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Friends with Benefits (MFF)

Several weeks ago, we all began to chat in an instant messenger chat. Needless to say, the conversation became very heated...leaving all of us wanting more. I finally got the nerve to suggest to the two of them that we meet and make our dreams come true. After much talk, we all agreed and began to look for a time and place to make it happen.

We finally agreed on a plan to meet at a nearby hotel and just relax and see what happened. By the time we met and got in the room, Kim and Maria had already had a few drinks and were getting relaxed and in the mood. Kim is a beautiful blonde with absolutely gorgeous breasts that get lots of attention when she's in the room. Her eyes are like pools of springwater that sparkle with sexual energy. Maria is a Hispanic woman with an ass that would make J-Lo proud. Her long dark hair and green-hazel eyes make for an incredibly exotic package. I was looking forward to seeing these two beautiful, sexy women in a more relaxed, private setting.

Our time was limited, so little time was wasted when the door to the room shut behind us. I crawled up on the huge bed and the ladies cuddled up on either side of my under my arms. As they looked into each other’s eyes, they were drawn to each other and there…right over my chest…these two visions of sexuality shared their first woman to woman kiss. I got a front row seat from just a few inches away. How exciting to watch their tongues dance lightly together and hear their sighs of excitement. After a minute or so, Kim looked at Maria and said, “Kiss him…I want to see you kiss him.” Before I go farther, let me tell you about the lips that were about to kiss me. Maria’s lips are every man’s (and woman’s) fantasy. For a long time I had dreamed of those lips kissing mine…so soft and full. Of course there were other places I had dreamed of those lips on my body, as well, and that was soon to come.

Maria and I shared an erotic wet-dream of a kiss and then she pushed me to Kim to look into those blue eyes and kiss her. Kim and I have been friends for a long time with and electric sexual energy between us. This had been coming for a LONG time! Before I kissed her, I told her that I couldn’t believe that this was finally going to happen! Then, IT DIT! How incredible to take her in my arms and share our first kiss. Before I knew what happening the girls were undressing and then undressing me and then we were back in the same position taking turns kissing and fondling each other before we shared a 3-way kiss that I will never forget!

As the kiss broke, Maria looked at me and said, “I want to taste her pussy…my first pussy.” So while she kissed her way to Kim’s lovely lips, I held Kim and licked and sucked her perfect breasts. I knew when Maria had hit the spot by Kim’s sharp intake of breath. “OH MY GOD, that is incredible,” she breathed as we kissed with increasing passion. What a turn-on to watch as one woman of my dreams writhed in passion as another was causing it with strokes of her tongue.

After watching for a minute, I joined Maria between her legs and our tongues dueled on her swollen clit. Kim was squeezing her breasts and pulling at her nipples while I licked her and Maria’s finger played around the entrance to her pussy. Soon, too soon, Kim pushed us aside and said, “It’s my turn…I want her pussy, NOW!” Before long, I joined her and both our faces were smeared with juice from a Latin pussy that was wet and begging for more. Kim moved to the side to let me flick at her clit but kept her finger inside Maria, trying to play with her G-spot and increase her pleasure.

Maria pulled me up and cleaned her juices from my face with her talented tongue. And then, with a gleam in her eyes, she said, “It’s about time you get some attention, too.” Then the two of them pushed me to my back and while looking me straight in the eye began to play with my cock that was raging at attention. First one, then the other, sucked me into their mouths and as Kim took me completely in, Maria began to suck my balls. Of course, the sensation of two mouths was incredible…something that I thought I would never experience. But even more that the physical pleasure was the mental pleasure…the overwhelming thrill of having a 30 year old fantasy being fulfilled! And as the two of them licked on either side of my cock, the tongues met and they spend as much time teasing each other’s tongues as they did on my cock. WHAT A RUSH TO WATCH!!!

Kim told me she wanted to watch my cock disappear into Maria’s soaking pussy. So Maria got on all fours and looked over her shoulder and told me to hurry up and get inside. Kim took my prick in her hand and guided into the heat of Maria’s cunt. She was SO wet that she seemed to suck my all the way in to her until my balls were resting on her clit. She didn’t wait for my thrusting…she began bucking into me like her ass had a mind of its own. And speaking of her ass….every time I thrust into her, her ass jiggled and bounced with an intensity that would make a monk want to jump right it. Kim’s eyes grew wide with the sight of our fucking. But she was never far away. Soon her hand was on Maria’s ass and rubbing up and down…teasing her asshole while my cock was ramming her from behind.

Maria broke out a stash of toys she had brought with her to enhance our time together. She grabbed one and quickly turned on the vibrator and slid it right down to her throbbing clit while I was fucking her from behind and Kim was using one hand on her breasts and the other on her ass. She was getting a sensory overload! The intensity quickly built until Maria was exploding with an orgasm. She just got lost in the sensation and basked in the aftershocks of spasms running through her beautiful body.

Now, I don’t mind telling you, I was wondering how in the world would I ever be able to keep up with these two sexy creatures without having my own orgasm too quickly. And as Maria came all over my cock, flooding it with her wonderful juices, it was everything I could do to hold back and not empty myself inside her. But there was too much left to experience… too much pussy to explore…too much sucking and fucking left to stop now!

Soon, I was kissing both the girls again and Maria’s hand was pulling my still-hard cock into Kim’s tight hole. As I looked right into her eyes, with Maria’s help, my cock slowly pushed into Kim. I can’t even begin to describe the intensity, the steaminess of the moment. Here I was looking into the beautiful eyes of my close friend, about ready to drown in those pools of blue, while her pussy was all around me. It felt like my cock was going to just melt inside her! I bent down and as I thrust into her for the first time, I kissed her and she pushed her tongue into my mouth and for a few minutes, time stood still.

Maria came and joined us and began to kiss her and then we used our mouths to give attention to her wonderful breasts. Kim was quickly nearing her own orgasm and whispering, “Don’t stop…don’t stop… don’t stop.” Maria took her toy and tickled Kim’s clit with it and soon Kim’s body was racked with her first orgasm of the day.

It was time for a little break, so I went to get something to drink and sat on the sofa in the room and then the girls came over to join me. The next thing I know, Kim is pouring her cold drink over my cock and the two ladies are all over me again. Soon, we were on the bed for the next round of play. Things all begin to run together. Mouths and nipples and pussies and cock were in a constant state of arousal and stimulation. At one point, the girls were kissing…one laying on the other. I was behind themsliding into one pussy for a few moments and then into the other. What a huge fantasy come true!!! Then I pushed both girls on their backs and fucked them both, one after the other and then back to the other while they were kissing and licking and sucking.WOW!

Soon, I was fucking Kim and she had a vibrator on her clit and I pulled out to watch. Maria went to her magic bag and pulled out another vibrator and, while Kim had one on her clit, Maria slid the other deep inside her. Kim quickly zoned out and started climbing toward release. She looked at me and said, “Come, put your cock in my mouth!” Being a gentleman, I did as the lady requested!

Kim later told me it was like having a cock in her pussy and one in her mouth, which is another fantasy of hers. Whatever it was, she had the most incredible orgasm. She told us it had to be the most intense of her life. I was thrilled to just be a part of it!

Then it was time for me to fuck Maria again. I pushed her on her back and jumped right in. As we started in rhythm, Kim joined in with kissing and stroking again until Maria was satisfied again. I rolled over and fell on my back…exhausted. I’d been trying to keep up with these two and please them for an hour and a half and I was wiped out. BUT, I still hadn’t cum. The girls knew our time together was coming to an end and they both descended on me and said, “It’s your turn!!!”

I started to move and they pushed me back on the bed and told me to relax and they started sucking me and stroking me and kissing me. First one sucking , then the other. Finally, Maria was sucking me and Kim kissed her way up to me and bagan kissing me and then my neck and ear and started whispering in my ear. “I want you to cum…I’ve been waiting for so long to share your cum with her. Cum in her mouth so I can go kiss her and share it with her. Don’t wait anymore…I want her to taste you NOW and I want to taste you from her tongue.”

Well, who am I to disappoint a lady. I could feel it rising up inside and I exploded into Maria’s mouth and Kim left my ear and went to share it with her. WHAT MORE COULD A MAN EVER WANT! I watched as they licked and sucked every drop of my cum and shared it…kissing passionately over my cock.

After a lot of kissing and cuddling, we finally got cleaned up and ready to leave. While Kim was adding final touches to her make-up, Maria and I were kissing and she stopped and looked me in the eye and told me to bend her over and fuck her again. She pulled her jeans down and I pushed her over the bed and my cock slid into her again. Kim turned around and said, “That is so fucking hot! We need MORE time!” I pulled from Maria and we made a pact to do this again….SOON!