"Underneath"

It was Thursday afternoon and I was looking forward to the weekend. My wife Kelli and I had both had a rough week, lots of deadlines, not enough time, you know the story. At about 5 just as I was about to leave the office, my telephone rang. I almost didn't pick it up, thinking it could be another project or problem that would cause me to stay late again, but I picked it up anyway.

I was very surprised to hear my best friends voice on the other line. Jeff had been a close friend for years until he had moved away five years ago. We hadn't seen each other but once since he left, and only talked a couple of times a year. Jeff told me he was coming into town and wondered if it was OK if he stayed with us. The question was unnecessary as he knew he was always welcome. Jeff said he would be in on Friday and would stay for about a week. I was delighted to hear from him and looking forward to being able to catch up on what has been going on for both of us.

I got home and told Kelli that Jeff had called and would be in the next day. At first Kelli was upset because she had planned on spending the weekend alone with me, and frankly was disappointed. I told her that I was a little disappointed myself, but we may as well take advantage of the time with Jeff since we were committed. Kelli agreed and we went on about getting our dinner.

On Friday I went to work and worked to try to tie up a lot of lose ends and finish up the projects I was working on. I needed to pick up Jeff at the airport at four that afternoon and wasn't sure I could make it. I finished up at about two and had just scratched through the last item on my "to-do" list when the phone rang. It was Jeff calling to let me know his plane was delayed. Jeff told me that his new schedule would put him into town about ten that night and he apologized. I told him not to worry, that I would take Kelli out to eat and we would see him at about ten.

I called Kelli and told her that we would be going out to eat and that we didn't need to be to the airport until ten. "Well," Kelli said, "Maybe we could just go home and see if we can't spend a little time together before we have to go to the airport." I caught her meaning from the tone in her voice and quickly agreed. I told her I was through for the day and would be heading home soon. Kelli told me that she was almost through for the day as well and would meet me there.

When I got home, I jumped in the shower and was letting the hot water wash all the tension from my body when Kelli stepped into the shower. "Thought you might need me to scrub your back" she said. "That would be fine, especially if you let me wash your front." I told her. We took our time in the shower gently washing every square inch of each other. This was really exciting and we were both getting very hot. Kelli got out of the shower and wrapped a towel around herself and went into the bedroom. I dried off and followed her thinking about what we were fixing to do.

Kelli lay down on the bed and told me to come over and kiss her. I walked over, leaned over the bed where she was laying and kissed her on the mouth. "Not there." She said and took my head in her hands and guided my mouth to her nipple. I began to suck and lick each of them, Kelli began to moan with pleasure. She took my head in her hands again and pushed me down between her legs and moaned "eat me please, put your tongue in me","and I responded with my mouth. Kelli had her first orgasm after only a few minutes and I was so hot for her that I couldn't stand it. She rolled me over and started kissing her way down my body. Just as she had my cock in her mouth, the phone rang.

"Hello" I almost yelled in the phone. "Rick, believe it or not, I am early. The airline switched me to another flight that was a direct flight." Jeff said. "We are on the way." I said. Kelli, who had kept sucking on my cock, looked up at me and said "Let me guess, Jeff is at the airport." "Right, let's go." I answered.

Kelli couldn't keep her hands off of me on the way to the airport. Once, she took my cock out and started sucking me as we went down the road. I had to make her stop so that I could concentrate on driving. I placed my hand on her leg as we rode and slid my hand up under her skirt to find she had nothing on underneath her dress. "Nice" I said as I touched her and made her squirm. "That feels good." She said. As we drove down the highway, I noticed a man in a pickup looking in the window at us while I was touching Kelli. I said, "don't look now, but someone is watching us from the truck next to us." "I know, he has been watching for a couple of miles." She said, "It kinda turns me on to know that he is watching you put your fingers in me." I was quite shocked, Kelli had never indicated anything like that before. She opened her legs wide and pulled her dress up to her waist. It was certain that she was giving this guy a clear view and it was also clear that she was loving it. "Do you like showing off?" I asked. "Will you be mad if I say yes?" she asked. "Not at all." I said. "I rather enjoy letting you show it off, and I like that you make other men hot for you." At this, Kelli took her hand and started touching herself and looked directly at the guy behind the wheel of the pick-up. I thought the guy was going to wreck when Kelli took her fingers out of her pussy and began to lick and suck them. We were coming up to our exit and I told Kelli that she would lose her audience shortly. "I was just beginning to enjoy it" she said as I pulled off the highway. Kelli waved at the guy as he kept going. Kelli was very hot. "Please stop and fuck me" she said to my surprise. "I can't, we aare almost to the airport and Jeff is waiting. "OK, she said, but I am very hot and need a good fuck.".

After I had parked and kelli had pulled down her dress and straightened up. We got out and headed for the terminal. We had just entered when I spotted Jeff with his luggage headed our way. "Hey Jeff" I yelled waving my hands so he would see us. Jeff spotted us and headed over to us. We hugged and then he took Kelli in his arms and gave her a hug and a kiss. I noticed that Kelli held the kiss a second longer than she should have and I think jeff noticed too, but didn't say anything except how glad he was to see us.

"I would love to stop and have a drink on the way home if we have time." Jeff said. "sounds good to me." Kelli said. I headed down the road keeping alert for a bar. I spotted one and pulled into the parking lot. I parked and got out, noticing that Kelli got out the other side of the car after Jeff. I couldn't help but see that her dress rode up her legs as she scooted out, and that Jeff got a good view of Kelli's pussy as she got out. Neither of them acted like they had noticed. I could feel my cock getting hard.

We went in and found a booth at the back of the dimly lit room. There was a small crowd, but there was room on the dance floor and room to walk around. Kelli said she was going to the bathroom and to order her a drink. After she had gone, Jeff looked at me and said, "what's up with Kelli? She is acting very weird tonight." I told him about having the phone ring at the wrong time and the ride to the airport. I didn't tell him all the details, but wanted to see his reaction. "So, you think she liked being watched?" he asked. "I think she did. I think she liked it a lot. Did you notice how she let her dress ride up when she got out of the car? I think that was on purpose so you would get a look." I said. "I am not trying to hit on Kelli" he said quickly "I didn't try to look at her." "I know that, and relax, it it a turn on for me and I am not angry with you." I said. "You are my best friend and kelli has always liked you a lot too." I continued, "just relax and enjoy yourself. Kelli will do what she wants to do and will not do what she does not want to do. I am OK with anything she wants."

Kelli came back just as the waitress showed up and we ordered a round of drinks. "Dance with me?" Kelli asked looking at me. "Sure" I said getting up and leading her to the dance floor. Since it was a slow song, we pressed our bodies together as we moved together. "Did you enjoy letting jeff look up your dress when you got out of the car?" I said in her ear. "What?" she asked acting startled. "I never let Jeff.." she started and then paused "did he say something?" she asked. "No, but I saw him looking, and I think he was getting turned on by it because he was sure adjusting his pants a lot on the way in." I said. "You know, I think it would be really cool if you gave him a little show tonight." I said "You can show him as little or as much as you want, just a thought though." I suggested. "You would be OK with that?"she asked. "I am not sure I want to do it again, but it gave me a real tingle when I let my dress go up in front of him." She said. The song was over and we headed back to the booth. Kelli slid in between Jeff and I. I noticed that her dress was still "proper" and I was a little disappointed. I told everyone I was goig to the bathroom and got up and left them together. When I returned, Jeff and Kelli were sitting just as I had left them. I sat down next to Kelli and put my arm behind her on the back of the booth. I reached up and picked up my drink and noticed that Kelli's dress was much higher than it was when I left. I sat back up and put my elbows on the table. There was a band setting up and beginning to do sound checks which made it a little harder to hear. I leaned in front of Kelli, and as I did, I put my hand on her leg just below her skirt. I asked Jeff about his job and as I leaned back, I pushed Kelli's dress up a couple of more inches. Kelli turned and looked at me and smiled. I knew she knew what I had done, but she didn't put her dress back down.

We continued to talk and had a couple of more drinks. The band had begun to play, and so any time we talked we had to lean together to hear the conversation. I noticed that Kelli leaned over to Jeff and said something to him and she put her hand on his thigh as she did. She left her hand on his leg as we talked and every now and then when I looked, she had moved her hand up his thigh until it was close to the top of his leg. Kelli leaned over to me and whispered in my ear "I think I am getting Jeff horny because he is moving around a lot just from my hand on his leg. Do you think I should brush my hand against his cock by mistake?" "I don't think it would be by mistake if you plan it" I said,"but I think it would give him a thrill." "He will think it is an accident if I handle it right, just watch." Kelli said. I watched as kelli knocked her napkin on the floor and bent down to get it. As she bent over, her Right hand brushed Jeff's lap and I was sure Kelli had hit her mark. Shortly after this, Jeff leaned forward to ask me a question and I noticed his hand went to kelli's thigh, where her dress had now been pushed up very high showing a lot of leg. Kelli didn't react, but just looked at me as we talked.

In a short time the band was playing some very nice music and we all were just listening and relaxing. Kelli sat between us and I had my hand on her inner thigh. Every now and then I would move my hand up and touch her pussy for a few seconds. She was very turned on and after a couple of times, she was very wet. It was easy for me to put my finger inside of her. Sometimes I would notice that Jeff was watching what I was doing. Jeff got up and went to the bathroom and I told Kelli that I wanted her to let Jeff see her pussy and if she could, to get him to touch her without talking to him. She hesitated, then said "I don't think I can do that."

When Jeff sat down, he put his hand on Kelli's right leg and leaned over and told me he had ordered another round. I reached down and put my hand on Kelli's right leg. Jeff noticed and looked at me and I smiled at him. I pulled a little on Kelli's leg and she spread them further apart. When she did this, her dress went further up and you could see that her pussy was almost in view. I began to move my hand very slowly up her leg as we sat and drank our drinks, inching up ever so slightly and ever so slowly. When I reached her pussy, I inserted my fingers and began to slowly move it in and out. I felt Kelli began to move on the seatt moving very little, but enough for me to tell. She would move to meet my hand as I pushed my fingers in and out. When I looked at Jeff, he was watching me touch Kelli and Kelli was leaning back in the seat with her eyes closed.

I took my fingers out of Kelli's pussy and put them in my mouth. I then reached over to Jeffs hand which was still on Kellis leg and moved it up to her pussy. Kelli was still leaned back with her eyes closed and she began to moan as Jeff inserted one and then two fingers into her. I pulled her right leg and she opened her legs even wider. Now Jeff and I could clearly see his hand and his fingers going in and out of Kelli. Since it was very dark in the corner where we were and since no one seemed to be paying attention, I scooted down to the floor and moved my head between Kelli's legs, moving Jeffs hand out of the way,and I began to eat Kelli's pussy. Kelli grabbed my head and pulled my face hard against her as she had an orgasm,, she leaned over and began to kiss Jeff as she cam, and I saw her hand go to Jeff crotch. "Can I get you another round" the waitress said, making me jump and hit my head on the table. "I think you could use one to cool off." The waitress said. I climbed back onto the seat just as Kelli said, "No, I think we are going to go now.". We got up and headed for the car.

On the ride home, Kelli said "I can't believe you did that to me in public. I also can't believe I let you do that to me in public." "But, it was the best orgasm I ever had.". "I sure enjoyed watching." Jeff said. "You didn't just watch. I saw you with your fingers in Kelli's pussy and I saw you kissing her when she was having her orgasm.""Yeah, that was a lot of fun." He said. "It sure was fun." Kelli said as she leaned over and kissed Jeff long on the mouth. I saw her hand go to jeffs crotch again as they kissed. Kelli reached down and started rubbing Jeff's cock through his pants. "Can I take that out?" Kelli asked Jeff. "I wish you would let her" I said, "if you don't, she is going to want to suck me while I am driving and that could be dangerous." I didn't have to say anything though, Kelli had already taken Jeff's cock out and was sucking on it. I was getting very hard watching Kelli suck on Jeff. "Wait, I'm going to cum" Jeff said. Kelli stopped and looked up at him. "I don't want you to cum yet, because I want to fuck you first." She said.

We made it back to the house and it was plain to see that we were in for a night like we had never had before. As soon as we got in the door, Kelli took off her dress and bra and started kissing me. I rubbed her back as we kissed and started taking off my clothes. "You better get undressed too" I said to Jeff. "I can't bellieve this is happening. I have wanted to have a threesome with you two forever and never thought it would be a reality." Jeff said. "We never thought about it, but it sure is going to be fun." I said as Kelli knelt down and began to suck me. Jeff moved over and held his large cock next to Kelli's mouth and she looked up at me as she took it in her mouth. What a turn on to watch. As she sucked Jeff, I walked around as she got on all fours, never losing Jeff's cock. I pushed my cock into her and she let out a loud moan. It wasn't long before I started to cum. I shot my load deep into Kelli just as she climaxed. Jeff wasn't far behind her and Kelli swallowed every drop, something she had never done to me. Kelli got up and kissed Jeff, turned around and then kissed me.

We went to the bedroom and all three of us fell into the bed with kelli in the middle. Jeff started sucking Kelli's nipple and began to kiss his way down her body. "Are you going to eat my pussy after Rick shot his cum in me?" Kelli asked looking down at Jeff."Is that OK with you? I have always wondered what it would be like to eat a pussy after it has been fucked and I really want to eat your pussy. Since Rick is my best friend, I thought it would be OK." He said. "I find it very exciting, I just wanted to keep you from doing it if you didn't know that Rick got off In me" Kelli said, "In fact, that makes me very hot, please don't stop." "Oh yes" Kelli moaned as Jeff began to eat her pussy. "Eat my pussy, suck all the cum out of me." She said. I began to suck on her nipple and she really started responding, next thing I knew, Kelli was pushing my head down to her pussy where Jeff was already eating her. "Eat me too baby I want two tongues eating me out." Kelli moaned. Jeff and I took turns licking her and putting our tongues inside of her. Kelli must have cum two or three times. Jeff stood up as I continued to lick Kelli's pussy, then he moved in and his cock was right next to my face. I moved out of the way enough for him to enter Kelli. She let out a loud growl as his large cock went into her. Jeff on his knees between Kelli's legs was going in and out of her very slowly. I moved up and began to kiss Kelli as Jeff pumped his large cock into her.

Kelli screamed with another large orgasm and jeff slowed his pace while the orgasm subsided. He then took his cock out and rolled kelli on her side facing me. He lay down behind her and lifted her leg over him. Kelli leaned back against him as his large cock entered her from behind. I started sucking kellis nipples as Jeff began to go in and out of her again. Kelli reached up and grabbed my head and again pushed it down towards her pussy. I kissed and licked my way down to her pussy. I was shocked to see that I had room to get my tongue to her pussy as Jeff fucked her from behind. I began to eat her and she rolled backwards a little to give me better access to her while she was getting it from behind. I licked her and I could tell it was driving her crazy as she began to cum almost immediately.

Jeff continued to fuck her and I continued to lick her pussy. My tongue would lick and suck her and would come into contact with Jeff's cock while I ate Kelli out.Jeff pulled out and stood up and walked around to my side of the bed. "I rolled onto my back and moved up next to kelli. Kelli leaned over me as Jeff pointed his cock in her direction right above my face. It was so hot to watch Kelli suck him not two inches from me. Kelli took her mouth from Jeff cock and began to kiss me, putting her tongue deep in my mouth. I sucked it and tasted Jeff's cock on it. To my surprise, Kelli had Jeffs cock in her hand and moved it to my mouth as she continued to suck it. "Suck it with me, please suck it with me" she said. I took Jeffs cock in my mouth and began to suck and lick it. Kelli and I kissed each other with jeffs cock between our mouths. It was a real turn on.

Jeff pulled away from our mouths and moved down the bed, Kelli watched him as he took my cock in his hand and began to stroke it, while with the other, he began to touch kelli's pussy. Kelli rolled onto her back next to me as Jeff climbed onto the end of the bed. He began to lick and suck on kelli's pussy as he continued to stroke my cock. Kelli watched him as he moved over to my cock and began to lick it and soon had my entire cock in his mouth. Kelli leaned over and began to kiss me. "I really love watching him suck you, and watching you suck him too." She said. I sat up and Jeff continued to suck me as I moved back against the headboard. Now as Jeff sucked me, Kelli was able to watch as it was very close to her face. She leaned over and began to suck me with Jeff. Soon I was about to cum and I told them so. Jeff took my cock out of his mouth and began stroking it very slowly while stroking himself at the same speed. Kelli began to touch herself watching as jeff stroked himself and me at the same time. I reached over and took Jeffs cock in my hand and began to stroke him. "You like to watch me do this" I asked. "Oh yes, very much. Please suck it again for me while I watch." She said.

I leaned over and began to suck jeff's cock. I really began to enjoy it very much and I could tell jeff enjoyed it too. It wasn't long before Jeff said he was going to cum. I pulled my head off his cock just as he shot a large load of cum all over my hand and Kelli's leg. Kelli spasmed with an orgasm as she saw me bring Jeff off. Jeff had stopped stroking my cock as he came, but now had begun to stroke it again. I lay back and he took my cock into his mouth once again. Kelli leaned over and kissed him as he sucked me "Make it shoot off for me." She said to jeff "I know you can make it cum, you want to make it cum don't you." She said. "Yes", Jeff said as he stopped momentarily. "You want to taste his cum in your mouth don't you, that's why you wanted to eat my pussy with his cum init?" Kelli asked "Yeah" Jeff said as he continued to stroke me. "I really want to taste his cum in my mouth and want him to cum in my mouth." Jeff said and began to suck again. "DO it" Kelli said. "Make it cum, you can do it." She said. Kelli moved to the bedside table as she continued to urge Jeff to suck me off. I saw her take out her vibrator and put some oil all over it. Then while she was still telling Jeff to suck me, she moved up behind him and moved the vibrator up against his ass. Jeff stopped and looked at Kelli "What are you doing?" he asked. "You have wanted to try sucking a cock haven't you. I can tell. You also wanted to try being fucked, and that is what I am going to do. I am right aren't I?" she asked. Jeff didn't answer, he just went back to sucking my cock only now he really was getting into it. I saw Kelli slide the vibrator into Jeff and he began to pump his cock and suck me as kelli began to slowly fuck him with the vibrator. I shot my load just as Jeff shot his all over the place. Jeff swallowed every drop of my cum as Kelli slowly removed the vibrator from his ass.

"That was fantastic" Jeff said falling to the bed. "I was right wasn't I?" asked Kelli. "Yes. I have been wanting to have a bisexual experience for a long time. I have also wanted to go to bed with the two of you for a long time too. How did you know?" he asked Kelli. "Well, when you wanted to eat my pussy after Rick had cum in me, I figured it out." She said. "Are you angry?" Jeff asked me. "Not at all. I have had a fantasy about a threesome with you too. I hadn't included the bi part, but I really enjoyed that too. I am thinking this week will be a lot of fun for all of us." I said.

We all went to bed to sleep as it was now five in the morning. We all fucked and sucked as often as we could. Jeff will probably be back more often, and maybe Kelli will have nothing on underneath when he gets to town again.