The baking hotness of the summer heat soaked Shorehaven in a warmth that was both relaxing and enlivening, even as the night was dark and far from young. It was a night of peace, a night of smiles, and a night of pleasant dreams throughout the vast jewel city. None more so than within the now silent apartment shared by Nick Greeves and Alicia Brookes.

But a few hours earlier their apartment had been alive with sounds and noise. What with the constant squeaking and creaking of the bed and Alicia's moans, groans, and screams of pure ecstasy as the man above her fucked her senseless on the bed. Though that man had not been her boyfriend Nick.

Now that bed, that room, that apartment, and that gorgeous brunette girlfriend lay silent and peaceful. And that man lay opposite her, while her boyfriend lay with his arm around her, holding her lovingly as they slept.

A few hours had passed since the three of them had d,ecided to head to bed, this time to sleep, however. And due to the imposing heat of that night the three of them lay naked and asleep on the wrinkled covers that had seen so much action that night.

All three of them had welcomed sleep not long after their heads had touched the pillow. However, dreams soon began to change within the gorgeous sleeping girlfriend, and with them, so did the night.

At first loving and warm dreams of her boyfriend had filled her mind. But then the occasional memory of what had happened crept in, and Alicia found herself feeling sensations of horniness at the memory of watching Nick watch her while his friend relentlessly pounded her pussy with his unbelievable nine-inch dick.

Dreams of her boyfriend interlaced and flicked between dreams of Eric, his friend, and his muscular body, or his handsome face and short, dirty blonde hair. Or increasingly more often, of his hard, oh so fucking good, thick cock that had given her the biggest orgasm of her life.

As the dreams continued, Alicia's heart began to beat slightly faster, then slightly more, until she was breathing harder. And then, as she heard Nick tell her he wanted Eric to fuck her doggie style over the couch...she woke up.

All was still and silent except for the occasional soft touch of a gentle breeze passing the window. However, Alicia found, as she looked around the room, that her heart still beat a touch fast and her breathing was a touch heavy. Her large, heavy 36D tits rose and fell tantalisingly on her chest above her boyfriend's arm.

Taking a moment to settle herself, Alicia ran her hand along Nick's arm and heard him murmur softly as he slept and gently tightened his hold on her. With a small warm smile as she thought how sweet her boyfriend was, Alicia felt her heart begin to slow to normal and her breathing settle. That was until her eyes wandered and fell on the sleeping, naked form of her boyfriend's friend a little way from her.

At first, Alicia's heart jumped slightly. Her dream had ended with Eric looking very pleased at Nick's suggestion. However, as the stunning girlfriend noticed that her boyfriend's friend was still asleep she soon calmed herself down.

She really had to get a hold of herself, she thought as she looked over at Eric lying there asleep. What had happened that night had all been to give Nick his fantasy. Well, she had more than enjoyed it of course, but still, it was over now, and things were going to get back to normal between them.

She couldn't keep letting herself get all jumpy like this, they were all adults, they had all agreed, and it had just been harmless fun. Just harmless, good, sex. Well, harmless incredible sex.

As the beautiful brunette tried to calm herself with her thoughts, she was unaware that her eyes slowly took in all of Eric's features. His handsome face, his strong, chiselled body...and finally, she became aware that her eyes had travelled down his hot body when her eyes suddenly fell on his full, hard, nine-inch dick.

Staring at the impressive, huge member made Alicia's pussy tingle and sent butterflies to her stomach. How had she ever taken all of that long, thick cock inside her? Fuck! It was so beautiful. It had made her feel, so, well, unbelievable.

With her eyes fixed on Eric's solidly hard cock, Alicia was unaware of her boyfriend's friend's eyes opening slowly. Or that he watched her staring lovingly at his huge member for a good few minutes as part of her yearned for it.

"See something you like?" a voice suddenly asked. Alicia looked up, a little startled as she had thought both Nick and Eric were asleep. She quickly recovered her composure, though, as her grey eyes fell on the slightly smug smile on Eric's handsome face.

"Maybe," she answered with a hint of mystery and a gentle gleam in her eye. Eric's smug smile deepened slightly, and Alicia's lips couldn't help but softly curve also. "I thought you were asleep. I didn't expect you to be 'awake' so soon."

It was only after the words had left her mouth that she realised what she was doing. Why was she flirting with Eric? Sure, having him catch her staring at his big, hard, naked, cock...well, that had made her stomach flutter. Not to mention sent a slight tingling in her pussy.

But still, Nick was asleep right behind her! She had to calm herself down, she thought as she tried to keep her eyes on Eric's face without appearing to have to.

Unfortunately, her boyfriend's friend had obviously caught on to the meaning of her words. He glanced down at his hard, thick dick, before he looked back at her with pride clear on his face. Oh, he knew exactly what that big dick of his had done to her earlier.

"How could I not be when you're lying naked right near me," Eric answered. As he continued, his voice grew softer and more enchanting, and Alicia felt her heart quicken.

"You're close enough to just touch," he said gently, his hand moving closer to her. It came to rest a few inches away from her tits, so tantalizingly close, yet he didn't cross the line. Oh, how her body wanted him to though, "Close enough for you to touch me."

Eric slowly slid his hand to one of hers, and gently taking it, he began to slowly pull it along the bed covers. He moved it down slowly towards his thick, naked, nine-inch cock that stood proudly at attention, and held Alicia's eyes as she followed the path Eric led for her hand.

About two inches from touching the hard rod Alicia suddenly stopped him. Her heart was pounding, and her pussy was on fire.

Here she was naked, in bed with her boyfriend and his friend, with her boyfriend's arm around her waist, while his friend was trying to lead her hand to grab his hot, fat cock. Oh, it was tempting. Especially with the memories of how that thing had made her feel not so long ago.

And she did consider the fact that Nick had been the one to fantasise about her being with another guy. But that was with him watching, and right then he was asleep, so it was just like it was her and Eric alone. Fuck! She was glad it wasn't. It took all of her willpower right then to not let him pull her hand closer.

"I can't," she said finally, her breathing a little heavier now, "Not without Nick agreeing."

Taking a deep breath, she pulled her hand back from under Eric's and raised her eyes to once more look her boyfriend's friend in the eyes. A feeling of pride and relief warmly spread through her, melting the cold stony disappointment in her stomach and pussy, as she felt proud of her restraint.

She had always been faithful to Nick. And despite what had happened that night - which didn't count as it had been Nick's idea, not to mention he had watched - she had no intention of changing that. Even if Eric had taken her to new heights with his huge...no, she had to stop thinking of his big...

Fortunately, Eric spoke and broke the brunette's train of thought.

"That's a shame. I think you could have helped me get to sleep. I might be 'awake' all night now," he said with a small smile, and Alicia was glad of the darkness as it hid her heating cheeks. Damn, she was getting horny as fuck again!

"It's not like we would have done what we did before. You know, having hot sex. You could just use your hand. It wouldn't be the same. After all, after tonight, I'm sure Nick wouldn't object to a little 'helping hand'."

Alicia's large tits heaved up and down, brushing against her boyfriend's arm, as she breathed a little deeper, a little quicker.

Eric was right in one sense, she thought hornily, after what had happened, Nick surely couldn't be bothered by a little hand job. But then, she reasoned a little calmer and clearly he had been watching before, and now he wasn't. He might think she was cheating on him if she did that, and that she didn't want. She loved him too much for that.

"You know, I think I liked it best when you were on top tonight. Damn, it was hot watching you fuck yourself on my dick," Eric added, and Alicia's breath caught as her pussy blazed hornily. A deep moan desperately wanted to escape her soft lips, which she only just managed to hold back.

"I bet you say that to all the girls," she replied. She tried to calm herself down as her mind reeled from the feelings inside, and she glanced back briefly to look at Nick as he murmured gently. Oh, how she would love for her dream to come true right now.

"I've never watched one of my friend's girlfriend's ride up and down my dick before," Eric replied, and Alicia had to squeeze Nick's arm, not to mention her legs tightly together, to again stop herself from moaning.

"But still, you've got to be the best and hottest girl I've ever had. Damn, you know how to fuck!"

By this point Alicia was too horny to reply, not to mention at war inside with herself. And so instead she just gave Eric a smile. Damn, why was she so turned on by all of this when she had the best boyfriend in the world right behind her, who she loved more than anything?

"Are you sure you don't want to give me 'a hand'?" Eric asked once more, and Alicia lay there and watched him silently. Her heart pounded in rhythm to the heat in her body.

However, before she could reply she suddenly felt Nick's hands flex around her as if stretching, before he shuffled behind her slightly.

"Hmm?" he murmured sleepily, before kissing the back of Alicia's neck softly, "You guys awake?"

The sound of her boyfriend's voice made Alicia's heart jump at first. However, she once again managed to hide her startlement as she half-turned to kiss him gently and lovingly.

"We couldn't sleep," Alicia replied softly, her voice surprisingly not trembling at all, unlike her heart and pussy, "Did we wake you?"

"Hmm? Oh, it's alright." Nick said as he smiled sleepily, before reaching up to yawn and rub his eyes a little more awake. They sparkled softly in the light, "It's hard to sleep when she's lying next to you, ah, Eric?"

Alicia raised her eyebrows slightly, a little surprised by the comment. Though after earlier on she didn't know why.

"Haven't been able to get much shut eye at all with your girlfriend looking so tempting, man," Eric replied. Alicia turned to look at him briefly, her heart beating a little faster, before she once more looked at her boyfriend. Well, if they were going to talk like this, she may as well join in.

"Eric's too 'awake', babe. He says he can't sleep without 'a hand'," she teased jokingly, though her heart and pussy pounded together in unison as she emphasised the words.

Nick obviously got the meaning, as a large, amused smile spread across his face, before he looked over at his friend.

"She didn't tire you out earlier, ah?" her boyfriend said amusedly, and Alicia looked over to his friend with a small, amused smile. "Yeah, she does the same to me."

With the last words, Nick once again kissed the back of Alicia's neck, sending shivers down her spine and a pulse through to her pussy. She had to squeeze her legs tight again. She was that horny.

"Are you guys done talking about me like I'm a piece of meat?" she asked jestingly, glancing between the pair of them.

"Well, we have both 'boned' you," Eric retorted, and Alicia looked over at him, raising her eyebrows in mock disdain. Though the brazen words stoked the fire within her and her eyes glistened, something that her boyfriend's friend didn't miss, "Seeing as we're all awake now, perhaps you'd like it if we both gave it to you at the same time?"

As he spoke to her, Eric slid a little closer, his eyes devouring her already. The play on words he made regarding her comment about Nick not being awake sent a thrill through her body.

"I think you boys need a cold shower," she replied, her chest rising and falling as her breathing deepened in her ever-growing horniness.

"That's no way to treat a guest, Liss," Nick suddenly said behind her, as he began kissing the back of her neck just the way she liked it. Oh, it instantly made her shiver, "The least you could do is give him a hand to get to sleep."

Her boyfriend's words sent a blazing fire to her pussy and a swirl of lights to her mind, not to mention a shock to her system. Those were words she hadn't expected to hear.

"But babe...?" she began to ask in a voice that was a little unsteady. Though the question was honest and came through to Nick, even though she didn't finish her words as she looked at him.

"It's still the same night," he began, his words reassuring her that he was alright with it. Which made sense as it wasn't like it was a whole new time or anything. It would just be like finishing the whole fantasy off. Which is what Nick said next, though in not quite the same words. His lips still softly kissed the back of her neck, Alicia could hardly think straight, "You might as well finish off what you started."

Eric's eyes lit up, and he smiled as Alicia turned to look at Nick, kissing him softly as she felt his arms around her.

"Are you sure you want me to do this?" she asked lovingly.

"It'll round the night off well, I think," Nick replied, kissing her tenderly, "I'd love to watch you do it, but only if you want to."

This time, Alicia smiled a playful and oh-so-dirty smile that brought a gleam to her boyfriend's eyes.

"You want to watch me jack your friend's dick off, baby?" she asked, and decided to embellish the whole thing when Nick's eyes lit up in the same way she knew hers had, "You want to see me play with Eric's big cock until he cums in my hands, so he can go to sleep?"

Perhaps it was the innocent tone she put on, but whatever it was, Nick suddenly looked ready to fuck her right then and there.

"Fuck, you're hot!" he growled in a whisper, and Alicia smiled.

Seeing her boyfriend so turned on by her turned Alicia on even more, and so she decided to tease him a little more.

"Down boy. If I'm going to help your friend get some sleep, you better not distract me. So just sit and watch," she teased lovingly, and Nick smiled hornily as she turned around, still in his arms, to once more look into the burning-horny eyes of his friend and co-worker, "I hope you know you're asking your friend's girlfriend to jack your dick off and let you cum in her hands while her boyfriend holds her."

The words had the desired effect on both Eric and Nick. The room suddenly grew hot and electrified.

Sliding her hand across the bed covers she had shared only with her boyfriend until that night, Alicia slowly inched her delicate fingers closer to the gorgeous scene that filled her eyes; Eric's long, hard, thick, nine-inch cock.

Her hand gently slid up his leg before her fingers deftly wrapped around his thick shaft. They tightened slightly to give the hard rod a gentle squeeze, before she once more raised her eyes to his with a smile.

Her body was on fire as she felt Nick's arm around her and Eric's dick in her hand. Fuck, so this was a taste of what a threesome would be like.

"Fuck!" Eric sighed as Alicia slowly began to slide her hand up and down his nine-inch shaft tightly, squeezing as she slowly began picking up the pace a little at a time.

"Is that better, Eric?" the hot, brunette girlfriend asked. Her body tingled from the knowledge that she was jacking her boyfriend's friend's dick off while her boyfriend held her in their bed and watched.

"Much, damn," her boyfriend's friend replied in a slightly tighter voice, as Alicia began to speed up her hand's movements. She jacked her fist up and down his rigid, thick cock a little faster.

Looking over her shoulder as she continued to work her hand up and down Eric's dick, Alicia gave her boyfriend a small smile. She relished in the rush that flooded through her body as she saw the lust burning in his eyes.

"Your friend's wide awake, baby. This might take a while," she teased Nick heatedly, and made sure to squeeze Eric's dick a little tighter as she spoke to him. Fuck, this had her hot.

"Maybe you should put some more effort into it," Nick replied, softly kissing her lips, which sent a visible shiver down Alicia's spine.

"Mmm, maybe you're right," she said in return, her breathing growing a little heavier as she grew horny as hell.

Rolling over once more to face Nick's friend, Alicia locked eyes with him as she began to pump her hand up and down his thick cock with vigour. It felt so hot having Eric's big dick in her hands, not to mention while Nick had his arm around her waist. Oh, fuck, she was so turned on right then, she would have done anything they asked.

"Fuck, Nick, man, this is the way to get to sleep. Damn!" Eric grunted, leaning his head back on the pillow, before he reached over to stroke Alicia's hair briefly. Their eyes still locked.

"Damn, right," Alicia heard her boyfriend agree from behind her.

But right then all the stunning girlfriend could think of was his friend's eyes burning on her as her hand flew up and down his nine-inch dick in a blur. Her large tits jiggled lustfully above her boyfriend's arm from the force.

"I bet you never thought you would have your friend's girlfriend with her hand around your dick, jacking you off so you could get to sleep, did you?" she asked half-hornily and half-amusedly, and smiled as the two guys laughed lightly.

"Ungh. Fuck, Liss. I'm grateful. Fuck. Sure am," Eric grunted as Alicia's hand continued sliding tightly up and down his thick cock expertly.

"That's alright," she replied with a pleased smile, she loved seeing she was getting to him, "You're our guest. I have to be a good hostess now."

Eric smiled back at her before his face once again contorted in the pleasure her hand was giving him.

For a few more minutes Alicia continued to pump her boyfriend's friend's cock, occasionally glancing down at the magnificent shaft that her hand was lovingly wrapped around, before she once more looked up into Eric's hungry eyes.

Nick continued to hold her tightly around her waist, kissing her neck or brushing her hair back every now and then as he watched his girlfriend jack his friend's dick like she desperately wanted him to cum.

Of course, right then, Alicia did indeed want Eric to cum. He had filled her with so much cum earlier on - and damn had she felt full of cum! - and now she wanted to see just how much he would fill her hands with.

Although, after a few minutes, Eric still didn't show any signs of cumming, even though from the look on his face he was more than enjoying her attentions.

Alicia's arm was beginning to grow tired. She had been fucked the life out of earlier, even if this guy refused to give up, and so with a rush of horny electricity through her body and a playful smile on her face she decided to tease her boyfriend's friend. She would see how long he could last now.

Glancing down at his impressive cock, Alicia bit her bottom lip before she looked back up into Eric's eyes, her own sparkling from the horniness raging within her.

Keeping her eyes locked on his, she smiled wickedly at him before she opened her mouth and began to teasingly move her tongue. Touching her teeth and running it slowly over her soft lips as she stared intently at him, her eyes conveying the 'hungry' meaning behind her actions.

Sure enough, Eric groaned deeply. Though he still managed to hold back.

"Come on, baby, cum for me, Eric," Alicia teased, her eyes practically glowing and her mouth slightly open. That gave her the look of the horny slut that she felt like right then.

"Fuck!" Her boyfriend's friend exclaimed, leaning his head back into the pillow and closing his eyes. He revelled in the intense feel of Alicia's hand working up and down his hard cock.

"Mmm, baby," Alicia purred as she looked over her shoulder at her boyfriend, her hand flying rapidly up and down Eric's thick shaft, "I think your friend likes it when I play with his dick."

"I think you're right," Nick replied, his own dick hard and now pressing against Alicia's ass as she lay in his arms.

Turning to look back at Eric, Alicia smiled hornily as their eyes met. However, it was Nick's next words that sent a shudder of pure lust through her body.

"Maybe you should give him a kiss. That might help him 'relieve his tension'," her loving boyfriend added. Alicia's heart beat faster, and a breathy moan escaped her lips, as she watched Eric roll closer towards her.

With her hand still jacking his dick furiously, Alicia felt Eric's lips press firmly against hers, before his tongue began exploring her mouth for the second time that night. His hand slid up onto her large tits and began squeezing them roughly as their lips smacked loudly and passionately.

"Mmph," the stunning, brunette girlfriend moaned into her boyfriend's friend's mouth as her hand picked up a little more speed.

The feel of Eric's hand mauling her big tits while they kissed hotly, and while her hand flew up and down his ragingly hard cock, while her own boyfriend held her from behind sent Alicia to new heights of horniness. Oh, she was so fucking incredibly hot! This whole situation was intense.

Suddenly, Eric broke the kiss and began to eagerly kiss her neck and shoulders. That sent waves of burning heat through Alicia's already horny body. Closing her eyes, she continued pumping her fist up and down his cock as she breathed heavily, leaning her head back slightly towards Nick.

"Oh, baby, mmm, I don't think your friend is getting any sleepier. Um," Alicia sighed hotly, her body on fire as her hand squeezed and flew.

"Mm, any ideas?" Nick asked, as he gently began kissing the back of her neck.

The feel of the attention of these two men was driving Alicia wild. She had never felt so wanted and so fucking hot before. However, when Nick asked her that question, the only answer that flew through her mind in the midst of that torrent of lust was that she just desperately wanted Eric to slam that huge cock into her and fuck the life out of her right then and there until she came screaming like she had earlier.

Thoughts and feelings flooded through Alicia's body like a raging torrent. The feel of both guys, either side of her, as they kissed and touched her was driving her crazy. That was when one thought blazed in her mind and made her stomach writhe with wild horniness.

Gently kissing her boyfriend while her hand continued to pump up and down his friend's hard, thick cock, Alicia spoke breathily.

"I'm feeling a little hungry, baby," Alicia breathed heatedly, her eyes burning like her pussy. "I'd really like something stuffed in my mouth," she continued between gentle kisses.

Her hand never broke its pace tightly up and down Eric's rock-hard dick as she spoke, "Would you like to see me suck your friend's dick, baby? Suck his big, hard cock while you watch? Like you, mmm, watched him fuck me earlier. Would you like that, baby?"

The sudden tight grip around Alicia's waist, pulling her firmly against Nick's solidly hard dick behind her, gave Alicia her boyfriend's answer. With a playfully amused smile, and a small chuckle that matched, Alicia kissed him once more.

"You like the idea of watching your girlfriend suck your friend's dick on our bed then, baby?" Alicia teased, and Nick's eyes grew dangerously hungry, "I'd better get to it. Your friend needs his sleep."

Her boyfriend smiled in return and gave her one last loving kiss before Alicia turned to face Eric once more. Eric now had his eyes squeezed tightly shut and was groaning from the loving attention her hand was giving him.

"Mmm, Eric, you have such a good friend. Nick is going to let his girlfriend help you get to sleep, baby," Alicia purred, and Eric opened his glazed eyes. Oh, he wasn't going to last long once she slid his dick down her throat, that was for sure.

Eric's only response was to reach up and squeeze her large, heavy, naked tits once more, his fingers sinking into the soft but firm flesh as he massaged her succulent tits before letting go once more.

Alicia let him have his feel, enjoying her boyfriend's friend's touch as much as he enjoyed groping her. Then she smiled teasingly, and biting her lower lip kept her eyes locked on his as she moved herself closer to him.

At first, Eric moved to kiss her, however, Alicia lowered her neck and moved to gently kiss his toned chest, bending slightly at the waist that her boyfriend still held.

Kissing slowly further down Eric's muscular chest, Alicia was soon bent over on the bed, kissing his stomach and moaning breathily as she felt Nick's hard dick pressing against the back of her legs. Oh, how she wanted him to ram that gorgeous dick of his into her right then, that would have been so hot, sucking his friend's dick while he fucked her!

However, her loving boyfriend seemed lost in the scene of watching his girlfriend slowly kiss her way down towards his friend's big dick to even think about giving her a second one to enjoy. And so, as Alicia's soft lips pressed against Eric's stomach, only inches from Eric's hard dick and her hand that still continued to jack furiously up and down, Nick released his grip from around her.

At first, Alicia was slightly irritated; he had wasted a perfect opportunity to send her over the edge there. However, the irritation didn't last long as Eric's dick suddenly filled the intensely horny girlfriend's eyes, and all thoughts of anything but that nine-inch, thick rod were driven from her lust-filled mind.

Sliding down the bed slowly, Alicia kept her fist tightly pumping as she moved closer to Eric. Her big, naked tits pressed hard against his leg as she moved her beautiful face closer to his impressive dick, her eyes on his.

"Mmm, this looks delicious," Alicia purred heatedly, her eyes smouldering as she slowly opened her mouth only an inch from Eric's hard cock. Her hot breath teased him intensely, "Is it for me?"

Eric looked tormented, his expression one of desperate anguish, and Alicia couldn't help but feel a tingle of excitement at the power she had over her boyfriend's friend. Not to mention how horny she was making him. Both made her feel incredible.

"It's all for you, Liss," Eric replied in a husky, horny voice, "Now be a good girl and eat it all up."

Giving him a horny smile as her eyes glinted, Alicia moved closer, gently kissing the large head of Eric's amazing cock.

The initial touch sent a blazing sensation through Alicia's body, at the same time as Eric let out a deep breath of excitement. The horny girlfriend looked from her boyfriend's friend down to his nine-inch dick that was in her tightly grasping fist, her heart pounding.

Here she was, about to suck his impressive dick while her boyfriend just lay next to them and watched. Just like he had while his friend had fucked her so good earlier.

With that thought in mind, Alicia once more touched her lips to the tip of Eric's dick, once, twice, three times in sensuous kisses. Then she parted her lips and slowly lowered her mouth over the thick head.

Pressing her lips around Eric's thick cock, Alicia slowly slid her mouth down the long shaft, sliding more and more of her boyfriend's friend's nine inches deep into her hot, wet mouth.

Still squeezing the thick shaft in her right hand, Alicia looked up at Eric as he stared hornily down at her as his thick dick hit the back of her throat. Then she once more slid her mouth up the long length and seductively pulled her lips from his dick.

"Mmm, I love having a big dick in my mouth," the hot brunette girlfriend purred, as she once more kissed down Eric's dick before running her tongue all the way back up the long shaft.

"Fuck! You're driving me crazy, Liss," Eric panted, and Alicia smiled to herself before looking over to her boyfriend. Her face was less than an inch from his friend's dick that she held tightly in her hand.

"Enjoy watching me give your friend a blowjob, baby," Alicia purred heatedly, "Because I'm going to enjoy sucking his big dick."

Nick's eyes blazed with horniness as his hand once more jacked his ragingly hard cock. Alicia's smile deepened as she once more took Eric's dick deep into her hot mouth.

***

Eric reached down to run his fingers through Alicia's soft brown hair as she expertly bobbed her head up and down his ragingly hard dick, her hand jacking furiously up and down the thick length.

Her luscious lips were wrapped tightly around the thick shaft and her tongue swirled across the tip as she sucked harder and harder each time she slid her mouth up. She never quite took his hard cock from her lips before once more slammed her face down the fat dick that continuously pressed against the back of her throat.

"Fuck! You're a hot little cocksucker, Liss," Eric groaned, as he leaned his head up to look down at his friend's girlfriend as she met his eyes.

Damn, it was so hot staring into his friend's girlfriend's eyes as she bobbed her head up and down his hard dick. Fuck.

"Mmph," Alicia moaned in reply around the thick cock meat stuffed in her mouth. Then she once more lowered her mouth to her hand, this time relaxing her throat and allowing one fat inch of Eric's hard dick to slide down her hot, tight throat.

FUCK! She looked so hot with that gorgeous face, her mouth a wide 'O' as she looked into his eyes with seven inches of his raging dick buried in her mouth. Nick must be crazy to let his girlfriend suck another guy's dick. But, fuck, Eric was not complaining at all.

"Damn," Eric grunted again as Alicia apparently tried to suck the cum from his balls. She pulled her mouth to the tip, swirling her hot tongue around the head as she repeatedly sucked hard, filling the room with lewd slurping noises.

SLURP, SLURP, SLURP, MMMPH.

The noises filled the room as Alicia sucked the head of Eric's dick as if she were making out with her boyfriend. Her tongue danced and her lips slid as she sucked hard, before finally she lowered her mouth down the hard shaft. Though this time once her soft lips met her hand, and that thick inch slide tightly down her hot throat, Alicia removed her hand and grasped Eric's hips.

Making sure their eyes remained locked, Alicia slowly worked another inch into her throat. She relaxed and squeezed one after the other as she took deep breaths, obviously never having had so much dick in her mouth before.

However, the stunning brunette girlfriend worked eight inches of Eric's hot, solid dick into her mouth and down her tight throat. But she wasn't done there.

With a look of horny determination, Alicia breathed in deeply and worked the last inch of Eric's huge dick into her mouth and throat. Then with an agonizingly satisfied grunt, Eric felt his friend's girlfriend's lips rest at the base of his dick as she stared up at him triumphantly.

If the stunning girlfriend could have smiled while impaled on so much cock meat, she would have. At least Eric was sure that was what she was trying to do as she turned her eyes to look over at her boyfriend as her mouth and throat were stuffed full of his friend's hard dick.

Running his hands through her long hair, Eric repeatedly grabbed and released a handful of Alicia's hair as she began to tighten and relax her throat around his thick dick.

Groaning deeply and letting his head fall back, Eric felt Alicia slide his thick cock from her throat. Sliding her lips and dragging her teeth gently all the way back up the shaft, she pulled her mouth from his dick with an audible pop.

Eric, breathing heavily, looked up to her as she swallowed. Her eyes practically glowed in the dark now.

"Have you ever had a girl swallow all of your cock before?" Alicia purred triumphantly, as she once more wrapped her slender fingers around his thick, and now slick, shaft, squeezing gently.

"Fuck, no," Eric answered honestly, as he stared at this gorgeous woman holding his dick.

With a very pleased, very horny smile, Alicia once more lowered her mouth to his dick. Releasing her grip, she once again sank his entire dick into her mouth and throat before swiftly bobbing her head up and down the whole nine inches, sucking so hard Eric grunted in pleasure.

"Ugh, fuck. Man. Nick, man, fuck, your girlfriend is the fucking best at sucking dick, man! Fuck," Eric growled in a tight voice. His hand reached down to roughly grab one of Alicia's big tits that hung beneath her, swinging wildly as her head moved swiftly up and down his raging dick.

"Ohmph," Alicia groaned deeply around his dick, working even harder as she heard him speak to her boyfriend.

Squeezing her large breast hard, his fingers sinking into the soft but firm flesh, Eric grunted again as Alicia sucked his dick deep into her throat over and over.

"Ughm, yeah. Suck my dick, Liss. Fuck, yeah. Damn, man, your girl's really getting in to sucking my dick. Fuck, she's trying to suck the cum out of my balls, man," Eric groaned, relishing in the feel of Alicia's hot, wet mouth and the feel of her large, heavy breast in his hands.

Why Nick would want to watch his girlfriend get so in to sucking another guy's dick was beyond him, but fuck was she good.

Over and over again, Alicia's mouth slid swiftly up and down his nine-inch dick, his thick cock filling her mouth and throat. Her lips slid tightly all the way from tip to base as her tongue swirled manically, and all the while, Alicia sucked like she needed his cum to live.

Fucking her face on his huge dick, Alicia only broke eye contact with him when she looked over to her boyfriend. All the while her mouth slid tightly up and down his friend's huge cock.

"Mmm, baby, are you going to cum for me?" Alicia purred breathily as she pulled her mouth from his dick and pumped his thick shaft with her hand as she stared hornily into his eyes.

"Fuck, yeah, Liss," Eric grunted in a tight voice. He wasn't far off already. Damn, this girl was good, "Are you going to be a good girl and swallow it all?"

Alicia's eyes sparkled and she bit her lower lip, her fist jacking that much harder at his words.

"Mmm, you want to cum in my mouth while my boyfriend watches, Eric? And you want me to swallow all of your hot cum while he watches? Like a good little slut, hm?" Alicia purred hotly, and Eric couldn't hold back a groan of his own.

Fuck, this girl was driving him over the edge. As he nodded in reply, Alicia's smile deepened, "I better ask my boyfriend if he wouldn't mind his friend filling my mouth and stomach up with his cum. Just like you filled my pussy with your hot, thick cum earlier."

With those incredibly hot words, Alicia ran her tongue over the tip of Eric's dick as she turned her eyes to her boyfriend.

"Mmm, baby, your friend tastes so good. I love the way he fills my mouth with his big dick," the horny girlfriend said teasingly. Nick's eyes glowed as much as his girlfriend's, and Alicia smiled dirtily as she continued, "Nick, baby, would you mind if your friend filled my mouth with his cum and pumped it all down your girlfriend's throat? I think he'd really love to."

As she finished speaking Alicia once more danced her soft, wet tongue over the tip of Eric's dick. Then she sucked noisily on the head, before once more pulling her lips from his thick shaft and letting her tongue dance over the top with a playful smile on her face. All the while she stared hornily into Nick's eyes. Eric knew he couldn't hold on much longer.

"Do you want to do it, babe?" Nick asked in a strained voice from how unbelievably horny he was feeling right then.

Alicia's smile deepened, and she purred hornily before she answered.

"I want to feel his hot, thick cum sliding down my throat, baby. Mmm, I want to swallow every drop," She replied, her hand reaching up to squeeze her large breast.

Nick simply smiled, giving his girlfriend his answer, and Alicia smiled deeper before mouthing the words 'I love you'.

Turning once more to look deep into Eric's eyes, Alicia kissed the tip of his dick before running her tongue down the nine-inch shaft, kissing her way back up as she spoke.

"You should thank your friend, baby, for letting you cum in his girlfriend's mouth. Mmm, for letting his girlfriend swallow all of your hot cum down her throat," she purred heatedly.

The passion burned in her voice as once again Alicia's hot lips covered the tip of Eric's dick, her mouth slowly sinking down all nine inches of his thick cock.

Groaning deeply Eric moaned, "Fuck, Nick, man, thanks. Thanks for letting your, ugh, girlfriend swallow my cum, man. Damn! Fuck, Liss, your mouth is so hot, baby."

With those words, Alicia once more renewed her efforts, and before long her head was once again bobbing swiftly up and down the entire nine inches of her boyfriend's friend's thick dick.

Her hair lightly bounced as she rapidly swallowed inch after inch into her mouth and throat, while her big 36D tits bounced lustfully with one of her hands roughly squeezing Eric's hand into her tits as her hot mouth worked his dick.

Eric, occasionally letting his head fall back in pleasure, tried hard to keep eye contact with her, as he relished in the feel of his friend's stunning girlfriend sucking him off while her boyfriend lay a foot or so away watching them intently.

Fuck, she felt good, both her tits and her mouth. And, damn, she was the hottest woman he had ever seen in his life. It just made it all the better that she was his friend's girl who was helping him feel her up as she sucked with wild abandon on his hard cock.

He had known from that moment when he was fucking her that she would come back for more of his dick. And now here she was, sucking him off as hard and as well as she could, and really enjoying it too by the look and feel of it.

Eric groaned and knew it wouldn't be long until he erupted in this hot girlfriend's mouth. Watching her throat work as she swallowed his cum was going to be so incredibly hot.

He was definitely going to make her his now. This was not going to be the last time Alicia Brookes had her hot mouth wrapped around his dick, that was for sure.

***

Oblivious to her boyfriend's friend's thoughts, Alicia sucked his dick eagerly; hard and fast.

The long, thick cock felt incredible as Alicia repeatedly buried it deep in her hot, hungry mouth and felt it slide lustfully down her tight throat.

Her tongue snaked and danced around the head and along the thick shaft as she slid her luscious lips up and down its length, bobbing her head on her boyfriend's friend's dick as hard and as fast as she could.

The stunning brunette felt incredibly hot, especially knowing that she was sucking Eric's dick right in front of Nick. More so when she locked eyes with either of the guys and heard both groaning in horny lust as they watched her work Eric's nine-inch rod deep into her mouth again and again.

SLURP, SLURP, SLURP.

The room was filled with the sucking and slurping noises as Alicia repeatedly swallowed Eric's dick, moaning around the nine-inch shaft as her lips reached the base, her eyes locked on Eric's.

The whole scene was incredibly hot. Never in her wildest dreams or fantasies had Alicia believed she would be sucking another guy's dick while her boyfriend watched. But, oh, how hot it made her feel.

The feel of Eric's hand squeezing her large tits as she held her hand on his, helping his fingers squeeze and grope her heavy breasts. His hand squeezing her nipple as she continued to work her mouth up and down his impressive cock.

The sudden feel of Nick's hand stroking her hair sent a shiver down her spine and made the stunning girlfriend suck harder. She groaned deeply and felt a rough squeeze of her tits from Eric as his head fell back, moaning deeply.

All of it made Alicia's pussy burn hotter and her body reel from the excitement she was feeling from the whole situation.