Gail and I disentangled ourselves, maybe not as quickly as we could have, and crawled up on the bed. I couldn’t help giggling. Rich was leaning up on his elbows, naked from the waist down, with his shirt bunched up around his ribs. The poor thing looked absolutely ridiculous, as well as thoroughly pleased with himself. I tugged the bottom of his shirt to help him, but Rich wasn’t cooperating. He was much more interested in getting his hands on my ass. It shouldn’t have been an insurmountable problem; I think he liked watching me struggle. I sure liked struggling against him. Glancing up, I saw Gail kneeling behind him, starting to massage his shoulders, whispering something in his ear. She started nibbling on his earlobe, and I gave up on the shirt, settling for rubbing his chest under the fabric.

“What are you two whispering about?” I asked, settling myself in Rich’s lap. “A couple of things” Gail answered, crawling around to where Rich had put his legs up on the bed. Rich turned me in his lap so he could hold me against his chest with one arm, and feel up my hip and legs with the other. My ass nestled into his lap, his cock starting to get stiff again against it, making me smile. Gail straddled his knees, so I was laid out neatly between them, as if Rich was about to dip me on the dance floor. “First, I told him that I thought the wrong person was having their top removed,” Gail continued, reaching beneath Rich’s arm to unsnap my bra. At the same time Rich started unsnapping the garter belt from my stockings….”these things are cute,” he muttered deeply, “but these flashy bits are cutting the hell out of my thigh.” Getting stripped from above and below at the same time about blew my mind. Some things just never happen with only two people in the bed. I squirmed happily, Rich got harder under me, pressing more firmly against my ass. Gail got my breasts free and tossed the bra off the bed, and Rich rolled my stockings down to my knees. Somewhere in the middle of all that I remembered I had hands.

One arm was fairly pinned between Rich and I, but the other was in a perfect place to stroke Gail’s silky skin whenever some part of her came within reach…and the generous girl made sure it happened often. Actually, I don’t know if she meant to or not; honestly, it may not have been planned as she was very busy with my now naked tits. Almost as if to make up for her previous abrupt attack, she approached them more slowly and teasingly, petting them, stroking ever smaller circles around them until her fingers found my hard nipples, and then giving them the same rolling treatment I’d delivered to hers earlier. My free hand was happily wandering across Gail’s side, her ass, her wonderful thigh; my head fell back and I was coasting on her handing of my chest when Rich’s free hand finished rolling down my stockings and tucked itself suddenly under the front of my panties, stroking my pussy and making me buck and gasp. Gail laughed, and cupped her hands under my tits “I love the way the bounce when you move,” she explained. Rich, helpful as always, gave my clit a quick flick to make me jump again, allowing Gail to enjoy her new discovery.

I groaned and slid my hand over her ass, pressing her towards me. I heard Rich’s voice, even sexier when it got that throaty growl in it, say, “she wants you to kiss them, Sweetie.” It hadn’t been my specific intent, but as he said it, it most definitely became what I wanted. Very very much. I arched my back, wordlessly offering my nipples to further attention, and incidentally pressing my ass down onto Rich’s now rock solid cock. Rich’s wonderful hand left my wet slit, but made up for my disappointment by using those same fingers to tease the nipple closest to him, “Right here,” he growled, “just like this,” flicking it like a slow metronome. Gail grinned, and ducked her head down to the breast closest to her, holding it in her hands as she applied her tongue to my nipple. She licked around it, across it, suckling at it. “Good God, you look good doing that Gail” I heard from above me…my hand encountering Rich’s as patted Gail’s ass. “You too,” he continued, leaning down to kiss me. Oh God, I thought, as he took possession of my mouth, it was the first time in all that had gone on this evening that I’d kissed him. The taboo against kissing my friends’ boyfriends must’ve been stronger in my mind than the taboo against giving them head, because that kiss thrilled me all over again. It made the evening all the more real and wonderful. And then I stopped thinking altogether, as fingers slipped back into my slit.

Gail had progressed to moaning happily onto my rigid nipple while grabbing the other breast, while Rich pressed his fingers into me. Oh God Yes I thought, ready to cum, wriggling my hips in an attempt to get ANY part of his hand pressed against that magic spot. And then the bastard pulled his hand away again, swallowing my whimpers before he released my mouth. I opened my eyes, and lifted my head, ready to beg when I heard Rich talking again. “Gail, honey….don’t neglect this one…” mmm, oh goody….that untended nipple had been aching for attention. Rich’s wet fingers stroked it, slicking it with my juices…. when I finally realized what he was doing I shivered….Gail was going to get another first. And she knew it. She was smiling when I caught her eye, and her first lick of the new taste was slow and cautious. But only the first one…. after that she went back to suckling eagerly and Rich went back to petting my pussy. I heard a muffled word that could have been “yummy,” but I never got a chance to ask. More important things offered themselves.

Having moved that little bit forward, Gail had given me something I’d been desperately wanting. If I stretched my fingers out and pulled the lace crotch of Gail’s panties aside, I could, just barely and more than a little awkwardly, give her a taste of what Rich was doing so well to me. Seeing what I was up to, Rich eased up on his demanding strokes, letting me focus just a little on what I wanted to do to Gail. At the first touch, Gail’s head dropped to rest against my breastbone, as if the strength had suddenly gone out of her arms. She wanted attention as much as I did, I realized, lovely, generous girl. She inched forward, and spread her legs to grant me easier access. This was, ironically, the first moment I realized that my own were spread shamelessly wide. I hadn’t even noticed. When I remembered this tomorrow, I was sure it would make me blush. As if the rest of it wouldn’t? I couldn’t get those red panties off from where I lay, but I could get under them and started strumming her clit. She was wonderfully wet, and I was surprised when she suddenly clamped her legs shut on my hand and pulled back a little. “Not yet….I want to see her cum first.”

She pressed her hand against Rich’s shirt, that damned shirt, I hadn’t gotten it off yet, looking down at me, my hips still writing slowly on his hand, “show me what she looks like when she gets off.” Gail dipped her head down to mine for a feather light kiss, “what she sounds like.” Her fingers slid down my stomach, under the white lace, and tangled themselves in my bush, tugging just a little, giving me a hint of something she must like having done to her…and which I was suddenly learning to love. She raised her head and kissed Rich across my body as he stripped off my lace bikini bottoms and the now pointless garter belt. Gail’s fingers inched down further, sliding between my lips and lightly teasing my clit. Almost immediatetly afterwards, Rich’s fingners returned to stroking inside me, and the whole time I was watching these two lovely people kiss over me.

Gail sat back to get a good view as she circling my clit with the nimble fingers of one hand and pinched and teased my nipples with the other. Rich set up a driving pulse, fucking his fingers in and out of my cunt. I couldn’t have held back if I wanted to, and I didn’t want to. Gail wanted a show, and I wanted to give her one. I felt heat flast across my face and breasts, always a sign I was about to cum, and felt the tension building low behind my navel. I started thrashing, moaning, begging, groaning, sighing, whimpering…and all the other sounds that inevitably accompany my orgasms. I’ve never been a quiet lay. Gail soaked it all up, demanding more…she hooked her finger gently just beneath my clit and quivered it in beckoning motions….and I was done for. I came happily, bucking my hips and gasping out incomprehensible words. When they finally let me relax, I was limp and drained. I couldn’t move right away, and luckily, didn’t need to. Wonderful, brilliant, insightful Gail knew I’d be incapacitated…and so found her own way to cuddle up to me. She curled up beside me, across Rich’s knees, and stroked my tummy until my eyes refocused. When I opened them, I saw her smiling across at me and Rich grinning down at me, licking his fingers. “You’d best get up, Love” he warned, “that arm you’re lying on is about to go to sleep.” “I’m getting up,” I promised, “any week now.” “Good,” Gail interjected playfully, “Cause it’s my turn…" And she looked like she knew exactly what she wanted.