I'll start this by saying that this story is purely fantasy. There was certain attraction between myself and the girls involved, but due to age difference and not wanting to screw up friendships nothing ever happened but this is how I would have liked it to.
It was a Friday night and I was sleeping at my friend Mark's house after we've had a few beers. Most of the night we hung out with his step-sister Melissa and her friend Mary. Throughout the night I couldn't help but steal glances at Mary's beautiful ass in the tights that she was wearing, and since she was wearing a v-neck t-shirt whenever she bent over it was very hard to resist peeking at her cleavage, and she has a pretty big rack.
Fast forward a few hours and we are all in bed, Mark is in his room, Mary and Melissa are in Melissa's room, and I'm in the basement when I remember my car is parked on the street, and I need to move it into the driveway. My keys are in Melissa's room because that's where we started hanging out that night. So I go upstairs and go to Melissa's room and give a gentle knock before entering. Mary isn't in there so I assume she is in the bathroom, and Melissa is standing there holding a towel to cover herself. I explain about the car and grab my keys and leave. Now I just saw a girl basically naked so I'm sporting a semi coming out of the room, so I stick my hand into my shorts to adjust myself. As I'm doing that Mary walks out of the bathroom so I quickly pull my hand out, but she still saw something. I quickly mutter something about moving my car and getting the keys and move on my way.
I come back inside from the pouring rain after moving my car, and as I step into the kitchen to leave my keys on the table and Mary is standing in the hallway.
When she sees me she says 'you're soaked, is that what you're sleeping in'?
I tell her that it is, and with a grin on her face she says 'I think Melissa has a shirt in her room that you can wear.'
She then leans forward to grab my hand and lead me into Melissa's room, and as I look down at her cleavage when she leaned toward me I realized she was no longer wearing a bra. As I walked into the room she turned around and walked past me to close the door. Mary walks past Melissa, now in bed under the covers, to a pile of clothes and picks up a shirt. She turns around and hands it to me and says 'here you go this should work.'
As I look at the shirt I say 'I don't think this is going to fit me, it looks pretty small.' To which she responds that it only looks that way, and that she's sure it'll be fine. So I turn around to walk out and Melissa says 'why don't you try it here just in case it doesn't fit we can give you a different one.' So I reach back to pull off my t-shirt and it sticks to my back because of how wet it is. So Mary steps over and says 'here let me help.'
So Mary steps up face to face with me and reaches behind me and slides her hand under my shirt and gently caresses my back before grabbing my shirt to pull it off. As she lifts my shirt over my head I raise my arms so she can pull it all the way off. She then takes a step closer to me to reach behind me for the shirt I am going to put on, pressing her breasts against me. At this point I'm more than a little turned on and my body is certainly reacting to it, and I'm sure that Mary noticed when she reached for the shirt.
She then holds the shirt up between us and declares 'you're right this shirt is way to small for you.'
As she lowers the shirt down she reveals her own white t-shirt which is now just wet enough to reveal her nipples from where she presses against me. As I can do nothing but stare at her nipples, she looks down and sheepishly says 'looks like you got my shirt a little wet, I guess I'm gonna have to change now too' and gives me that same devilish grin she gave me in the hallway.
At this point I'm sporting a full hard on and it is a clearly visible tent in my shorts. So I say 'I don't really need to wear a shirt while I sleep, thanks anyway though, I'll see you tomorrow.'
But Mary is still in between me and the door so I can't get out. Then Melissa says 'don't be silly I'm sure there is something here that's going to fit you, we just need to figure out your size a little better, I'll help.'
And as I hear Melissa behind me getting out of the bed Mary says 'can you get one for me too' and pulls off her shirt revealing her beautiful, large, firm breasts, which have visibly hard nipples at this point.
To which Melissa replies 'I need to see how big he is first' as I feel a hand grab hold of my penis, and look down to see Melissa's hand reaching around from behind me beginning to rub up and down, and feel her bare breasts press up against my back, as I come to the realization she was naked this whole time underneath her blankets. Mary then reaches both hands around behind me and slips them beneath my waist band onto my ass, and slowly slides them around to the front before pulling down my shorts and boxers at once. Melissa places her hand back around my penis and begins to stroke me as Mary, who went down to her knees as she pulled my shorts down, begins to cup and massage my balls.
At this point it is obvious they planned this to happen, so I figure what the hell and say to Melissa 'why don't take her place down there, and get a better angle so she can lose the sweats'?
So Melissa gets down on her knees, drops a nice glob of spit of my dick and starts jerking me off like a pro while Mary stands up and takes off her pants. As she is doing that I reach out and start to fondle her tits, and then put my arms around her and grab her nice ass and pull her to me and we begin to make out as I gently brush over her nipples and I circle them with my fingers before pinching them. Then I move my hand slowly down her stomach until my finger slides right along her slit which is soaking wet already. So I begin to tease her by continuously running my finger up and down her slit before I slide two fingers up her before she knew what happened she was trying to stifle her moans as I hit the G-spot.
After giving Mary a couple of orgasms I suggest we move to the bed and the girls can switch positions. So we get on the bed and Melissa and I lay down next to each other and begin to make out while Melissa mounts my legs and continues the greatest hand job I have ever had. After I bring Melissa to a few orgasms I tell the girls that I can't hold back any more that I need to cum they both get up and kneel on the floor, so I stand over them and stroke myself until I am ready to cum then let loose all over their faces and breasts.
I then slip out of the room and head back to the basement and go to sleep. The next morning we all get up and have breakfast together giving no hint to what happened to anyone. I gather my things and get ready to go as Mark has some errands to run and family to visit. After Mark gets in the shower I go upstairs to grab my keys, and pass Mary coming out of the bathroom on the way. I quickly grab the keys and quietly hurry my way back toward the door before she gets to the living room and as I pass her I give her ass a nice little pat which causes her to jump. I then turn around reach behind her and give her ass a squeeze, wink and put that same naughty smile on my face and say next time and turn around to walk out the door, but not before getting my ass slapped and turning around to see her smiling right back at me.