After moving out of the dorms, my buddy John moved into an apartment in a small complex on the Peninsula. It was nothing high end but had a small pool area with a hot tub and sauna. He was right next to the pool area and one could take a running jump out of his front door, leap over a small hedge and dive in to the pool in one swift move. We still went to the nude beaches regularly but this was a convenient alternative. Naturally we could not be naked by the pool but we’d usually hang out without our clothes or just wrapping in a towel in his apartment afterwards. 

After our first foray into oral play at the beach a few months earlier, we had now graduated to where we were regularly sucking each other’s cocks. It took John a while to finally get comfortable enough to suck me but he now seemed insatiable when it came to my cock and balls. I felt the same way. Though we were both attracted to women, we had both admitted to each other that we both really enjoyed our oral sessions.

It seemed like we were both perpetually horny and with the lack of regular female company we relied on one another regularly to satisfy our needs. Many hours were spent on his bed, couch or on the floor with us intertwined with one another’s cock in our mouths. Often in the sixty-nine position. Even after only a few months, it seemed very normal and natural.

One day, after an afternoon poolside, we were sitting on his couch, watching the Giants game and having a few beers. As usual, we just had some towels wrapped around. I was already looking forward to another oral session and reached over to give his cock a quick rub through his towel to hopefully jump start some activity. His hand reached under my towel and I felt his hand gently rub my cock. I was about to rip away my towel when the front door suddenly opened and this girl walked in. Startled, we both jumped to opposite ends of the couch. It turned out it was his neighbor and I guessed that things were quite casual between her and John since she just walked in without knocking. He introduced her as Linda and said that they had been hanging out a lot since he moved in.

There was an air of awkwardness in the room and I was sure that she saw us with our hands in one another’s crotches. She gave us a sly look as John and I sat there sheepishly, undoubtedly looking guilty about something. She asked what we had been up to in a playful, sarcastic tone. Which had us stammering some nonsense that surely only incriminated us even more. It was an uncomfortable situation that she actually seemed to be enjoying quite a bit.

She was a very distinctive looking girl. Quite tall, tom-boyish, bordering on somewhat dykish. Her hair was short cropped and dyed a dark maroon color. It made for an interesting contrast to her light tan skin. She had big, dark eyes and the freckles on her pretty face made her look even more exotic. I thought that she might be of Asian or Native American descent but it was hard to pinpoint.

She was wearing only a short cropped tank top with no bra, some very thin, stretchy short shorts and flip-flops. Though she was fairly flat-chested, her perky nipples poking through the thin fabric of her top really, really caught my eye and I found myself staring at her blatantly. Her exposed midriff showed off a sexy flat stomach but what stood out to me was her unbelievably smooth skin and shapely, muscled legs. I got the overall impression of a thoroughbred racehorse with her sleek, naturally athletic look and demeanor.

In the same nonchalant manner with which she entered the apartment, she went to the fridge, grabbed a beer and plopped down on the couch between us.

She commented on the two of us only wearing towels and asked if we were too lazy to put some clothes on. Before I could come up with what would have been some dumb excuse, she laughed and told me that John had told her about our habit of going naked to the beach. She asked me why we just don’t get naked here too in a giggly girlish way.

I was a bit uncomfortable at how frank her conversation was, especially having just met her but she had such a natural way about her that the feeling subsided pretty quickly.

I told her the only reason we covered up in the towels was because one never knew who would just barge in unannounced. She got the inference. I then told her that if she had had the courtesy to knock and announce herself, we would have had time to take the towels off for her. She fired a shot back by saying that from the way things looked when she walked in, we certainly did not need her as a catalyst.

John and I knew that she knew something or at least suspected something but there was nothing we could do about it but play along. It was awkward, to say the least, but what was really notable was how much Linda seemed to enjoy the whole situation, asserting full control of the conversation and making us squirm uncomfortably while she kept prodding and dropping innuendos. At least she had not walked in on us in a full-blown sixty-nine on the floor, though I got the feeling that that would not have phased her one bit. She would have had a field day with that.

After a couple of beers, we decided to order a pizza and she offered to get some wine at the store down the street. She was barely out of the front door when I bombarded John with questions about her. He said that they were just pals and she comes over and hangs out and drinks his beer. He knew little about her personal life. He liked her but she was not his type. I knew that the classic busty, Playboy type blonde was more his style. She was way too exotic and androgynous for him.

I was glad to hear that John had little interest other than just being pals and drinking buddies. I also questioned him about what he knew about her sexuality but he said he did not know and they had never talked about it.

She returned with three bottles of wine. My kind of girl. Our pizza arrived and we settled in on the couch. John and I had put our now dry swim trunks back on. I hoped that would tone down the atmosphere a bit but the conversation continued in the same innuendo laced manner as before. There was definitely something sexual brewing in that room but there was no way of telling where this was all leading.

We finished the pizza and decided that it sounded like a good idea to get into the pool to freshen up as it was a fairly warm evening. I asked Linda whether we should wait for her to go change but she just kicked off her flip-flops, ran outside and jumped into the water. John and I followed her close behind.

We swam and splashed around for about fifteen minutes until it was official closing time for the pool area. When we got back into the light of the apartment, I was struck at how her tank top and shorts had rendered themselves just about transparent. Besides no bra, she was also not wearing underwear and very little was left to the imagination. She may not have been John’s type but he was staring at her even more noticeably than I was.

As none of us had taken towels along and we were all standing there in the middle of the living room, dripping wet. John motioned us to the bathroom and handed us towels. Started to dry myself off but to my total surprise, Linda peeled her clothes off right in front of us and jumped into the shower. She looked incredible. Though her outfit had done little to hide or cover her body to start with, seeing her naked was amazing. Her smooth skin was seamless, with no tan lines. I wondered where she sunbathed naked. I was transfixed. When she noticed that I was staring at her, she did a playful pirouette, showing herself off to us. She then said: “Let’s get this chlorine smell off us. Come on boys, get in here!” John and I looked at each other and after some hesitation, took off our shorts and crammed into the small shower with her.

Both John and I got hard instantly. The tight confines of the shower already forced our bodies to be crammed together, but I made a point of really grinding my cock up against her. John was doing the same. One would think that a couple of very aroused guys rubbing their cocks all over her would have some impact or effect but she barely reacted. Like she did not even care. She just nonchalantly soaped herself up, rinsed off and got out of the shower to dry herself, leaving John and me just standing there, sporting our hard-ons. It was one of those “Now what?” moments.

We got out of the shower and dried off and went to the living room to join her on the couch. Now all three of us were sitting there with just towels wrapped around our waists. She decided to stay topless, which I did not mind at all. Unfortunately, that did nothing to help alleviate the prominent bulge in my crotch.

We opened the last bottle of wine. The situation had certainly escalated and I was trying to gauge what might happen but the whole situation still seemed utterly unpredictable. I decided to just enjoy the company of this sexy half-naked girl while mentally formulating plans that would somehow find her and me in her bed together. Unfortunately, I could not see a clear path to that right now. There were too many factors at play.

Then, suddenly, Linda addressed the 900 pound gorilla in the room by asking why we had our hands on each other’s cocks when she walked in. John and looked at each other dumbfounded. Neither one of us could make a noise.

After a period of uncomfortable silence, I figured there was no use to trying to make up some story or excuse and told her that John and I sometimes, when we were feeling horny and had no other outlet, would “help each other out”. John looked shocked at first but then mumbled something and nodded his head in agreement.

She got that same slightly evil grin on her face again and before we knew it, she had her hands under our towels and a firm grip on each of our cocks. She asked, “Like this?”, while starting to slowly stroke us.

We did not say a word. I laid my head back and to the side and concentrated on her smooth skinned tiny breasts while enjoying the feeling of her squeezing my cock. I saw that John was in a similar state. He had his eyes closed and was breathing heavily. The whole situation was a bit confusing and awkward but I just gave in and enjoyed it. She kept stroking us for what seemed like a long time and it put me into an almost trance-like, quiet state.

That was abruptly interrupted when she suddenly broke the silence and asked, “What else do you guys do?”

I did not say a word. I had been ok with volunteering the vague description of helping out but really not that comfortable with the idea of admitting to anything more, like our oral interactions. I was becoming quite attracted to her and somehow thought that admitting that I sucked my buddy’s cock would diminish me in her eyes.

John did not say anything either, which only kept her prodding and repeating the question. When she still did not get an answer, she resorted to a new tactic. I saw her grip John by the balls and gave them a hard squeeze and twist. He winced in pain but she kept it up. I was glad it was him and not me, but I had a strong feeling that I was not going to be spared for much longer either.

Suddenly, John blurted out, “We suck each other too!” Oh well, there it was.

Once again, that grin crept across her face. “Oh, really?” He nodded sheepishly.

“Show me!”

“What?”

“Show me! I want to watch.”

Our games so far had been kind of fun but I decided that I was to dig in my heels on this one. I sort of pulled away from her and squeezed myself into the corner of the couch. She finally released her torturous grip on John’s cock and balls and came and snuggled up to me in the sexiest way imaginable. She leaned in close and whispered in my ear, “Come on, do it for me.”

I then felt the tip of her tongue dig into my ear and swirl around. My whole body shuddered at the sensation and my cock noticeably perked up. She then playfully traced the outline of my cock with one finger and leaned in again and whispered, “I’ll make it worth your while.”

Then she said out loud, “Look at what I did to poor John’s cock. It needs some TLC.” This girl was dangerous!  But very sexy and persuasive and I wanted more.

She then positioned John, leaning his back against the armrest and spread his legs apart. I felt her hand grab the back of my neck and she started to push my head towards his semi erect cock. Just feeling the touch of her tongue on my ear had put me in an incredibly aroused state. The prospect of further fun with her also had me intrigued enough to where I let her guide me towards John’s cock without any resistance.

I wrapped my fingers around the base of his cock and let my tongue swirl around the head. I could feel him react almost instantly and when I wrapped my lips around him and start to stroke and suck, he started to thrust his started to squirm and moan.

Linda was kneeling on the floor right next to us and watched intently. As I glanced over at her, I noticed that she had stripped off her towel and was gently fingering her pussy.

I kept working on John as he lay there, head back and eyes closed. Linda grabbed my free hand and with a quick wink, guided it to her pussy. I was surprised at the rough, bristly feel. She must have had very dense and thick pubic hair and shaved it off recently. It had started to grow back in and now was like a coarse stubble. It was a really strange feeling and I was trying to imagine what it would feel like on my face. But I was getting ahead of myself.

The other thing that startled me was how wet she was. My hand was sopping wet as soon as I touched her pussy. As I let my fingers explore, she started to gently rock back and forth on her knees.

John’s breathing grew heavier and heavier as I kept sucking and licking him. I knew what state he was in and that he was going to come soon. Linda seemed to sense it too and to my surprise, pulled me away. I guess she was not ready to see this to its conclusion yet. She had obviously taken over the situation and I could only wonder what else she had in store for us.

I decided to be compliant and roll with things and from the state of John’s hard, throbbing cock, he looked like he was ready for more too. She joined us on the couch and we finished the last of the wine. She said that she thought that a little break would not hurt and that it would get us ready for round two. Round two? I was a bit worried but had already resigned myself to seeing this through.

Suddenly, Linda bounced up, wrapped a towel around herself and ran out the front door. A minute later, she came back with a half empty bottle of whiskey and a small cloth bag. She offered to do some shots but I declined. The beers and wine were enough for me. Plus, I wanted to stay awake and aware enough to see how Linda was going to make things “worth my while.”

She and John did a couple of shots and after a short while she motioned me to service John again. We got into the same position and I started to suck him again.

I was on my knees on the couch with my face buried in John’s crotch. When I looked up I saw that she was whispering something into John’s ear. What was she promising him?

She returned to kneeling on the floor beside us and I suddenly felt Linda’s fingers gently fondling my cock and balls. Then, all of a sudden, I felt another finger press up against my anus. It felt strangely slick and, before I knew it, she was wiggling her finger inside me. I bucked in a bit of pain and sheer surprise but gave in to the feeling as she slowly started to slide it in and out of me. I had played with my ass a bit before and had always enjoyed the sensation, but this was the first time I had ever been penetrated by someone else in any way. Judging by how easily she managed to push into me, I figured that the weird moisture I had felt was probably lube.

I got very distracted and had almost forgotten about John’s cock in my mouth. I went back to focusing on sucking him as I felt her try to push a second finger inside me.

The first finger had done a great job at loosening me up and the second went in easily, giving a really nice full feeling.

I had hoped that there would be more to my interactions with Linda, but for now, I was really enjoying the feeling of John’s cock in my mouth and her fingers in my ass.

After a bit, she pulled out of me and I felt something thick and bulbous press against my anus. The pressure increased and suddenly I could feel it slip in. The jolt of pain was quickly replaced by an incredible feeling as I realized that Linda had just stuck a dildo in me.

This was the biggest thing I had ever had inside me, by far, and the feeling was incredible. She pushed the thing in and out of me with long strokes and I started to try to match her rhythm, pushing back against her forward thrusts.

I looked up to see John watching as she fucked me harder and harder. He firmly wrapped his fingers around the base of his cock and I could feel him get rock hard in my mouth. Things were getting more than intense.

Then I felt Linda pull the dildo out of me. In an instant, she wrapped a blindfold over my eyes. I was really startled and confused but I let her do it. Then I felt the dildo pushing up against me again but I quickly realized that was not it. It was John’s cock and before I could do anything, he had pushed inside me. Any notion of pulling away or protesting went away once I felt him inside me. The warmth and tactile feeling of the real thing was incredible. But my mind was spinning at the idea that I was being fucked by my best buddy.

All while in the company of a girl whom I had just met and whom I had already developed a crush on. It was surreal. John kept pumping in and out of me with deliberate long strokes and I could hear him huffing and puffing behind me.

Then I felt a hand on the back of my head. It pushed my face into a warm, wet, bristly place. Linda’s spread pussy. She was even wetter than before and the whole lower part of my face was soaked with her juices. She tasted wonderfully sweet and I eagerly thrust my tongue inside her.

It was almost all too much, but I just gave in to the amazing sensual overload. I ripped the blindfold off and got my first up-close look at Linda’s spread pussy. The thin pale pink lips were a nice contrast to her tan skin. They had an almost dainty look in contrast to her otherwise somewhat severe look. I focused my attention on her small, pink clit, making her pant and contort her body. I loved the look, taste and feel of her pussy.

The bristly thing was something else. Since I had every intention of this not being the last time I’d find myself in a such up close and personal encounter with her vagina, I’d have to convince her to either shave smooth or grow out her pubes. Both had very intriguing qualities.

I had almost forgotten that while I was preoccupying myself with Linda, John was still furiously pumping my ass. I glanced back to see him glistening with sweat and breathing hard as he kept thrusting into me.

Then it happened. I could feel it coming. His grip on my hips tightened. I could feel his cock seemingly get even harder and sense his body tense up. After a couple of very hard and deep thrusts, I felt a strange warm sensation and I realized that my buddy had just cum in my ass. He plowed into me several more times and I imagined that I felt yet another spurt of cum being deposited inside of me with each thrust. He finally pulled out and collapsed on the couch, breathing hard.

Linda stood up and tried to pull me to my feet. My knees were wobbly at first but then I finally stood. She grabbed my cock and started to pull me towards the front door.

She motioned to John, who was wiped out on the couch and said, “You’re done but I have not even started with him yet.” John just waved us off as she dragged me out the door. I was thankful that she lived only a couple of doors down, that it was dark, and in retrospect, that it was the time before cellphone cameras, as it must have been quite the scene. An exotic naked girl, dragging a stumbling, naked guy with cum dribbling out of his ass and down his legs back to her apartment by his cock.