It had been a few months since the photo shoot with Matt. I had never been more attracted to Stephanie than that. Watching her playing with and cumming with another guy had taken us somewhere sexually I didn’t even know was possible. She had always been willing to roleplay my fantasy of seeing her with another guy in bed but had been extremely resistant to actually doing it. That is until she decided to help our friend Matt out by posing for some photos with him.

She said she didn’t intend on taking it that far, but got so turned on by what we were doing she couldn’t stop. After that, we looked at the photos regularly. She’d tease me by telling me how good it felt having another cock inside her. She’d elaborate about how it felt having him cum inside of her, without a condom, and how intense her orgasm was. She was absolutely smitten that he made her climax right in front of me.

To drive me wild she sometimes calls out his name while we have sex. We had both hoped that Matt would want to join us again from time to time in the future, but unfortunately, things got weird. He pretty much avoided us by this point. Stephanie didn’t want to turn to Craigslist, so we were back to just role playing in bed.

We were getting ready to go on vacation to visit a college friend of mine in Miami.  He was attractive, and in really great shape, but could be pretty arrogant at times. He and I were roommates and always had a competitive streak between us so it just seemed like normal behavior to me. Just before meeting up with James, I asked Stephanie what she thought of him.

“He can be fun, but he gets on my nerves a lot, babe.”

“That’s not what I meant,” I said.

“Oh… to be honest, I’ve never really thought about it. He’s always flirting with me. He’s cute though. Why? What did you have in mind?”

With a smirk, I replied, “Nothing, I just thought that because you know him and he lives far enough away, maybe you might flirt back this time.” She laughed it off. I didn’t bring it back up again, but I wanted to plant the seed just in case.

James is in finance, and for a mid-twenties single guy, he was already very well established. We were planning on staying with him for a low-key long weekend before heading back home. When we arrived he wasted no time showing off his house and flirting with Stephanie.

“Steph, if you get cold at night here’s my bed,” he said while showing us his place.

With an eyeroll, “Typical, James,” she said.

The weekend passed pretty uneventfully, for the most part. I caught James eying Stephanie a few times, and at night Stephanie would tease me about seeing the outline of his bulge in his bathing suit. On our last night, we decided we’d grab some drinks at a local bar he liked.

Stephanie changed into a low-cut coral sundress with spaghetti straps and high heels. She looked incredible. The dress and heels accentuated her curves and caught her in all the right ways. The bar was on the beach and had a dance floor and DJ on weekend nights. Stephanie loves to dance, and after three drinks was pretty buzzed and begging to go out on the floor.

I thought this might be a good chance to egg her on a bit, “Eh, babe, you know it’s not my thing. Dance with James if you really want to so bad,” I said as I blew her a kiss.

“Fine, then,” she retorted, “James?”

“Oh fuck yeah, he’s a fool.”

I sat back with a gin and tonic and watched them make their way out to the floor. They went far enough in that I couldn’t see much, but in between gaps of people, I could see she had pressed up into him. Twenty minutes or so went by before I could see them again clearly. She had her back pressed firmly up to James and held his left arm tightly to her waist. A little more time went by and they came back to the table to take a break.

“If you guys are ready to go we can head back to my place and use the pool, or Miami has a ton of great strip clubs if you’d rather check that out since I stole your girl,” James teased.

“I always threaten Tim that if he goes to a strip club I’ll start dancing at one.”

“Great, I have to see that! Which one do you want to go to?” James said laughing.

“We’ll go to your pool and see how lucky you get,” Stephanie wryly responded.

We called an Uber and then changed for the pool when we got back. While Stephanie and I changed into our suits I asked how the dance went.

“He’s a good dancer,” she said.

“And nothing else?” as I pried for more information.

“I could feel how hard he was as he pressed into my ass. Maybe I’ll wrestle with him in the pool to get a better feel,” she whispered into my ear.

We met James out on the lanai by the pool. He had set out some beer and a bottle of tequila.

“Shots to celebrate!”

We clinked our glasses and took them down. We swam around for a bit and eventually got out and sat by the table. Stephanie was sitting on my lap, when James said, “You know, the strippers down here let you do body shots off of them,” James said to Stephanie.

“What are you implying, James?”

“He wants to do a body shot, babe.”

I poured a shot into a glass and nestled it in between her 32D breasts. She looked back at me and then toward James. He shrugged and came over. James placed his face in between my girlfriend's tits. Pretending to struggle a bit he eventually got the glass and tossed it back.

“If only I had a pole, you’d owe me a dance.”

“I don’t know about the pole, but I could dance again.”

“Follow me, then.”

We got up and went back into the living room. James put on some music and the three of us started dancing together. I pressed up behind Stephanie and James was in front. She grabbed him by the waist to pull him in closer until their legs were intertwined with one another. She was solidly sandwiched between the two of us with little room to spare. As she shook her hips James placed his hands on them. I placed my hands a little above his on her midsection.

About halfway through the song, tension was beginning to build. I ran my up hands to her chest and began kissing her neck. Her breathing began to pick up and I knew there was a very good chance I’d get to see her cum with another man again. I stepped back and nudged her to flip around. She pressed her ass into James’ dick and leaned back into him. With just her bathing suit on she looked incredible.

At first, his hands stayed on her hips, kneading at her bathing suit ties, but then he slid them down towards her inner thighs, brushing the fabric covering her pussy. Then slowly, almost hesitating at first, his hands moved up to cup her breasts. I stepped forward and slid my hand under her bathing suit and began to finger her. She leaned her head back, wrapped her arm up and around James’ head, and started moaning lightly into his ear.

After a moment, Stephanie said, “Ohhh, you’re both so hard for me.”

We continued this way until the song wrapped up. Stephanie looked flushed from the excitement, and exchanging glances we all just stopped, realizing we had gone further than intended, but we weren’t ready to stop.

“Since we don’t have the pole, how about a lap dance instead?” I suggested.

Acting coy, “I’m not so sure about that,” she sheepishly replied.

With a little more coaxing from the two of us, she agreed. Both of us were fully erect and straining through our bathing suits. It was obvious we both wanted her, and she could tell. We both sat next to each other on the couch and Stephanie started a few feet in front of us. She began moving to the music and rubbing her hands all over her body. Stephanie approached James first. Standing between his legs she sensuously rubbed her hands across her erect nipples down to her pussy.

She ran her hands up James’ thigh under his bathing suit to feel him. She turned and lowered herself as she ground down on him. She then approached me and did the same. She stepped back and continued to sway with the rhythm. As her hands wandered over her body she brought one to her breast and the other to her pussy. She slid her fingers under the fabric and began pleasing herself for our pleasure.

“I want you both to cum for me,” she moaned. “Take off your shorts so I can see how hard you are for me.”

Obediently, we both slid off our bathing suits. We were both fully erect. James wasn’t huge, but he had a six-inch, cut dick that was very thick and veiny. Again she moved toward James first. Kneeling down in front of him she looked up to meet his gaze and started stroking him. She brought her head down, tilted to the side to make eye contact with me as she sucked on his balls and stroked my friend.

Slowly licking and kissing up his shaft, she brought him into her mouth. James began to moan. After only a moment she stopped and moved to straddle him. She rested her weight and began grinding into him. She pulled off her top and forced her nipple into his mouth.

My thoughts were racing and I was rock hard, watching my girlfriend grind her pussy onto my friend's dick while he sucked on her nipples. Stephanie turned and repositioned. She sat reverse cowgirl on his lap and leaned her body back. As she was gyrating her hips he rubbed his hands all over her body. She turned her head towards me. Breathing heavily she guided one hand to her breast and the other to her pussy.

“Finger me, James,” she said breathlessly.

James slid his hand under her bikini bottom, started kissing her neck, and she began to moan. She never broke eye contact with me as he was fingering her. She took both of our cocks in her hands and started stroking us simultaneously. She removed James’ hands and came to me. She leaned back into me as I began fingering her. She grabbed our cocks and continued to stroke us both. I stopped for a moment to slide the last of her clothing off.

Stephanie was now completely naked. I continued to finger her while she stroked James and me.

“I want you both to fuck me,” Stephanie moaned.

She leaned over and began sucking on James’ dick. I readjusted her and moved between her legs to eat her out. As she had her mouth on James’ member she began to moan with her mouth full of my friend's cock. As I was eating her out I looked up between her legs to see him groping her breasts and her lips wrapped around and sliding up and down his thick cock.

Without skipping a beat she pulled herself away flipped back to me, and kissed me passionately, sliding her tongue deep into my mouth. She bent down to give me head and James moved to reciprocate the favor. As he began licking her pussy she started to tremble. She stopped sucking my dick to catch her breath.

“Oh God, James, your tongue in my pussy feels so good.” She continued to hold my dick and look up at me while he ate her out. “Fuck me, James. I need to feel your cock in me.”

He rolled her hips so she was completely on her back. As he began to climb on top of her she grabbed his cock and guided him in.

She looked me in the eyes, and as he entered her she began closing them and cried out. “Mmhhh... fuck me, James! Your cock feels so good!”

She laid her head on my lap, resting it next to my cock. His every thrust pressed her body into mine. She turned her head and her open mouth towards my cock. She reached up to hold my cock, but couldn’t quite take me into her mouth from the angle she was at. Her open mouth continued breathing heavily on my member as she stroked me. After a few minutes, I could tell she was getting close because she stopped stroking me and began squeezing me tighter. Stephanie’s large tits bounced back and forth as he pushed harder and faster.

James leaned forward and began kissing her passionately. She pulled her mouth away and looked into my eyes. Only half open, overcome with pleasure, she began to cum.

“Oh fuck, don’t stop, James! You’re making me cum.”

Her body bucked and trembled. He persisted and kept thrusting, “Oh god, cum for me, James. I want you to cum for me.”

With her head in my lap, and my friend’s cock buried deep inside her, Stephanie climaxed almost uncontrollably. I had only seen her cum this intensely a few times before, most recently when she fucked Matt at our photoshoot.

This was too much for him. As he pulled out of her his thick cum began to coat her body. At that moment it shot all over her abdomen and breasts. She was thoroughly draped in his semen. The fluid began to spread and covered her neck, nipples, stomach, and pelvis.

His member was still throbbing in the air when she leaned forward and grabbed his dick and began to suck on him again. Her lips were wrapped around his member when she began fingering herself. She stopped and hungrily looked back at me. With his cum still dripping down her body she got up and straddled me. She sat down on my cock, easily taking me into her, and began rocking back and forth.

Passionately kissing me, interlocking our tongues, I could taste his warm, salty flavor as she pressed her body into mine. As she directed my face into her chest said, “Cum for me, baby.” She ground back and forth faster and faster. Stephanie loved having her nipples sucked and she forced my mouth onto her cum-covered nipples.

James, still erect, moved adjacent to us, placing his cock near her face. Grabbing him by his cock she pulled him into her mouth. I looked up from her breasts and saw my beautiful girlfriend sucking my friend's cock as she continued fucking me. Seeing her voraciously sucking him and fucking me simultaneously was too much.

I began emptying my load deep into her as she cried out, “Ohhhh baby, cum for me!”

Stephanie slowed her pace to a stop but continued sucking James while astride me. James pulled himself away from her mouth and laid back on the couch. With his erection still full and arching into the open air Stephanie dismounted from me and moved toward my friend. I watched as she pressed her body onto his. Easily sliding him into her, she began bouncing up and down fervently. Rapidly moving up and down on his cock, she was moaning and calling his name.

“Uggghhh, James, mmhhh.”

“You’re so fucking hot,” James grunted.

He pulled her hips hard down into him. She stopped hopping up and down and began grinding into him pressing him deep into her. With a guttural moan, she began climaxing.

“Oh fuck, oh fuck, cum in me, James.”

James let out a single moan as his body tensed. Stephanie trembled as she was clearly having an earth-shattering orgasm. After a moment she sighed and her body gradually relaxed into him.

We left the next morning to return home. As we got our seats on the plane Stephanie smiled and said, “I hope you don’t mind, but I invited James to stay with us next month when he comes to visit.”