From: nogarder@ix.netcom.com(*** )
Newsgroups: alt.sex.stories
Subject: My Friend Audrey (FMF, threesome)
Date: 4 Jan 1996 03:20:38 GMT

			   My Friend Audrey

	The way it happened was really quite by accident. I was
nineteen and at a party... a HUGE party full of drinking and a few
assorted "mood enhancers" of one variety or another. I am not a
drinker, but had several drinks that night and was not feeling great
after awhile. The house where the party was held was small... just a
loft type bedroom upstairs with two beds in it. When the room was
spinning a bit more than I cared for, I asked the owner of the house
if he would mind if i went upstairs to lie down for a bit, til I got
back in control again. He said he did not mind at all...

	Up the stairs I went into the darkness of the room, lit really
only by the thirty or forty candles from the main room of the
downstairs (those were the days when we were all into candle light and
LOTS of it). One bed was full of all the coats of all sixty or seventy
guests of the party... piled too high to even think about lying on
that bed. On the other bed was a friend of mine... Audrey... She was a
few years younger than me but we had known each other for quite
awhile. She obviously had had the same problem that I was having and
had come up to lie down for awhile.

	"Audrey... scoot over," I said, and then I lay down on the bed
beside her. We talked for a few minutes about how lousy we felt and
then just kind of got quiet and made an attempt to close our eyes and
quiet the spinning of the room.

	I fell asleep. Not a heavy sleep, but just dozed a bit. It
occurred to me that it was really quite sexy having Audrey lying next
to me. She was gorgeous in a real country kind of way. Long blonde
(dark) hair, big blue eyes, small breasts... nice body. But it didn't
occur to me to touch her or comment about it. That was just not
something I would never do.

	After dozing for a bit, I heard voices in the room. Ted,
Audrey's boyfriend and a great friend of mine, had come into the room
to check on Audrey. Jokingly, he jumped into the middle of the bed
between the two of us and said "ok girls... have at me!" Audrey and I
both giggled, a bit nervously, but neither of us made any motions
towards him.

	I put my head down again and listened to the two of them
whispering... Ted asking Audrey how she was feeling, etc. The length
of Ted's body was pushed against the length of mine as I lay on my
stomach, hands up and under my head. It was VERY erotic! But again, it
never occurred to me to acknowledge what was going on.

	Soon I heard low moans and kissing sounds from Ted and Audrey.
I could feel Ted's body, still pressed along the length of mine, tense
as he leaned towards her to kiss her more passionately. I began to
feel REAL uncomfortable and like a third wheel, but I REALLY needed to
lie down for a while longer.

	"Geeze, you guys... go do it someplace else, would you?" I
said to them both. They giggled and Ted said, "what's the matter? you
jealous?" To my astonishment, Audrey said, "Go ahead, Ted... Give
Jasey a kiss so she doesn't feel left out." And he did. One heck of a
kiss too. Took my breath away.

	I made half an attempt to push him off, more because of worry
about Audrey's reaction than my not wanting him to continue. Ted
laughed and turned back to Audrey and kissed her again... But this
time his hand slid down against my thigh, and I could feel his fingers
sneaking their way under me. Despite what my brain was telling me, my
body raised up slightly to make it easier for him. His finger slid
across my thighs and massaged my pussy. I closed my eyes and felt the
world spin a bit. And I could feel my ass raise slightly and then
lower in response to his touches.

	To my amazement, I then heard him say, "OK, now Jasey's turn
again," and I felt his arms on my shoulders, pressuring me to roll
over onto my back... which I did. Audrey's giggle didn't sound so
nervous any more.

	Ted leaned toward me and put one arm around me, covering the
length of my body with his, but moving his other hand back to massage
between my legs again. It was an incredibly delicious feeling, knowing
that Audrey was right there and watching all this go on.

	The alternating kissing and fondling kept up for awhile but I
could tell that all of us were getting more and more passionate as
time passed. At some point Ted rolled so he was completely on top of
me, his weight on his arms on each side of me, and I could feel how
hard his cock was as it pressed against me. We were at the very outer
edge of the bed, and Ted said, "Whoa! We're going to fall off of here!
Move more into the middle, Jasey."

	As I did, I felt Audrey's body pressed against mine from the
side as she leaned towards Ted to kiss him as he lay on me. With
fascination I watched them kiss just inches from my face... felt Ted's
cock twitch and strain against me... felt Audrey lean on me slightly
to make better contact with Ted. Then, to my amazement, I felt
Audrey's hand slide between Ted and I... reaching for his cock, but in
contact with my pussy as well. As she used her fingers to massage him,
the back of her hand massaged me. It was the sexiest feeling I've ever
felt...

	Ted meanwhile was using his hands to unbutton my blouse. I was
braless and my breasts were quickly exposed to them both. Ted's mouth
pulled away from Audrey's lips and moved to kiss and lick and suck on
one breast, as I closed my eyes to feel the delicious feeling. But I
suddenly realized that BOTH breasts were being attended to... and
looked to see Audrey's mouth matching Ted's actions... My nipples were
hard, to say the least. Audrey's tongue flicked back and forth quickly
across the tip, as her hand continued to rub Ted's cock and my pussy.

	We were all breathless... all even in a bit of shock I
think... and all very carried away with how sensual the whole thing
had become. Audrey sat up and quickly removed her clothes. It was the
first time since I was a preteen that I'd seen another woman's body
naked... she was gorgeous. Ted climbed out of bed to remove his
clothes as Audrey knelt down beside me. She reached an unbuckled and
unzipped my jeans, and I rose up so she could pull them down
completely. No words were being said between any of us, though the
breathing was audible.

	I wasn't sure what to do. Who to touch. Where to put my hands.
But quickly Audrey lay down to one side of me, fondling my breast,
teasing and pinching the nipple... and I tentatively reached for hers.
And then... we kissed. It was so strange to feel a woman's lips on
mine... so strange to realize that a passionate kiss from a woman is
much like that by a man, yet softer. Moans escaped from me. My pussy
felt like it was on fire and I thought I might cum just from her
kissing me. I slowly nuzzled my way down her cheeks and neck and then
tasted her breasts with my tongue... long slow licks with the flat of
my tongue in large circles around her dark nipples... Now she moaned
as well.

	It occurred to me to wonder where Ted had gone to, since he
hadn't returned to the bed after getting up to get undressed. I looked
around the room and spotted him sitting on the edge of the other bed,
completely naked, eyes wide, and his hand wrapped around his hard
cock. He looked like he was enjoying the view he had of the two of us.

	Audrey pushed me to my back on the bed and reached to open up
my legs, stroking the insides of my thigh as she did so. She reached
her hand back to my breast, now moving up and down quickly, and traced
a long trail down the length of me with her fingernails. My skin
shivered as she did so.

	When her hand reached my pussy, she moved to kneel between my
open legs. She reached and parted my pussy lips and then kissed me...
long, passionately... on my pussy. Her tongue darted out and found my
clit, already engorged from all that had been going on, and flicked
her tongue rapidly across the tip. I reached and clasped her head with
my hands, wanting to pull her tighter against me, wanting her to take
my whole pussy into her mouth... I was ready to explode and could not
get enough of her hungry lips.

	I became aware of Ted, now standing next to the bed. His eyes
drank in the sight of his girlfriend licking and sucking my cunt. His
hand stroked up and down the length of his cock just inches from my
face. I reached with my head and lips and nuzzled and licked his
balls, then licking my finger to wet it and reaching around him to
find his asshole.

	I probed for a bit until he relaxed and then gently slid my
finger in... deep... and pulled and tugged at his balls with my mouth
as he continued to furiously stroke his cock. I almost couldn't
concentrate on what I was doing. Audrey had moved her head away from
my pussy and I wanted her back, but couldn't see what she was doing. I
could feel her moving around on the bed, though. And soon I felt one
of her legs slide under mine and she lifted my ass up a bit... and
then pressed her pussy tight against mine. And then she started to
rub... back and forth, slowly at first but more and more quickly. Her
pussy was even wetter than mine!

	She reached and put her fist between us, her knuckles against
both our clits and I found myself pushing, rubbing, bucking against
her. I could feel my pussy tighten, readying for climax. "Oh god,
Audrey," I remember saying. As soon as I said that, she pulled away
and said, "Ted, Jasey needs you." Ted, of course, was more than
willing to oblige. His cock was as hard as I'd ever seen one. He
replaced Audrey between my legs, lifted me up by my ass and wrapped my
legs around him. I could feel the tip of his cock against my dripping
wet pussy lips. But he was not gentle. He plunged into me hard and
fast, filled me with his cock quickly and roughly, and then started
pumping; banging at me hard with long fast strokes.

	Audrey now lay beside me, reaching her hand once again to
pinch my nipples and squeeze my breasts. I pulled and tugged at her so
that she moved to where I could get at her pussy. She placed one leg
up over my chest and pushed in close so i could do all the things to
her she had done to me so well.

	We were all moaning and making animal noises at this point.
Even the room smelled full of sex. The candlelight cast huge shadows
against the walls... silhouettes of Ted pumping his cock into me over
and over again. My mouth moved to Audrey's pussy. She reached down
with her hand to open herself wide for me. And then I taste her.
Little tentative licks and tastes at first. I remember the creaminess
of her juices, and being surprised that I liked the taste. My tongue
reached into her pussy further, stiffening like a cock to push deep
inside her and feeling her push against my tongue. As she pulled back
I would lick up the juices that flowed from her... not being able to
drink or taste enough. My tongue traveled up to her clit, immediately
feeling how hard it was.

	My teeth bit gently and then I began to suck on it and lick it
with my tongue... almost giving her a blow job! She moaned and groaned
and thrashed against my face, but I didn't lose contact... I continued
to suck and lick even harder.

	I felt Ted tighten up, shorten his thrusts a bit. I could feel
is cock enlarge even more inside me and I knew he was about to come. I
pushed against him and watched his face grimace in the agony/ecstasy.
I felt him pull away and then thrust long and deep one last time. My
pussy clamped tightly around him and I could feel the head of his cock
pull back and then thrust... and oh god, I could feel him cumming very
very deep inside me. I could feel the hot juices from him hitting the
back wall of my pussy. He yelled as he did so. He cum seemed never
ending, spurt after spurt.

	Audrey was getting ready to come as well. Her clit was stiff
and hard. I reached my hand between her legs and stroked the tip of my
finger up and down the length of her pussy, then inserting it slowly
inside her... just an inch or so... and felt her push down against my
hand. I added another finger and slid both in as I continued to suck
her clit. My face was dripping from her juices. I had given up trying
to drink them all in.

	My tongue flicked back and forth against her clit and I felt
it extend further, like a miniature cock and then she came... great
long rolling moans escaping from her throat. Her pussy clamped tightly
around my fingers so I could feel the rolling of the climax deep
inside her. Her clit pumping in and out as I continued to suck on it.
The juices spurting out from her pussy almost as heavily as Ted's had
spurted from his cock inside me just minutes before.

	The room was silent except for the heavy breathing. Then
Audrey said, "But Jasey... you didn't come yet, did you?" I shook my
head. "Then tell us... who do you want? What should we do to make you
come?"

	I blushed deeply at suddenly being the center of attention.
But I needed to cum so badly that I made myself say, "I want you guys
to just watch me. Watch me while I cum."

	They both laughed and said "OK"... and I spread my legs wide,
as they sat at the foot of the bed. My fingers traveled down to my
clit and rubbed... I was sooo wet. My clit was already hard from
everything that had gone on. But they're watching me masturbate got me
even hotter. My right hand fondled my breasts, pinching and pulling at
the nipples. My left hand fingered my clit and occasionally slid down
deep into my pussy. Audrey knelt down closer and placed two fingers
into my pussy.

	It was as if she'd stuck an electrified cock in me.

	"Oh god... Audrey... I'm going... to... cum!" I screamed. I
could feel my pussy clamp tight, pull deeply, preparing for the
thrusts and waves of orgasms. Just as I was ready to explode, I felt
Ted's fingers on my pussy, then slide down to my ass. I felt his
finger, wet with my own juices, slide quickly into my ass... and at
the same time felt Audrey push her fingers even more deeply into my
pussy.

	And then I came... great sweeping rolls of orgasm that seemed
to never end... pulling at both Audrey's and Ted's inserted fingers,
and pushing them out at the same time. I screamed and moaned and
bucked with the incredible feeling of it all...