Chapter 3

(Thanks, as always, to ErikaKane. You are a rookie writer's last line of defense against himself.)

I could hear the shower running upstairs, and the muted music of Elizabeth's sweet voice singing something from Phantom of the Opera. I briefly enjoyed the mental image of her belting out those high notes into the detachable nozzle, oblivious to the spray of hot water cascading down her beautiful breasts. Water droplets clinging to her wine-dark nipples...

My attention shifted back to the beautiful blonde sitting beside me. Neither of us spoke, we just sat there, awkwardly shifting back and forth. This was not how I'd pictured things turning out. While Elizabeth was off soaping up her curvaceous body in the shower, Steph and I finally had some time alone together. I had been looking forward to this all week long.

But nothing happened. Now that we finally had the opportunity, neither she nor I knew how to make the first move. Hooking up in the hospital had been spontaneous and unexpected. The fact that we were now PLANNING on doing it made everything awkward. We both made lame attempts at conversation that totally avoided the elephant in the room.

I tried to steer the conversation where it needed to go: "That was really sexy, when you and Liz switched bikini tops with each other like that."

Stephanie lit up, "Yeah, I couldn't believe she did that! She's always telling me how nervous she is around boys! She must really trust you."

That redirected us to talking about Elizabeth for the next few minutes, and by the time I realized we had once again gotten off the topic of screwing each other, the shower had turned off upstairs and we were no longer alone. Damn that girl for taking such quick showers.

Elizabeth, the Mediterranean goddess, descended the stairs wrapped in her bath towel. Much to my chagrin, Stephanie decided to head upstairs to rinse off now that the shower was free.

I moved to give Elizabeth room on the couch beside me, and she gave me a coy look I couldn't quite explain--until I noticed her bare shoulders. She had decided not to put Stephanie's swimsuit top back on after her shower. I couldn't help but wonder if she had likewise "forgotten" to put her board shorts back on.

The towel shifted as she sat down, just enough to show off some porcelain smooth cleavage. "It's been an interesting night," she said.

I nodded in agreement, "I don't think the others are going to tease you about being the 'innocent one' anymore."

Liz shrugged, pleased with herself. "I just wish I hadn't had to tease you to do it. Not that I thought you'd mind, exactly. I figured it'd be a kick for you, too, obviously. I just hope you didn't feel like ... I don't know..."

"Like you don't take me seriously?"

She sighed, "Yeah. Please don't think I don't take you seriously. You're just the only guy who doesn't intimidate me. I know you too well. I know you'd never hurt my feelings, or laugh at me, or say mean things about my big fat hips."

"Your body is a work of art, Elizabeth. Anyone who doesn't appreciate every inch of you is an idiot."

She blushed, glancing down at her exposed cleavage. After a moment of silence between us, she quietly asked me, "What's the furthest you've ever gone with a girl?"

I thought about Stephanie, and then about what me and Amy had done under the towel a few hours ago, just a few feet away from Elizabeth. But if neither of them had said anything to the other girls, than that meant I wasn't supposed to either.

"Hands," I answered simply, making a gesture with my fingers to clarify.

"You've never had a girl do, like, what Corrine was talking about with the hotdog?"

"A blowjob? No. But I fantasize about it all the time. I bet it feels awesome."

"That's like my worst fear you know. Not actually doing it, I don't mean. I think it's probably actually kind of fun and sexy to do it. I mean the way the guy treated her. It would just kill me if a guy did that to me. Made fun of me for doing it wrong. How am I supposed to do it right on my first try? I think that's why I've always been too scared to try anything."

I took Elizabeth's hand in mine. "That guy Corrine told us about? He's a moron. And not just because he turned down a blowjob from a beautiful woman. I mean because he missed the point of it entirely. I'm obviously not an expert, but I really feel like sex shouldn't just be about getting off. It should be about sharing ourselves with someone, and about how great it is when someone wants to share themself with us. That's what's so exciting about it. Doesn't have to be true love or anything, but I feel like there should be SOME kind of connection going on. Otherwise you're just using another person's body so you don't have to waste energy jerking off. I guess that's okay, but it's so much less than it could be. If you're with a guy who doesn't realize that, then he's the one doing something wrong, not you."

She smiled sweetly and took my hand. Then, nervously, she placed it on her breast. I saw the trust in her eyes, and I gently cupped my hand around her, feeling the fullness of that marvelous bust. Elizabeth closed her eyes and leaned her head back, sighing, "That feels nice."

She looked unbelievably beautiful at that moment, powerfully aroused but also relieved; finally at peace with something that had been giving her anxiety for years. I leaned in and kissed her lightly on the lips, continuing my tender ministrations to her bosom.

Ever so slowly, the towel around her loosened, revealing Elizabeth's soft warm body. Her breathing intensified, and the flush in her cheeks again travelled down her collar to the tops of those pale breasts. The towel finally untied in the center, and I moved my hands to the space between her tits, caressing them from the inside out. My thumbs sought out her thick, gumdrop-shaped nipples, delicately swirling around them.

That got her motor running. No longer at peace, more like an animal in heat, Elizabeth kissed me back passionately, frenching me with wild abandon just as she had on my birthday. She grabbed my hands and crushed them to her tits, her whole body shaking with desire.

Then, suddenly conflicted, she wrenched my hands away from her boobs and her face contorted with uncertainty as she tried to shake the fog of desire from her brain.

"Elizabeth?"

"I'm just—I don't know if—I just don't know why I'm shaking so much. Is that normal? I can't stop shaking. Why am I shaking? It just feels so—it just--"

Liz stopped talking mid-sentence and threw herself at me, kissing me so suddenly and so hungrily I couldn't hope to keep up. Her large, bare breasts clapped against my chest, red-hot to the touch. She whimpered into my mouth--

We both jumped as the bathroom door opened upstairs. Elizabeth hurriedly pushed me away and re-tied her towel just as Stephanie appeared at the top of the stairs, dressed in a towel of her own.

"That was fast!" Elizabeth panted, still in a daze. "You take fast showers!"

Stephanie quirked an eyebrow but at her BFF's suspicious behavior, but let it slide. "Ian, the shower's all yours while we dry off."

Elizabeth nodded that I should go, so I hurried upstairs and slipped off my trunks, profoundly aware of the engorged cock swinging heavily between my legs. I couldn't believe all that had transpired in the past few hours. Sense memory assaulted me as I washed off: the feel of Amy's smooth shaven pussy straddling my thigh, the sounds of Talia's lusty breathing as she reveled in her first lesbian kisses, my brief glimpse, at long last, of Corrine's mouth-watering chest, the smell of Elizabeth's arousal and the lingering taste of her lips on mine.

Though my standard shower takes like thirty minutes, I hopped in and rinsed off at record speed. I didn't want to be away from those girls for one second longer than necessary (though I did pause long enough to make sure I got rid of all the cum that had dried on my thigh). I stepped out and went to slip on some boxers–

Which is when I noticed Stephanie and Elizabeth's bikinis sitting on the bathroom floor. And not just their tops, either: Liz's board shorts and Steph's brief black bottoms were there as well. For an instant, my mind refused to accept the beautiful truth that both girls were buck naked under their towels. I could only guess at what form of merciless teasing they had in store for me tonight.

Figuring three could play at this game, I decided against the boxers and simply tied a fresh bath towel around my nude waist before heading back downstairs.

The girls weren't where I had left them. In fact, they were nowhere to be seen. All I found downstairs were their two towels, abandoned on the couch. With a twinge of disappointment, I realized that they must have already changed back into their street clothes.

Then I heard giggling coming from my bedroom.

My cock grew heavy again between my legs as I opened my door and stepped inside, finding both girls smiling at me from my king-sized bed. The curves of their incredible bodies were clearly visible beneath the thin bed sheets.

"I finally told Elizabeth about our night in the hospital," Stephanie said.

"And I told her about what we did while she was in the shower," Elizabeth added.

Stephanie grinned at her beautiful friend, continuing: "Thing is, we both want to keep doing this stuff with you, but neither of us wants to go home. So we called our parents and told them we were spending the night at each other's houses."

My jaw hit the floor. "Wait, you mean that I--with both of you?"

Elizabeth trembled at my undisguised desire, explaining, "I want to do sexy stuff. I want it so bad I actually cry sometimes. But I'm still really nervous about it, even around you. With Stephanie here I know I'll feel safe no matter what."

Stephanie smiled at me, "Elizabeth told me what you said to her; how sex should be about sharing yourself with other people. If that's the case, then why shouldn't we share you? We're all single, we're all friends, and we all want to."

I felt dizzy. This can't be real, I thought, this kind of thing only happens in movies, or to rock stars, or to jet-setting billionaires. Not to me. Real girls don't do this, right?

But nonetheless, there they were: My friends. In my bed. Beneath my sheets. Smiling at my erection.

I took a step towards the bed, so giddy I scarcely felt the floor beneath my feet. I cast my towel aside, watching their eyes immediately swerve down to the engorged phallus hanging between my legs. The two girls instinctively grabbed each other's hands in suspense.

I climbed onto the foot of the bed, crawling slowly forward, feeling their naked bodies beneath me through the sheet. I lowered my hips so that my dangling cock slid across Stephanie's legs.

"Oh my God," she sighed, squeezing her friend's hand even harder. I changed direction, crawling over Elizabeth, dragging the head of my penis across her belly.

"I can feel it on me," she shivered with excitement, "I can actually feel it."

I reached up to the sheet concealing my two beauties and yanked it down in one lighting fast tug. Their supple young bodies lay there before me, completely exposed.

I marveled at the expanse of flesh for what felt like an eternity, first drinking in the sight of Stephanie: long legs, perky butt, toned stomach, soft golden curls between her legs and long wet tresses of golden hair plastered to her swelling pink tits.

I gazed down at Elizabeth: fair skin flushed with excitement, curvaceous hips, the promise of a nice, juicy butt on the other side, a neatly trimmed strip of dark pubic hair above her puffy, glistening vagina, a slender neck and shoulders, dark hair splayed out on the pillow above her angelic face like a halo, and her truly epic tits. How many short girls have 34DD's? Not enough, I tell you.

Like a parched man stumbling across an oasis, I dove in. The three of us groaned as we made out, rolling around my bed in a mess of bodies. Since Elizabeth was closer, I kissed her first--ravenously matching her passion. Stephanie wrapped her arms around us both, licking my neck and rubbing her whole body against me.

Not wanting to neglect anyone, I turned my face away from Elizabeth, still fondling her tits while Stephanie and I wrestled our tongues together. I felt Elizabeth's fingers slowly reach down my back, towards my ass, too nervous to go ahead and just grope me--

So I grabbed her hand and finished the journey for her, firmly planting her palm on my butt. She squeezed it happily and bit me on the ear in gratitude. Never in my wildest dreams did I think I'd be in this situation. My dick was screaming for some physical stimulation.

Stephanie pressed her shaking hand to my groin, feeling the hot skin with her palm. Nervous, she slowly played with me--not furiously stroking like she had in the hospital, just testing, exploring. Gently cupping my balls just to see what they felt like.

I guess Steph's curiosity got the best of her, because she tore her mouth away from mine to give herself a better view of what she was doing to me down below—for the first time she beheld the sight of a man's dick in her hand. Her gentle stimulation was incredible.

"What's it feel like?" Elizabeth asked, likewise transfixed by the sight of Stephanie playing with me.

"It's warm," Stephanie answered. Elizabeth reached her small hand down towards my penis, her eyes silently asking my permission before she touched it. I nodded and her hand joined Stephanie's, feeling my length with drifting fingertips. Elizabeth shuddered with arousal at the forbidden sensation.

While the two beautiful naked girls caressed me down below, I reached out and squeezed their matching sets of huge heaving breasts, gently grazing my hands across their pert nipples.

"It gets me so turned on when he touches me like that," Elizabeth sighed to her friend. Stephanie nodded in agreement, helpfully adding, "You should feel what it's like when he puts them in his mouth."

Elizabeth turned to me, "Would that be okay?" she asked.

"Lizzy, baby, I'm yours. You don't need to ask my permission for a thing, you can have all of me right here, right now."

She released her hold on my penis and crawled towards the head of the bed, laying down comfortably on her side with that voluptuous chest beside my face, her thick, wine-colored nubs perfectly aligned with my hungry lips. Ever so gently, I took her breasts in my hands and flicked out tip of my tongue, moistening the tips of those nipples.

Elizabeth moaned in pleasure.

Below, I could feel Stephanie pick up the pace on my hand job, excited by the image of me tasting her friend's boobs. I suddenly felt Stephanie's tongue on my own nipples, matching me lick for lick.

I gasped sharply in response, sucking Liz's tit into my mouth harder than I'd intended. The effect on Liz must have been pretty powerful, because she instinctively pulled my face fiercely into her chest and bit her lip in ecstasy.

I'd heard of girls with super-sensitive nipples having orgasms with no clitoral stimulation whatsoever, and given Elizabeth's reaction to my tongue, I began to wonder if she might be one of them. Determined to find out, I renewed my oral assault on her breasts, reacting on a purely animal level to her breathing and body language to determine my intensity.

Meanwhile, Stephanie stopped licking my nipples and was slowly swirling her tongue lower and lower down my chest. The teasing sensation was driving me wild with lust; energizing me to attack Elizabeth's delicious nipples with everything I had. A pure flow of sexual energy--from Stephanie, through me, to Elizabeth--

Whose screams of pleasure were music to my ears. She writhed uncontrollably in my arms, her thighs squeezing together in expectant agony, her voice almost incoherent as she chanted "Don't stop ... don't stop ... DON'T STOP!"

I didn't stop.

All the while, Stephanie's tongue swirled ever lower, across my pelvis, threatening to slather across my criminally neglected erection.

Elizabeth came very suddenly, fingernails clawing at my back. I'd never even touched her below the waist. I maintained suction on her tit as every muscle in her body tensed--she went stiff as a board--then I gently released her and she collapsed limp beside me, rolling her tender breasts away from my mouth. The air in the room was pungent with the smell of her arousal.

"That was ... that was..." Elizabeth dreamily trailed off, choosing instead to give me a grateful kiss so intense it managed to momentarily distract me from the fact that Stephanie's tongue was moving down into my pubic hair.

Satiated for the moment, Elizabeth glanced down at her friend and realized: "Holy shit, Steph!"

I felt a lightning bolt of pure pleasure shoot through me as Stephanie sunk her warm lips over the head of my cock. Holy shit indeed! Then it was my turn to moan as naughty Stephanie went to work on her--and my--first ever real-life blowjob.

I couldn't believe how hot it looked: My dick standing at maximum hardness, pointed right up between the softness of Stephanie's pouty, movie-star lips. Her cheek stretched out lewdly each time she descended on me. The heavy swinging flesh of her breasts slapping against my thigh with every movement. The word "Yes!" flashed like a neon sign in my brain.

For a long while, Elizabeth and I watched, utterly hypnotized, while Stephanie tasted me and teased me. Elizabeth slid down the bed, towards my crotch, for a front row seat of the action. Finally able to bear it no longer, Elizabeth whispered to Stephanie, "That looks fun, can I try?"

Smiling at her "shy" friend's request, Stephanie let my dick slip free of her mouth and gestured for Liz to go ahead. "Actually," Elizabeth clarified, "Could we do it at the same time? It's less scary if you do it with me."

I almost came just imagining what would happen next. Both girls lowered their heads to opposite sides of my erect shaft and slowly began licking me, tasting and savoring the texture of every ridge and vein. They wrapped their wet lips around either side of my column, kissing the sensitive skin. Occasionally their lips would brush up against each other and they would exchange a playful kiss with my dick in the middle.

"That feels unbelievable, you guys," I moaned, "You have to let me use my mouth on you, too."

The two babes exchanged a telepathic glance the way only teenage BFFs can, nodding in silent agreement with each other. "I'm still recovering from what you did to my boobs," Elizabeth said.

"I'd love to," Stephanie whined, "But I'm having too much fun doing THIS--"

She pointedly sucked me into her mouth. I moaned, struggling to speak, "Why don't we--oh wow--why don't we do both at the same time?" It took Stephanie a second to figure out what I meant, but as soon as she got it, her eyes lit up with desire. She crawled over me, those big pink tits dragging along my chest as she went, then she twisted around and carefully straddled my face.

Elizabeth let up on my blowjob to watch as her best friend's hot honeyed core pressed down onto my waiting mouth. In this position, my whole universe became Stephanie's pleasure. All I could taste were her slippery-smooth vaginal lips. All I could smell was the scent of her arousal. All I could hear was the splashing as I lapped away at her, and the moans of her pleasure in response. It was intoxicating. Unlike anything I had ever experienced. I loved it.

I couldn't really see from my position, but I knew the two BFFs well enough to know that they were looking each other in the eye while my tongue was discovering the flavor of Stephanie's pussy. I didn't have any experience with other girls to compare it to, but Steph was almost unbearably sweet, like pancake syrup dribbling all over my face.

Her hips squirmed back and forth, and I grew more and more adventurous, teasingly tugging at her labia with my lips. I raised my hands and squeezed her perfectly round ass, hovering right above my head.

After that initial shock of pleasure, Stephanie took a deep breath and went back to work, lowering herself down to inhale my cock, smushing her tits against my belly in the process. I felt Elizabeth's mouth move lower to make room, happily licking and sucking on my sensitive balls.

It was stimulation overload. I groaned loudly, finding it more and more difficult to hold back my pending climax.

Stephanie was getting close, too. She began rhythmically humping my face and I responded to her increased activity with powerful licks to her clit. Having two girls slurping on my junk made concentrating on Stephanie increasingly difficult, and I could tell from Stephanie's stilting sucking that she was likewise having trouble staying focused. But we both powered through the pleasure and picked up the pace, our ecstatic moans muffled by each other's bodies.

Stephanie shifted her weight on me enough to powerfully grab at her own tit, tweaking her nipple as far as she could. In my periphery, I could vaguely make out the image of Elizabeth's dark hair bobbing dutifully between my legs.

In a moment of inspiration, I released one of Steph's ass cheeks and wiggled a pair of fingers up inside her slippery wet twat as I latched my mouth onto her clit--

Oh man, did she ever cum. She wrenched her lips off of my cock and howled in pleasure at the moon. It was the sexiest sound I'd ever heard. Her pelvis spasmed against my mouth.

Seeing my poor desperate penis suddenly unattended, Elizabeth released my balls and leapt at the main course. She devoured me with her warm mouth and sucked like a vacuum.

It was too much for me to bear any longer. I wrapped my arms around Stephanie, squeezed those glorious tits--

And blasted my load into sweet little Elizabeth's mouth. She reflexively released me--cold feet, I guess--which meant my next blast splattered across her face.

Still delirious in the throes of her own orgasm, Stephanie attacked the spurting cock in front of her, slurping and swallowing every sticky drop that poured out of me. For a moment, Elizabeth was undecided what to do with her mouthful of cum, but after seeing Stephanie's example she went ahead and swallowed it like a champ.

Not even realizing what she was doing, Stephanie leaned forward and licked my gooey white cream off her beautiful friend's face. She was a fiend for the stuff.

Spots danced in my vision and every inch of my body tingled with electricity.

After a minute, Stephanie and I came down from our blissful high to find Elizabeth giggling uncontrollably: "I can't believe we just did that! My whole life, nobody ever even touched me, and then, all of a sudden—and I can't believe I actually came from him just touching my boobs! That was awesome!"

"Sweetie," Stephanie cooed to her friend, "You have GOT to let him try to this oral stuff on you. It's never felt anything like that when I touch myself; it was a whole 'nother level."

"Oh man, wow girls," I added lamely, "That was just ... wow." Not exactly the most debonair of comments, but in my defense my brain was pretty much drained of blood at that moment.

The three of us snuggled up together in a mess of happy, sweaty bodies. We spent the next few hours relaxing together, exchanging sweet little kisses and softly grazing our hands across naked skin. I took turns spooning each of the girls, my recently relieved dick resting comfortably in the crease between their smooth ass cheeks while the other girl pressed her bare 34DD tits into my back and caressed my butt.

It was a perfect night, just lying there with the two of them and chatting excitedly about our recent escapade. There was no pressure, no fears, no weirdness, and no performance anxiety. We were all such great friends it was just easy. Exhausted, we agreed that we had been idiots for not doing this before and drifted off to some seriously sexy dreams.

I woke up in the middle of the night with a raging hard-on and a naked goddess on my arm. Faint moonlight shone through my window blinds, warping stripes of illumination around Elizabeth's every voluptuous curve.

I discreetly slipped off the bed, grabbed a pair of boxers, then headed downstairs to get a glass of water and see where Stephanie had disappeared to. I found her sitting on my couch, in the dark, all by herself. She jumped a bit at the sound of my footsteps on the stairs.

"Hey, it's just me," I whispered. Stephanie was dressed in one of my T-shirts, but with her being a scant few inches shorter than me it barely covered her up. The braless breasts beneath swung nicely when she turned towards me.

"Sorry," she said, "I woke up and couldn't go back to sleep. Too much on my mind. Tonight was amazing, but it's kind of a lot to take in. And I don't just mean what happened with you, I mean everything with Elizabeth, too. She was always so innocent! I took it upon myself to shelter her from things like this. Now that's all over, and I just can't wrap my head around the fact that we ... well, that we basically had a threesome with you."

As I got a bit closer, I could see that her eyes were watering up. "Elizabeth will be fine," I assured her. "I think she did exactly what she wanted to." I sat down on the couch beside her and pulled her into a big, safe hug.

"I know, it's not that. I'm happy for her. For all of us. It's just a really big, really sudden change to how I thought things were."

"Nothing's changing," I promised, "We were all great friends before tonight, and we'll all be great friends in the morning. The only thing that's changed is how a bunch of this sex stuff; these things that were freaking us all out because we'd never tried them before; suddenly they don't have to be scary anymore. Like for example, before I went down on you tonight, I had no idea whether I would even like that. How it would taste, whether I'd be any good at it, all kinds of stuff. Now I'm not nervous about it anymore. I know what it's like, and I know I want more."

She lifted her eyes to meet mine and I kissed her. As her soft face pressed against mine, I felt her tears on my cheeks. "I'm not scared of it anymore," she panted, taking a moment to wipe away the moisture beneath her eyes. "I'm not scared of any of it when I'm with you."

We kept kissing in the moonlight for what felt like hours. I loved the feel of her warm body in my arms, the caress of her lips against mine. It felt reassuring; reminded me I was really there. She climbed onto my lap, her palms caressing my chest as she settled her bare pussy down onto me, the thin cotton of my boxers all that stood between us.

I could feel her warm wetness seeping through the material as we kissed, our pelvises involuntarily rocking against each other. With each slow, agonizing movement, my erection slid further and further out of my fly, the shaft rubbing directly against the her slippery outer lips. Skin on skin.

Stephanie moaned into my mouth as we slowly ground out genitals together. Her body penned my dick down to my pelvis, meaning I couldn't penetrate her. But that hot, sopping wet pussy felt incredible as it glided up and down my rigid length. I rolled my hips forward, grinding my swollen cockhead against her clit. My arousal was unbearable, but it was unbearable in the best way possible.

Then she said the magic words: "I want--I want you inside me." The sentence a guy spends his whole adolescence waiting to hear. "It's okay," she hurriedly added, "I'm on the pill." Good thing too, because I'm not sure either of us would have been able to stop at that point anyway.

Without further ado, I grabbed the T-shirt she had stolen from me and pulled it over her head, drinking in the sight of her enormous naked breasts in the moonlight. I rolled our bodies down to the couch cushions, her lying comfortably on her back, me on top. Steph's hands impatiently reached up and pulled my boxers down around my knees, letting my cock spring free mere inches above her nubile young body.

We waited one final moment, looking deeply into each other's eyes for confirmation—

I nudged my tip inside her delicate folds. Stephanie let out a sudden gasp at the sensation. I could feel her heart beating wildly through her breast. I froze for a second, worried I'd hurt her, but then I felt her pelvis pushing forward to take up the slack, drawing me in deeper. I matched her speed, wanting to keep her first time as comfortable as possible, feeling every blissful millimeter of progress.

Our mouths found each other, kissing tenderly. Hands caressing faces. Sharing something extraordinary with each other. Then, far more easily than either of us expected, I was all the way inside. I'd heard so many urban legends and horror stories about the pain of a girl's first time, but it simply wasn't an issue for Stephanie. We both glanced down to see that I had bottomed out and she let out a huge sigh of relief.

"Oh, thank God! I was so scared it would hurt!"

"Me too!" I laughed and held her close, still disbelieving that I was really inside her. I kissed away the fresh tears on her cheeks and she looked me in the eyes, earnestly suggesting, "Let's keep going."