Camping Trip

by CodCapers

Copyright© 2012 by CodCapers

Sex Story: Two friends meet three girls in the woods. Fun ensues.

Caution: This Sex Story contains strong sexual content, including Consensual   BiSexual   Heterosexual   Group Sex   Safe Sex   Oral Sex   Anal Sex   Exhibitionism   .

I had just been dumped by my longtime girlfriend and I was wallowing in my own misery when my cell phone rang. It was early (for me), but I was awake. It was Friday morning and I had the whole weekend free. Especially now. No plans at all other than a private pity-party.

"Pack your bags, man. We're heading up north," the voice said. It was my best friend, Chris, and he was apparently taking it upon himself to get me out of my funk.

"Buddy," I started in protest, "I don't think I'm up for that..." It sounded a little whiny and pathetic, even to me.

"Nonsense," he retorted cheerily. "I'll be in your driveway in 15 minutes. Be ready!"

I groaned as he hung up, but his call did put me in motion. Maybe a camping trip would do me good. It couldn't hurt, right? It was late September. Still a little early to be competing with the leaf-peepers and too late in the year to deal with the hordes of families still on summer vacation. It might still be busy, but Chris had a bunch of secret spots off of otherwise busy trails and paths that he liked. I'm sure he could find a good spot for him to do his thing (fishing for dinner, usually) and for me to stew in my own juices. At least it would be pretty. The weather was supposed to be great, although chilly during the nights, for the next couple of days.

I got my gear together in record time. I'd camped enough to know what I needed and what I didn't for any given climate and length of stay. On a whim, I packed Michelle's sleeping bag, too. The witch. She wouldn't need it and I wasn't sure why I packed it. It faintly smelled like her, though. Damn.

Chris rolled into the driveway in his pickup truck around 10AM. He helped me throw my stuff into the truck and I hopped into the passenger side with hardly a word. We drove most of the way to NH in silence, alternately listening to music or the latest sports radio talk. The Red Sox had a forgettable year after much general success, so the wolves were circling the current manager. The Patriots were on-and-off so far this year, and that added to the gnashing of teeth and general un-rest is sports talk radio-land. At one point, it got to be too much and I switched it off completely.

"You OK?" Chris asked.

I just grumbled something about 'cheating' and 'girlfriend' and 'back-stabbing, former friends' and looked out the window. Chris let it be.

The early fall colors, while not spectacular, got progressively more beautiful as we got further north and that helped my mood a bit. I loved the Fall. I wasn't even sure where we were, but trusted Chris knew his way around and where he wanted to go. If not, a GPS or a smartphone would likely rescue us or send help our way. Sudden bumps and ruts woke me out of my reverie as Chris had turned off a small two-lane highway onto a dirt road and headed into the woods by some old cart path or logging trail. We rode that way -- bouncing and bumping along -- for about a half an hour and came to a small parking lot at the end of the road. There was another vehicle there, an expensive SUV with stickers from Boston-area colleges and a license-plate surround from a dealership in a posh Boston suburb.

"Great," Chris muttered, but then recovered, seeing my scowl. "Well ... it's a big forest."

It was mid-afternoon and in my funk, I hadn't noticed where we had gotten off the highway. Given the time, I figured we were somewhere in the White Mountains, but didn't really care and didn't ask.

"Want to eat before we head out?" Chris asked. "It's about a two hour hike to the spot I had in mind."

"Sure," I said. I hadn't even realized how hungry I was. A cup of coffee and a rest-stop donut weren't quite cutting it. We ate the sandwiches that we had bought at a market a few miles ago while also stocking up on our food supplies and then headed off into the trees. Chris has an inhuman sense of direction and didn't have a map or a compass out. I knew he had a GPS in his backpack (somewhere), but he didn't navigate with it like many people do these days. I gave him a quizzical look.

"I've been to this spot a dozen times," he answered, sensing my questioning look and immediately knowing what I was about to ask. Ah ... best friends. Chris and I had been friends since the cradle. Our parents had been close, so, growing up, we were always together. It didn't hurt that we had similar tastes in everything from sports, to hobbies, to favorite beers. Everything but women. He preferred, almost exclusively, blondes, which I typically stayed away from and described -- teasingly -- as his 'Barbie fetish'.

Of course, my recent 'ex' had been my one dalliance into the fair-haired maiden (yeah, right!) pool and had just about turned me off them for good. I know this is an unfair assessment, but it was my experience. Hard to break a stereotype of which you've had nothing but personal, first-hand confirmation.

We hiked for just over two hours and, sure enough, Chris' bird-dog sense of direction (or was that smell in bird dogs? eyes?) navigated our way right to the spot he had in mind. By this point, the sun was getting pretty low, but it was clearly a great spot for a weekend. A small stream was flowing over a rise and making a small waterfall into a good-sized and deep-looking pond or pool below. There was a nice, but small sandy beach and the stream then continued on, slightly wider, off in the same basic direction. The trees were about halfway into their fall colors, so greens were still mixed in with the reds, oranges, and yellows and it made for a really nice spot. Would have been better with some female companionship, but hanging out with Chris was a close second.

"We better get setup. Light's fading," he announced.

We got to work and quickly had our tents set up on good ground and had collected a bunch of stones for a campfire and cooking area. There was still some daylight left and Chris suggested a dip in the pool to clean up before making some dinner and hitting the sleeping bags.

"Don't bother with a suit," he suggested. "I've never run into anyone up here," he added, obviously forgetting about the luxury SUV parked in the lot two hours from here. We both headed down to the pool, shucking clothes as we went, but leaving them in relatively neat piles at the water's edge. Chris and I were strictly heterosexual, but we'd been skinny dipping together on more than one occasion. Sometimes with and sometimes without the fairer sex along. Nothing we hadn't seen before.

The water wasn't as cold as I expected, but still pretty brisk. As we were splashing about, we heard something and stared at each other in shock. Voices. Crap! The pool wasn't very big, but we were on the far side of it at this point, well away from our clothes and trying to yank them on quickly while dripping wet would probably not have gone very well. It might have been humorous for someone watching, though.

"Sure ... runs along ... stream ... somewhere ... been ... before," was all I could make out as the voices got closer. The voice was female.

"You're ... of it, Madel ... lost ... admit it," another female voice added in a bit of a distressed tone.

"Lost ... sure ... late..." said another voice, different than the first two.

The voices were carrying oddly, both because of the sound of the waterfall and the direction the voices were coming from, but no sooner had Chris and I started to swim for shore in a vain hope to make it to and into our clothes than three girls came over the rise near the waterfall. One ... a blonde ... ugh ... had her back to us.

"Told you I'd find it!" she exclaimed triumphantly.

Almost in unison the others responded, "Yeah ... nice find, Madeline. Too bad someone else beat us to it." The two others pointed over 'Madeline's' shoulder at us, naked and somewhat red-faced in the pool, but headed for our clothes.

I wasn't about to jump out of the water at this point, so I quickly took stock of the situation. Based on the sweatshirts they were wearing, one of these ladies was the owner (or at least the driver) of that SUV back in the parking lot ... two hours hard hike away. I looked at the sun's level and thought 'Uh, oh' to myself.

Madeline was the blonde, and as she turned to see what her friends were looking at, I checked all of them out.

The 'leader' was a pretty girl. Blonde hair, nice figure or at least what looked like a nice figure hiding under the oversize sweatshirt. She had nice legs and pretty blue eyes. The day was warm and they had all worn shorts, but as it got later, they must have all pulled on sweatshirts to ward off the coming chill. All three were at least wearing decent-looking hiking boots and had proper daypacks and water. They weren't completely un-prepared, but they were in a bit more trouble than I think they realized. They were clearly just carrying daypacks and couldn't possibly have been equipped for a two hour hike in the waning daylight (soon to be darkness).

Girl number two, was a dark-haired beauty. Not quite 'goth-girl' in look or style, but definitely not your run-of-the-mill Boston co-ed. Her raven black hair was long, straight, and shiny, but pulled back a bit into a braid or tied back. I couldn't be sure from this angle. Her shorts were a little shorter than the other two and her legs were very long, but very shapely. Her face and green eyes were lovely and she had an exotic look to her. Maybe Asian or perhaps Native American? It was hard to get a read. She looked past Madeline and gave me a little smile. I guess I might have been staring. I quickly checked out the last girl.

While not as strikingly pretty as the other two, particularly 'goth girl', girl number three was very attractive in her own right. Wild strawberry blonde hair and freckles were what I noticed first and she definitely had that Irish-American vibe to her. She was a little more shapely than the other two, with a full-figure that suited her well. Her sweatshirt did little to hide the fact that she had large breasts, and while her shorts were a bit longer, her legs were also shapely and well-toned.

I guess the shapely legs should have been no surprise when finding three girls two hours hike from their car. They were either really dumb (and probably very sore by now), or they hiked or exercised regularly. Given the visual evidence, I would guess the latter, but they still didn't look like they knew their situation.

Chris broke the silence in his typical fashion: humor. "Well ... are you just going to stand there gawking, or are you going to join us for a swim?"

Madeline started to stutter and then caught herself and got a bit of an attitude. "If you think I'm going to strip down to next to nothing in front of a total stranger and jump in, you're crazy," she huffed.

"Isn't that why you hiked all the way out here?" Chris asked. It's not something I would have thought of, but his question struck home.

"Well ... yeah ... but we got turned around on one of the trails and this," -- she held up a piece of paper that looked something like a map -- "is the worst trail guide ever!"

"I didn't even know there was one for this area and I've been coming here for years," Chris offered.

"A friend of mine made it," she pouted. "But he's going to hear about this when I get back to school. We'll just get going..." she trailed off, disappointment clearly written on her and her friend's faces.

"Are you kidding, Maddy?" the redhead said. "We've been following that so-called map of yours for 4 hours. I'm going for a swim," she exclaimed and started to drop her pack.

"We'll never make it to the car if we stop now," Madeline whined.

Chris cut her off. "I've got bad news, Madeline -- I'm Chris, by the way," and he introduced me. "You're not going to make it back to your car in daylight even if you leave right now. It's going to be dark in a half-hour and you've got two to go to the parking spot." It sounds creepy and forbidding now that it's put on 'paper' like that, but he meant it as a caution and not as a threat. "It took us over two hours to get here from that parking spot and we didn't take any wrong turns. Was that your SUV?" he asked. Madeline nodded. "Yeah ... you'll never make it."

"But ... we've got flashlights and phones..." and she trailed off again.

"Have you checked for a signal?"


"I'm guessing you don't have one and won't for about an hour. Mine's out of service, too. Do what you want, but my friend and I have two tents and probably enough blankets and sleeping bags to go around. We don't have an abundance of food, but we should have enough even if you share a couple of meals with us. You might as well stay here. We've got food, a camp, and a place to sleep and you can head out at first light. I don't really know you, but I'd worry if you headed out now." It was all a very reasoned argument, but Madeline at least was struggling. Couldn't really blame her, I guess. Two strange guys in the middle of the woods. Naked. Light fading. It was a scene right out of a horror movie if you chose to let your brain go there.

However, as she struggled with her decision, the other two had already made up their minds. Their packs were on the ground and their clothes were following soon behind. Much to my -- and I'm sure Chris' -- disappointment, they only went down to bras and panties. Again ... hard to blame them for keeping something on. At the same time, we did get a better look at them. The light was really starting to fade, but the low sunlight actually made the scene prettier. The half-naked girls helped, too.

The redhead was definitely stacked. Her bra and panties were a match, and while not quite utilitarian, they weren't Victoria's Secret, either. Couldn't have expected that for a day hiking and I would have been shocked if they had been. She sure filled out the set, though, and was none too hard on the eyes. Although more full-figured than the other two, she was clearly in excellent shape.

"I'm Grace, by the way," she said as she beat her friend into the water. "And, shit this water's cold!" she exclaimed with a strained smile.

"Not too bad. You get used to it," I offered as she came over and shook my hand.

"Oh, my," she said, looking down. The water in this pool was clearer than I had realized. The low angle sun had set up some reflections on the surface from a distance and from the shore, but when she approached me directly, the trick of the light no longer worked and she could see me in all my very-average glory. I was only in the water to my midsection and I blushed a bit as I realized her view. The cold water had kept me only semi-hard, but watching the two (and now three, I noticed) pretty girls stripping down to their unmentionables was having a predictable effect on my nether region.

"Sorry," I offered sheepishly, backing up and dunking into the water a little further in an effort to hide below the surface a bit more...

"Don't be," she said with a smile. "It's a compliment, right?"

"I guess it is," I returned with a smile as she dropped all the way into the water with a audible hiss of air as the cold struck her fully. She headed for Chris who was a bit deeper to make her introduction.

"Sunita," the dark-haired girl offered, "but my friends call me Sunny." She smiled and glanced down and got the same view that Grace had. She took it more in stride and smiled. Had the water not been so chilly, her smile would have been enough to swell me further. Getting out of the water was going to be interesting. Sunny was a real stunner. Medium-sized, but full breasts and a great figure had been mostly hiding under those hiking clothes and sweatshirt. Her long legs ended in a lovely heart-shaped ass and my cocked lurched a little more. Her name led me to believe her 'exotic' look was probably Indian, at least on one side of her gene pool. She, too, continued on and swam out to meet Chris and I got another look at those legs and ass before they disappeared under the water.

Madeline was the last one to undress, but as soon as she started, I could tell Chris was in 'la-la land'. She was practically his ideal woman. Large breasts, blonde hair, slender, but still shapely. Not quite the 'Barbie' physique, but not far off from what a real human could actually be shaped like and still resemble that plastic monstrosity. He was staring, so I bent down, found one on the pool's bottom, and tossed a small stone in his direction. It plopped near him and close enough to distract his ogling for a second. 'Chill out, ' I mouthed, and I think he got the message and turned around, trying to look cool and casual.

By the time Madeline was in the water, the sun was really low. She shook both our hands warily and didn't stay in the water too long. Long enough to rinse off and then get back out and struggle back into her clothes. It was almost comical and I remembered thinking what Chris and I would have looked like trying to hastily put our clothes on web bodies. The struggle made her body jiggle and twist in interesting ways, though. Chris was staring again.

"You boys are going to wrinkle," Sunny said with a smile as she exited the water a few minutes later. Her light colored bra-and-panty set had become nearly see-through from wetness and her dark patch of neatly-trimmed pubic hair was faintly visible. Her nipples topping small areola were also erect and poking out prominently through her bra's material. Grace was getting out, too, but her set wasn't quite as diaphanous as Sunny's and I got less of a look at her most private bits. Neither of the last two girls was in any hurry to struggle into their clothes. The air was cool, but not yet cold, so I guess they decided to try to dry off a little first, which was fine with me. Chris seemed to only have eyes for Madeline, even covered back up in her now-damp shorts and sweatshirt.

The sun was almost down when Chris and I looked at each other and shrugged. The girls were sitting by the water's edge on their sweathshirts drying off in the air. Our piles of clothes weren't too far away from them. It was clear they weren't going anywhere, although maybe they would have if asked? They knew we were naked and our choices were limited. They had shown us 'most of theirs' already, so we both looked at each other and strolled out of the water as casually as we could, both swinging a bit at half-mast, but not quite fully at attention.

Madeline wasn't really looking, but the other two were, and they smiled at us as we grabbed our clothes and carefully started to dress. Sunny might have given a bit of a clap. I couldn't be sure. We each had a small towel with us to get the worst of the water off, so it didn't take long to get dry enough to start dressing, but we were both 'exposed' for a couple of minutes and they got as much of a look as they wanted. If they were concerned about us, they didn't show. We both offered our somewhat damp towels for their use, and they declined as they had dried off enough to finish dressing without soaking their clothes.

"Do you have anything extra or dry to wear?" Chris asked Madeline with concern, seeing her sweatshirt was already damp from her hasty re-dressing.

"I'm fine," she said with another pout, but followed up her fib with a bit of a shiver. She was apparently resigned to staying here for the night, but was clearly not happy about it.

"Look," Chris said, finally, his voice rising a bit in pitch. "I'm sorry we messed up your day by being in your 'spot', but you're lucky we were. You'd have been hard-pressed to make it to your car safely and with no cell phone service, a twisted ankle or broken bone would be pretty serious. Help is not that close by around here. There's usually nothing really dangerous in these woods, but I still wouldn't want to be out here at night with what little you're carrying for supplies. We're just trying to be friendly and help. We're not axe-murderers or freaks or deviants, just a couple of friends out for a quiet weekend in the woods. Maybe some fishing." He pointed to the tents, and me, and his fishing gear. "We're not the jerks you think we are," he added and headed for the tree line clearly upset and angry. He started to collect some firewood.

Apparently something he said hit home, and Madeline jumped up and ran over to him, crying.

"What the..." Chris started, dropping the kindling he had started to collect. Madeline grabbed him in a hug and wouldn't let go. He reluctantly put his arms around her and she cried into his chest for a while. He gave the other two a quizzical look, but they both shrugged their shoulders and had no answer. When the crying had slowed down, he asked, "Are you OK?"

"Yes," she sniffed. "I'm sorry. I still don't know you, but you seem very nice. You could have made all kinds of rude comments or gestures when we were getting undressed, but didn't. I got these two lost for half of a day and I feel horrible. You're right. You might have saved us from a really scary night alone in the woods. Again ... I'm sorry." She said all this while still wrapped around Chris, but when she was done, she finally broke the hug and gave him a quick peck on the cheek.

Chris was speechless, his mouth opening and closing, but no words coming out. I chimed in, "OK ... we should get a fire going and get some dinner started. We've got baked beans and hot dogs. I hope that's OK."

"I'll help," offered Sunny.

"Me, too," said Grace, and the three of us went to work making 'franks-n-beans'.

Chris and Madeline, meanwhile, seemed to become suddenly inseparable. They sat quietly with each other talking while the three of us worked on dinner. Chris seemed to be calming Madeline, although she still appeared upset. We collected some firewood, upgraded the fire pit a little bit for a slightly larger fire, and got to work on dinner. Chris gave Madeline one of his dry sweatshirts and a pair of long sweatpants. I didn't have much to offer the other two girls, but they seemed fine and thanked me for the offer. They had dried off more than Madeline had initially, so their clothes weren't really wet. It was dark, but it wasn't cold. There was a chill in the air, but not so much so that any of us (all but Madeline) still in shorts were cold. The fire got going and that helped quite a bit as it threw off a nice heat and adequate light to get the cooking done.

Chris and I hadn't packed for three extra people, but we were still more prepared than the girls had been. In their defense, they hadn't planned to spend the night in the woods. They did have some extra water and a few snacks they could share. If we didn't all 'pig out', our food would probably hold out for the weekend once the girls left in the morning. We'd probably need to skip a lunch, but it wouldn't be that much of a burden and if Chris pulled some fish out of the pool or a stream nearby, we'd be perfectly well-fed.

As I got to talking to Sunny and Grace, I found myself liking them more and more. The initial impressions had been of slightly stuck-up rich girls, but the more we talked, the more I realized they were friendly, smart, and very down-to-earth. Both were on full scholarships because of their grades and came from solidly middle-class folks. Madeline was the lone 'rich girl' in the group, but once her facade had fallen, she turned out to be very sweet, too, if still a little guarded, at least with me. She and Chris were oddly hitting it off and sat quite close to each other as we talked and ate our meal.

As the evening wore on, a few yawns -- mostly from the girls, but I couldn't stifle one or two -- started.

Grace broke into the conversation with, "So what are the sleeping arrangements?"

I hadn't really thought about this, so started to make suggestions. "Um ... well ... there are two tents, so I guess we could go with 'boys and girls'?" I offered. "I think we only have three or four sleeping bags, though, so someone's going to have to double up."

Madeline sheepishly and quietly chimed in, "If it's OK with you two" -- indicating the Grace and Sunita -- "I was thinking of sleeping in Chris' tent..." She trailed off and looked down a bit embarrassed, I guess. Chris even blushed a bit at her boldness.

I hesitated, but Sunny and Grace, nearly in unison, smiled and said, "OK with us. How about you?". They looked directly at me.

"Sure ... umm ... I guess."

"Then it's settled," Sunny smiled and looked at me again. Did she just wink?

With the awkwardness, at least for now, out of the way, we went back to talking and sitting around the campfire enjoying the warmth and learning a bit more about each other. The girls were all from different suburbs of Boston but were now roommates in a small apartment that none could afford without a little subsidy from Madeline's family. They all pitched in, but Madeline's share was a bit more than the others. As a result, she got one of the bedrooms in the 2-bedroom apartment to herself and the other two shared a room. Seemed to work out well for all of them and, to her credit, Madeline had offered to swap rooms each semester. The other two wouldn't have it, though, and were happy to be in a slightly nicer place than they could have afforded on their own. They also didn't want to move furniture and closets around ever 4 months. Win-win, I guess.

Madeline was studying marketing. Sunny and Grace were both nursing students, so it worked out well for them to room together for that reason, as well. Similar schedules and they could stay up late studying together without bothering 'Maddy'. They called her that. Chris and I were still a bit more formal.

While we didn't ask, the shocker came when all three admitted to being 'between boyfriends' at the moment. Chris gave me a quick look when that tidbit was revealed. For my part, I wasn't really looking, so it didn't even register with me. I wasn't in the market after my recent break-up and sure wasn't looking for a girlfriend in Boston with all the potential hassles of even a short-distance relationship. Both Sunny and Grace were extremely attractive, but I guess I was still mourning my last relationship and wasn't ready to jump into the dating pool again.

Cliche as it sounds, Chris and I had brought along the stuff to make s'mores. Thankfully there were enough (barely) for five and we broke out the supplies. I found five decent sticks in the area and we went about making them up. Sunny liked her marshmallows nearly charred, and almost lost hers into the fire getting it 'extra crispy'. The rest of us seemed to prefer the proper golden brown texture to ours. As I was eating mine, a string of marshmallow fell onto my chin. Grace pounced on it, and using her fingers, she scooped up the errant strand and, much to my surprise, popped it into her mouth with a smile and a wink. I'm a little slow reading signs.

The yawns started to dramatically increase in frequency and volume, and Madeline was the first to announce, "I'm beat and going to bed." She rose and headed for Chris' tent. When she got to the tent's flap, she turned and asked, seductively, I thought, "Are you coming, Chris?"

Chris tried to play it cool, but almost instantly jumped up and headed for his tent at a quickened pace. Realizing his haste, he turned to me and asked, "You'll tend the fire?"

I just smiled and waved him off and silently wished him luck. I wasn't sure what was going on between him and Madeline, but it looked good for Chris and I was happy for him.

The rest of us were just as tired and didn't last more than another ten minutes before Sunny asked, "Will you help us get settled in your tent?"

"Umm ... sure..." I said, stumbling to think of something witty to say and failing. Instead, I just stood up.

Sunny reached up her hand, and I helped her stand. She lost her balance a bit and nearly fell into me. I caught her and held her for just a split second and she was soft and warm and oh-so feminine. I stifled a little moan. She didn't and stayed in my arms just a little longer than necessary to regain her balance.

After helping Grace up with less groping and grabbing, we headed for my tent. I had the two sleeping bags, but they were both singles and the girls were going to be a bit cramped for space. In the past, when I had company, we would typically zip the two bags together and 'huddle together for warmth'. Thankfully both of the tents were technically '4-man' tents, so there was enough room inside. I almost always buy a size bigger than I think I'm going to need/want based on Chris' suggestion. They don't typically weigh that much more and offer a lot more space and comfort and sometimes better quality.

I tried to offer to give them both bags and sleep on the mat with a blanket, but they wouldn't hear of it. "We'll just share," they agreed and then smiled at each other wickedly.

We quickly got settled with the girls piling into one sleeping bag and me the other. The giggling soon started as the girls, despite their earlier strip-down for swimming, were a bit more shy in the tent and pulled off their sweatshirts and shorts while inside of their sleeping bag. There was much tickling, apparently, and they were giggling and laughing nearly non-stop as they got more comfortable for sleeping. I pulled off my clothes, but left my boxers on. I typically slept nude, even when camping, but it didn't feel appropriate. I was half-hard, though, imagining what was going on inside that sleeping bag and remembering what the girls looked like in just their underwear. I tried to think of other things, but as the tickling and giggling kept going even after I switched off the camp light, it was hard (no pun).

Despite all the commotion and unexpected tent-mates, I fell into a fitful sleep quickly. I was awakened later and heard rustling beside me ... and something else. Apparently Chris and Madeline had become fast friends and, although they were trying to be quiet, the noise of their activity was carrying pretty well across the small campsite. Moans, groans, and muted gasps of apparent pleasure were filtering in through the tent and doing a good job to bring my cock back to an uncomfortable state of pressure. I wiggled slightly in my sleeping bag and tried desperately to ignore the sounds.

"You awake?" came a whispered voice from beside me. It was Sunny.

"Yeah," I answered back reluctantly, wondering if I should have played dumb ... or the gentlemen and pretend to be asleep.

"Sounds like fun, huh?"

"Umm ... yeah ... I guess. Chris is a really nice guy," I added, trying to defend my friend from any thoughts that he was 'easy', I guess, but then realizing the old adage that 'it takes two to tango'.

"From the sounds Maddy is making, it sounds like he's better than just 'nice'," Sunny giggled. "Grace is asleep," she said, and I heard more rustling and felt movement.

Before I knew what was happening, I felt warm, soft flesh pressing into me as Sunny was suddenly inside my sleeping bag. She still had on her bra and panties, but the rest of her softness pressing into me brought me almost instantly to full attention. She had to be able to feel it pressed into her, but played it cool and pretended not to notice.

"I was cold. Can I warm up just a little?" she asked. "Then I'll go back to my bag. I don't want to wake Grace." She didn't wait for an answered and pressed into me more.

"Do you want me to find your sweatshirt or turn on the light?" I questioned dumbly. Blood pooling in other areas of my body had apparently addled my brain function.

"No," was the simply reply and she cuddled close again. I soon heard soft breathing. Was she asleep? Relief and discomfort were dueling in my brain and body. On one hand, I was glad she was comfortable and warm and a bit relieved that things had stopped there. Why? I'm a guy, but I have no idea. On the other hand, I was still painfully erect and had little hope of falling asleep myself in this state.

I laid awake for a while, Sunita's warm and curvy body pressed into me. She spun around, still asleep, I guessed, and spooned into me, her delicious ass pressing into me. My still-hard cock found the warmth of the cleft of her ass cheeks and I groaned quietly. Apparently not as quietly as I thought, though, and she giggled a bit and whispered, "You feel great." Noises from the other tent had finally stopped, I noticed, but Grace was breathing quietly beside us, seemingly asleep. I heard a soft click, and then a Sunny started wiggling again. She reached back and grabbed my hand and brought it to her chest and I gasped as she placed my hand on her soft, bare breast. Her nipple was pebble-hard and I gave her breast a squeeze involuntarily. She moaned softly and encouraged me again with her hand on top of mine. Her hand disappeared again and there was a bit more wiggling. When she pressed her ass back into my erection this time, it was fairly clear that the last fit of wiggling had been her removing her panties.

When her hand disappeared from the top of mine a third time after continuing to encourage me to fondle her breast, I felt it at the waistband of my boxers. She reached in and found me rock-hard. I was leaking large amounts of pre-cum and her palm was immediately slick with it. She grasped me firmly, but gently and began to stroke slowly, not really trying to get me off, but increasing my libido at a rapid pace. With a final pinch and tug on her nipple, I couldn't stand it any longer and let my hand drift down her body. I found her slit and she opened her legs a bit, giving me better access.

She was soaked and I played in her folds for a bit while enjoying her hand rhythmically, but slowly, pumping my dick. I avoided her clit for a while, but as she worked me up, I tried to return the favor. I guess the sounds from the other tent and my breast work had revved her up a bit more than I thought. I had barely touched her clit, making a few small circles over and around it, when she hissed in a gasp of air, gripped my cock more tightly -- but not painfully -- and came in a jolt. I plunged a finger into her and could feel her spasms convulsing around my invading digit. As she came down, she went to work on my cock again and quickly had my boxers down below my knees, giving her better access and giving me a little breathing room.

Not content to use her hand, she slid away from me, depriving me of any access to play with her slit or breasts. That mattered little, however, when her warm mouth engulfed my cock taking me nearly to the root in one plunge. Her mouth was warm and her throat was tight, and she swallowed, her throat muscles massaging the head of my cock delightfully. In and out she went. Up and down. It didn't take me long, and when my own orgasm struck, I tried to warn her and pull her off. She wasn't willing to move, though, and instead plunged onto me. I tried my best to stifle my groan, with limited success, as I shot rope after rope of cum into her grasping throat.

As I came down from my orgasm, a soft, teasing voice spoke up from beside us. "You dirty slut," it teased. "You couldn't wait for me, huh?"

"No," Sunita said as she pulled off me, licking her lips and sliding back up my body. "In my defense, I did whisper and try to wake you. You can have him next, though," she offered smiling up at me and grasping my half-limp cock. It responded more quickly to her touch than I thought, and started to harden. "Mmm," she purred, "I think he likes that idea."

In my post-orgasmic state, I guess I got a little ballsy and quipped, "Do I have any say in this?"

"No!" the voices said in unison and I got hit in the face with both of Grace's undergarments. Her panties were damp.

The ladies quickly zipped the two sleeping bags together and I got tantalizing views and gropes in as they moved about. I didn't know what I was doing or what was happening, but my cock had risen to full mast again. I was a guy. I wasn't about to argue with two attractive ladies throwing themselves at me. I had never considered myself 'lucky in love' nor much of a ladies man, but my little head was overriding anything the big brain was trying to tell it and screaming back, 'Just go with the flow, dumbass!' I was inclined to oblige.

Once the sleeping bags were situated, Grace wasted no time getting involved. She jumped on top of me and ground her dampness into my cock. I groaned as her slit slid over me and she ground her pussy down. My pre-cum was flowing again and mixed with her juices. The feeling was exquisite.

"Where did you put 'em?" Grace hissed to Sunita.

"Here," was the one-word reply, and I felt a pair of hands rolling a condom onto my now painfully erect cock.

No sooner had those hands moved away then Grace shifted up, placed me at her entrance, and plunged down forcefully. A whoosh of air left her lips and my hands shot up to her large, firm tits and grabbed hold. Where Sunny and I had quietly (mostly) gone about our business trying not to wake Grace, Grace had no such concerns and began to ride me forcefully and with growing volume. She wasn't screaming, but if Chris and Madeline weren't asleep, they were certainly aware of what was now happening in this tent.

Before I knew what happened, Grace ground down onto me and I felt her pussy contracting wildly. She leaned in and kissed me deeply, moaning into my mouth as she reached an orgasm. For my part, I was barely able to hold off my own orgasm. The squeezing of her pussy was intense, but I wanted to last longer and managed to as Grace's motions slowed, but didn't stop. When her motions picked up again, she sat a bit more upright and I soon found myself with something else to do. Sunny straddled my face while Grace was riding my cock and I groaned loudly again and plunged my tongue into the dark-haired beauty's pussy.

The crotch in my face actually helped a bit, I think. I was busy concentrating on Sunny's pleasure and put my own off to the side, although barely. Grace's tight slit felt fabulous as she slowly worked herself up and down on my shaft. Sunny tasted great and was dripping wet again. After assaulting her all over for several minutes, I finally went to work on her clit directly. She jumped at the more direct contact, but settled back down quickly and I continued my assault even as I felt Grace's motions become a little more erratic. Even with the distraction and the slight desensitization of the condom, I was rapidly reaching the point of no return myself.

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