing glances too, and I could see his dick hadn’t really softened with Lesley on display right next to us. We all sat there talking for a little while about Lesley’s experiences at college, and she asked us if we were ready for the next steps in our lives. Even though Lesley was wearing her sunglasses I could still see her eyes, and I could see that she was stealing her own glances at our crotches. Once when I knew she was looking at mine, I clenched to give my dick a little lurch and let her know I was glad she was there with us. I saw her eyebrow raise slightly and a smile start to form when she saw my dick throb. All three of us had laid our heads back to let the sun beat down on us. The silence didn’t last long though before Lesley asked us what other competitions we held.

Lesley was enjoying the attention of both guys once they were all in their lounge chairs. It only added to her excitement level when they were checking her out because sensing their eyes on her had the effect of hardening her nipples and clit which were rubbing on the inside of her bikini every time she even slightly moved. She also enjoyed what she was seeing in their nylon suits. They were thin enough for her to be able to see the definition between their dick heads and shafts. When she saw Kyle’s dick lurch in his suit, it turned her on even more and convinced her to see where she could take this encounter. When she asked them what else they competed in, she was initially disappointed when Zander replied they had frequent video game battles. Then she was encouraged when he followed that up with they also had wrestling matches sometimes.

I had mixed emotions when Zander told Lesley about our other competitions especially the wrestling. I think some of my embarrassment stemmed from the reaction I had to him saying that. My memories of everything from the day before came flooding back including hearing Zander talk about Lesley being right there with us. In the present, I knew I was embarrassed about the effect the memories were having on my dick because it was becoming impossible to hide the fact I was getting even harder in my suit. I saw Lesley’s eyes were pointed at Zander’s crotch as she was talking to him. He must have been having similar thoughts to mine because he was getting harder in his suit too. His suit had dried from the sun, but when Lesley said, ‘I would love to see that’, while still looking at Zander’s dick I saw it lurch a little and his suit became wet and shinier again right at his dick head. I knew it was because his precum must have started flowing because I know mine had between Lesley’s attention and her words. I knew Lesley saw it too because her eyebrow raised again, and her smirk returned. Then she asked what the stakes were for the winner when we wrestled. I stayed silent, but Zander told her all our competitions were over a date with her. She told us that was very flattering, and then said, ‘I’ll tell you what guys ... if you’ll show me how you wrestle trying to win me, I’ll consider going on a date with the winner.’. I sat in stunned silence, but Zander broke me out of it when he blurted out that if she really wanted to see him dominate me he be glad to show her. I told him I’d be the one dominating. Lesley stopped our show of bravado by telling us to save it for the match and asked where we should do this. I indicated down in our rec room where it’s cooler, and the carpet makes for a nice wrestling mat. She said, ‘Well, I gotta see this so let’s go!’. Them we all gathered our stuff and headed downstairs. On the trip downstairs, feeling my dickhead sliding against my nylon suit aided by my slippery precum kept my half hard on going.

Zander and I took our positions on the floor, and Lesley sat on the couch right over us. Both of us looked over at her when she drew her knees up and saw that position really pushed her pussy lips against her bikini bottom. I saw a little spot of moisture right between the outline of her pussy lips, but my attention was drawn back to Zander when she announced, ‘Alright guys on the count of three.’. At three, we lunged at each other both grappling for position and trying to show off the best we could. During our maneuvering, I occasionally brushed up against Zander’s crotch and could tell he was getting as hard as I was from the contact and especially the audience. At one point, I gained a slight advantage and was able to get on top of Zander’s back and press him down into the carpet. That position placed my dick right between his butt cheeks, and as soon as he realized it I felt his cheeks clenching around my dick which made me think he really enjoyed feeling my hardness there. I could sense he might be a little embarrassed about his predicament given our audience when he started squirming more vigorously trying to break free. Even with his squirming, I could still feel him clenching and unclenching his butt cheeks causing me to get even harder between them. My precum was really flowing then, and at one point the way he scooted up and arched his back placed my dickhead firmly between his cheeks. I knew if we didn’t have our suits on it would have been rubbing right against his rosebud. I pressed down even harder right then and felt my dick throb and release a healthy dollop of precum. I wondered if Zander could feel the wetness through his suit because his squirming diminished, and his cheeks unclenched when I did that. I took that opportunity to look over at Lesley who had scooted to the edge of the couch to get a better look at us. Her legs were spread wide and I could see a much larger wet spot had formed on her bottoms. I could also see her piercing was bulging out even further in that position. As I looked further up, I could see her nipples straining against her suit. I couldn’t believe how lucky Zander and I had gotten to have Lesley there with us right then. Looking further up, I could see a glazed look in her eyes telling me she was really enjoying what she was seeing. I knew I was enjoying seeing her there with us, and it sure beat fantasizing about it yesterday. Her eyes had been trained on our lower half’s, but when she saw me looking at her she gave me a very sexy smile and wink. Zander took advantage of my distraction by managing to turn himself over and push me off. Once I refocused on him, I could see his dick was as hard as mine and straining against his suit. I also saw he had his own large wet spot right at the end of his dick. Seeing that told me how much he liked the position we’d been in and that Lesley was watching us.

Lesley couldn’t believe how turned on she was getting watching Kyle and Zander wrestle. She knew Kyle was just trying to hold his friend down on the floor, but it looked like he was dry humping Zander. This was much better than her fuzzy fantasy, and she knew it was having an effect on her body. She felt like her nipples were hard as rocks and her pussy was just dripping. At first, she didn’t know Kyle had looked over at her after making a forceful thrust against Zander because she was too busy with her own thoughts. She was imagining they were naked and Kyle was actually thrusting his hard dick into Zander’s willing ass as he was flexing his cheeks and pushing back against him. She felt like her clit was huge and the slightest motion was making her bottoms rub against it driving her crazy. It was all she could do not to reach into her bikini to pinch and pull her nipples and give her clit some of the attention it was aching for. She felt a little embarrassed when Kyle caught her staring, but she quickly forgot about that when she saw how hard their dicks were when they separated for a minute. In her extremely aroused state, she decided this was the perfect opportunity to have her fantasy become a reality. She opted to start by becoming more dominate. She told the two guys they looked very uncomfortable confined in their suits like that and maybe they should lose them. She smiled at them when they both looked over at her but couldn’t understand why they both froze in place. She thought she misread the situation and her hopes of living out her fantasy were dashed when she said it a second time and Zander started protesting. She didn’t want to lose the opportunity, so she cut Zander off and said, ‘How about if I help you then lose my bikini top to motivate you?’.

Zander and I were both startled to hear Lesley’s voice. I know in my case what she was saying didn’t register at first. It took her saying it a second time for me to realize she was suggesting we would both be more comfortable without our suits. My mind immediately started racing back to what Zander said yesterday, and here it was coming true. Zander must have been thinking about everything we did yesterday because it sounded like he got nervous about getting naked with Lesley there when he stammered out, ‘Well I ... I don’t know.’. Once I heard her offer to help then show us her boobies I didn’t want to lose this chance, so I told her we would if she did. Zander looked at me in astonishment, but in a couple seconds I saw his expression change once the light bulb went off for him. Here we were still sporting major hardons in our suits and she wanted to help us get naked and keep wrestling. Zander finally grinned back at me then we both looked back over at Lesley still sitting there with her legs spread seemingly not caring about us being able to see her growing wet spot. My buddy then stepped up and told Lesley we were ready if she was. I could feel my heart beating in my chest in anticipation, and I could feel my dick throb with every heartbeat. Moving very slowly, Lesley crawled down off the couch and came over right between us. Starting with Zander, she reached into the top of his suit and pulled his strings and plastic clip out. She caused Zander to jump a little when she reached for the plastic clip and the back of her hand brushed his stiff dick. She quickly pushed the button on the clip, loosened his strings, and pulled the front of his suit out and down so he could step out of it. Face to face with his raging hardon, she told him he had a very nice dick. She didn’t seem surprised he was hairless. Both of our bodies were still almost completely bare from our swim team preparations. Then she turned towards me and repeated the process. Watching her take Kyle’s suit off and start on mine caused my dick to throb wildly and even more precum to flow from my dick, so when she pulled my suit out she could see a strand stretching from suit back to my dick. When she pulled my suit down and off and continued staring at my dick, it was all I could do not to blast her face and body with my cum. She told me I had a great dick too, but now it was her turn then left us to get back on the couch.

Once she was there, she reached behind her back untying the strings which caused her top to fall away at the sides and raise up a little showing us her under boob. Still moving slowly, she repositioned her hands and untied the strings behind her neck pulling them forward. Then she started slowly lowering her hands exposing more of her firm pert tits to our view. Once her hands were at her sides, Zander and I were both staring intently at the first real live boobies we had ever seen. I didn’t know what size they were, but they looked round and beautiful and perfect and her nipples were outrageous. Her areolas were puffy and swollen and formed little cones protruding from her tits with her pencil eraser sized nipples right in the center. I couldn’t help myself when I started complimenting her telling her how beautiful and perfect they looked. Zander jumped right in telling her how much he’d like to taste and suck them. The whole time Lesley was taking her top off I could see her eyes were on our dicks looking back and forth between us, but Zander’s comment got her attention and she said, ‘Not so fast! You two have to keep your end of the bargain and finish your match.’. With that Zander lunged for me again and the grappling resumed. We were both getting very slippery from our sweat on top of the suntan lotion from earlier, so neither one of us could get an upper hand this time. That didn’t stop us from trying our hardest to show off for Lesley. One other difference this time was I could hear Lesley cheering us on. When one of us would seemingly be in a more dominant position I could hear her lend her support by saying things like ‘Yeah that’s it you’ve got him now!’. The one in the weaker position was always able to squirm out of it though. I was trying to sneak glances at Lesley when I got the opportunity, and once when I thought I had Zander at a disadvantage I looked over to see her cupping her boobies in her hands and squeezing her nipples between her thumbs and forefingers while she cheered me on. I remember thinking she must really be getting off watching us wrestle naked. I knew I was having a great time of it. After Zander and my adventures yesterday, I was comfortable being close to him like this even with Lesley watching. I knew Zander was enjoying it also the way he took every opportunity to rub his hard dick on me. I saw Lesley start to move one of her hands from her tit down across her belly and towards her bikini bottom. Just as I focused in to hopefully watch her rubbing her pussy, I realized I wasn’t paying enough attention to Zander. He flipped me over and straddled me the way I did to him yesterday. That put us in the position of our hard dicks being side by side and rubbing against each other. Lesley must have liked us in that position because she doubled up on cheering for Zander telling him to hold me down. Hearing that, I squirmed harder trying to break free and only succeeded in humping my throbbing dick against Zander’s and adding more precum to the mix. I was starting to get tired from the exertion, so I didn’t put up much of a fight when Zander spun around on top of me at Lesley’s direction.

Lesley felt like she was about to explode as she watched her fantasy play out in real life. Seeing these two hunks wrestling naked had her pussy juices flowing and her body aching for attention. She couldn’t help but start to touch herself as she was watching and trying to direct them the best she could. She knew the scene she was watching was going to provide great masturbation material on lonely nights back at college. When Zander managed to get on top of Kyle, she thought all their squirming made it look like they were trying to fuck each other, and it was driving her crazy. She was even more vocal then telling Zander he had Kyle now and to hold him down. Then she decided she wanted to steer this wrestling match to mirror her fantasy, so she told Zander to spin around and scissor lock him. Once she saw he’d successfully done it, she told him to stretch out more which allowed Kyle to scissor his head too. That put them in the position of feeling each other’s hard dicks along their necks and faces. Seeing them continue to squirm and try to break free was exciting her but frustrating her at the same time. She saw their dicks were very close to each other’s mouths, but they were both turning their heads trying to avoid contact unlike the guys in her fantasy. She decided she had to do something to help them along.