Brian kissed his wife and laughed. "Are you serious?"

Shelly grinned. . . OK. . .silly question.

For four years she had been thinking of that night in college when she and her best friend had gotten a little tipsy in their dorm room and kissed. Nothing much had happened, a little kissing, a few quick touches, a lot of blushing, but nothing beyond that. She had been thinking about it since. Mostly hidden thoughts, private fantasies late at night that she never shared with anyone.

Then she had told Brian about it. How she and Carrie had been a little drunk and playful and ended up on the bed kissing without even planning it. How that brief little interlude had haunted her . . . enticed her. . .made her mad with want every time she though of it. They had been married for just over a year and Brian was a very even keel sorta guy, she wanted him to know everything about her. When he had just smiled and listened without rude questions or being a pig about it, it had made her feel she could share anything with him.

He had told her that maybe she should call Carrie. They still kept in touch and maybe she should talk to her about it. . . maybe Carrie was having the same thoughts. Brian wasn't intimidated . . . he knew she loved him beyond words. He didn't want as fantasy always lingering and told her so. He told her that maybe, if Carrie wanted, the two of them should go get a drink and discuss finishing what they started that night.

They talked for a long time about it and came to the conclusion that even if Brian was OK with it, Shelly wasn't. Neither was Carrie really. She liked Brian and didn't want to feel she was cheating with Shelly on him. That's when they started to hatch their plot. They decided that since they both wanted to play with each other and Carrie was single and Brian and she were friends. . .might as well make it a fun night for all of them.

Brian was, as you might assume, not adverse to the idea. How many men would protest when their wife wanted to have a threesome with their hot blonde friend from college. he made sure that Shelly knew she was welcome to do it alone, without him. When she told him they both wanted it this way, all he could ask was, when?

Shelly turned from Brian and kissed Carrie. It wasn't the same as in college. It wasn't some shy, drunken exploration. They both knew what they wanted now and although they were both a little nervous, the kiss had four years of hunger building up in it. Carrie's lips were so soft compared to Brian's, he breath so sweet and tongue to wet. Shelly shivered, a small climax tingled through her body. Four years and the kiss had been worth the wait.

Brian was sitting back watching them, smiling and slowly playing with his cock through his boxers. Carrie looked over at him and blushed and held out her hands. He grinned and came over to them, kissing first his wife and then Carrie. As he kissed Carrie, his wife slipped the girls dress down and off, stripping her naked. She had a tight lithe body, like his wife. She was tanned and tight, Brian slipped off his boxers and let his big cock swing free. This was gonna be a hell of a night.

Both women knelt down and began to play with him and touch each other. Brian just stood and watched them taking turns sucking his cock. The one not sucking him was nibbling and licking the others tits. Then Carrie got down to serious cock sucking, stroking him to full length and swallowing him to the balls. She was an amazing cock sucker, her tongue teasing the head and shaft the entire way in and out.

His wife was busy sucking on Carrie's nipples. She was watching her friend suck her husband and getting hornier and hornier as she did. There was something so erotic about seeing her suck her man. . .watching his cock vanish into her hungry little mouth and knowing, she gave that to him. She began to finger her pussy as she sucked on Carrie's perky tits, biting and nibbling them until Carrie moaned.

Carrie gave Brian's cock one last deep suck and then pulled him out of her mouth. Grinning at Shelly, she pushed the other woman down onto her back so her pussy was aimed at Brian. Brian spread his wife's legs and pressed his cock into her soaking slit. Carrie slipped her fingers down over her friend's clit, feeling how wet she was, playing with her lips as Brian penetrated her.

Shelly moaned as her husband slid all the way in. His hard cock filled her so perfectly. Carrie began to rub her clit in slow gentle circles as Brian started fucking her slow and easy. Shelly begged for a hard fuck but the other two just laughed and kept up the slow steady pace. Shelly could feel an orgasm building, but the pace kept it out of reach . . . growing and growing in intensity.

Carrie leaned over her friend and began to lick at her clit now, teasing Shelly with the tip of her tongue. Her pussy tasted so sweet, musky, tangy. Carrie had dreamed of how she'd taste for so long, she savored each drop of Shelly's juices she lapped up.

Brian started fucking harder and faster and Carrie began to eat her friend for real, licking and sucking her pussy, biting her lips, letting her tongue dip deep into her slit along with Brian's cock. Shelly pulled Carrie over her face and began to eat her as well. Pressing her face up into her friends pussy, she rubbed her cum all over her cheeks and lips, grinding her face into Carrie's dripping wet slit.

Brian pulled all the way out and then fucked back into Shelly all the way and then did it again and again. Shelly's cunt soon began to stay gaping open so that he could pull all the way out and then slam back all the way in full force. The orgasm came closer and closer, she began to tremble and shake as she felt it coming. She licked and sucked Carrie's pussy, drinking in her friends juices with wet slurping noises.

Suddenly the orgasm was burning through her, searing her entire body. Shelly wanted to scream but couldn't, Carrie's pussy covered her face. She thrashed her head back and forth and arched her back as the pleasure became so intense it almost hurt.

Carrie let up and let Shelly breathe again. With a great gulp of air, Shelly groaned loud and shook under her. Carrie smiled and licked Brian's cock as it slid back into his wife. "My turn." She said with a smile.

Brian was happy to oblige. Carrie leaned back and Brian was between her legs right away, thrusting his cock into her dripping pussy. He began to fuck her hard and fast, watching her tight titties bounce from the impact. Then he felt Shelly, still groggy from the orgasm, she had slipped between his legs and started to lick his balls as he fucked her friend. She knew how much he loved to have his balls licked, it was driving him nuts. He hammered into Carrie harder and faster, making her squeal each time his big cock was buried balls deep in her sweet pussy.

He didn't stop fucking her as she came, he fucked faster and harder, making her orgasm intensify until she was unable to breathe at all. She clenched up and Shelly slid down her chin and rubbed her wet pussy all over her neck and breasts. Carrie was so over stimulated she just shook and gasped for air. Unable to do anything, she just drank all the sensations in and then arched her back and shook like a leaf.

Brian pulled out and stepped back. The two woman began to kiss and hold each other, playing with their respective cum all over the other. They kissed deeply and grinned and then looked back at Brian. He was standing there stroking himself fast and hard, they could tell he was near the breaking point.

Crawling over, the both knelt before him and began to play with his cock for him, stroking him fast as they took turns sucking the head and licking his balls. Brian grunted and grabbed both of them by the hair, pressing their faces together until they kissed over his cock head, tongues winding into each others mouth and over his rock hard head. He moaned loud and let go, letting them pull back as he started to shoot a huge load.

"It was worth the wait." Shelly whispered.

Carrie kissed her. "Let's not wait another four years OK?" They both grinned and nodded. Old friend's are always good to have around.