Late Night With My Friend

     I introduced you to my friend in my story Baby Got Back, here https://www.solotouch.com/story/baby-got-back-74856#gsc.tab=0 Some time after that, now years later I can't remember whether it was six months or the next year, though I know it was at least one apartment later, and we were together again. It was very late, early, about 2:00 a.m. and we'd both come back from separate outings with friends, she having said earlier in the evening when we'd crossed paths that I should stop by on my way home, if I wanted, she might be back. 

     That got the attention of the couple of my buddies that were with me but that's another story.

     I buzzed her room from the lobby and she buzzed me up and when I got there she was already dressed for bed, a long t-shirt and maybe panties, maybe not. I told her I could just head home if she was already going to bed but she said I should just stay and sleep with her. We'd done this a couple of times already and that's literally what we did, that one instance described before excepted (and I sure slept great after that!) just sleep together, no sex, no cuddling; though each time we'd woken up in the morning snuggled together, with me either hard and poking her somewhere soft or on my way to full tumescence, which she seemed to take in stride but made no effort to address. While it was kind of embarrassing then, now it just seems funny, but after humping her to climax that one time I'd kind of "gotten it - or her - out of my system" at least to the point that I didn't find her so terribly distracting when we were together, even in the same bed, and I was also then able to much more happily masturbate to her when on my own.  She'd asked me some time after that first night if I masturbated thinking of her and when I admitted that I did I'd asked her if my masturbating to her made her uncomfortable and she said, "no, why would it?" like it was a silly question.  Whether she acted in a reciprocal manner in my absence I never asked and she never disclosed. I had the sense that either way she answered, and whether she did or did not, my knowing so and her knowing that I knew would only complicate our already somewhat unorthodox friendship. 

     So, this night I stripped down to my boxers and we crawled under the covers together in her full-size bed, she rolled over and turned off the bedside lamp and either because of the hour or the alcohol we'd both consumed while out clubbing we both fell asleep very quickly after talking about non-sexual stuff for only about ten minutes. She'd actually had a bit more than me I surmised because she was a bit "giggly." She zonked out before I did and had this cute little smile on her face which was the last thing I remember ... 

     Then her cordless phone was ringing and it's really nasty ring and she was rolling over to her edge of the bed reaching for it and it was after 3:00 by her bedside clock and, oh, great ... it was her boyfriend. Well, really, as I thought of it, the guy she was currently f--king because that seemed to be her "thing" - a new guy every few months, OK, maybe 6 months. I don't mean to be uncharitable ot was just that she was dating for fun and while it wasn't my thing, I didn't fault her for it.  A few of my friends did it and in the '90s if you were in your 20s that's what many did, or wanted to do. I did too, sometimes. Want to. I mean. But that's not how I was brought up. And ... it's not like the women were clamoring to jump into bed with me. 

     I wasn't jealous of the guys she slept with, neither before and certainly not after I'd humped her that time, which made me realize that my interest in her, beyond being friends, was actually pretty much physical. I wanted her, sure, but I'd never considered seriously dating her, and I didn't love her, at least, not in any way other than as a friend. 

     OK, a friend I loved and who I wanted to f--k, but knew I wasn't going to, and I was, and I guessed she was. OK with that.

     Kinda weird? Yeah, I know. 

     Lying next to her as she spoke with M---. I knew his name, had seen a couple of pictures of the two of them, but had never met him, I was wondering how this was going to turn out. I could hear both sides of their conversation, him more than her because she was trying to be quiet, speaking in barely more than a whisper and I realized that she must have thought I was still asleep and also probably didn't want her boyfriend to know that I was in bed with her (even though we weren't doing anything.)  So I just lay where I was, my eyes closed, not wanting to make a sound to tip him off that I was there and maybe make things difficult for her, and at the same time not eavesdrop on their conversation. 

     My latter thought was confirmed when she rebuffed his repeated suggestions that he come over so they could f--k. 

     Wow, OK, ... Awkward.  

     I will admit that part of me was trying not to laugh. He sounded like he wanted it bad. Whether she did, too, I wasn't sure, but she genuinely seemed a bit distressed. Whether because she wanted to get f--ked but I was inconveniently sharing her bed or she just didn't want him to get suspicious by her insistence that he not come over, I wasn't sure. It wasn't like she was cheating on him. Sure we'd (well, just "I" really) had fooled around with her, once. But that was then and this was now and it wasn't like I we were going to be doing anything, so what difference did it really make that I was there?  I'd have been perfectly OK with sneaking out the back and heading home if she wanted to get laid, it wasn't any big deal to me. 

     He was at a different school but his dorm and her building were only about 10 minutes apart by bike (the busses and subway weren't running at 3:00 in the morning) and I thought to bang her he'd probably make it over in less than 5 (heck, I'd have made it in 3 wearing leg irons!), so I was about ready to bolt out of bed and put my clothes on going down the back stairs.  But she apparently didn't want him over that night, whether it was me or maybe her period(?) or whatever was up with "them" or some other reason known only to women who turn down sex with their boyfriends, I did not know. 

      There was a moment of silence on the line and then she not very sublty suggested that he masturbate. 

      "You can masturbate, I'll listen." She whispered.

      -You want to do phone sex?- He didn't say it like he was proposing a great idea. He really sounded a bit discouraged. Yeah, I would have been, too. I was suddenly almost feeling bad for the guy. Almost, but not really. He was f--king her. 

      "No, just... I want you to masturbate." She replied. 

      Not "jerk-off," "jack-off," "touch yourself" ...masturbate. So clinical.  And I don't know if it was the tone of her voice, had it changed a bit?  Hard to tell, since she was still whispering, but I suddenly had the thought that right then she wanted him to do what she told him to do and jerk himself off.  Like she was into it.

      I didn't ponder that idea more than a couple of seconds because he went right ahead and did it. And so I lay there for the ten minutes or so listening to him describe to her how he was playing with his dick, and what he wanted to do with her., and her giving him little words of encouragement, and asking him how his hand felt on his penis. I could hear him speaking with her as he got more and more excited.  Not so clearly as when he was talking but, yeah, he was into it. And before long I could hear brief snippets of him  breathing, then moaning into the phone.

     Well, I thought, this is something I never imagined when I was masturbating to your girlfriend. 

     I'd stayed in the same position, eyes closed, feigning sleep, but at the same time wondering if she really thought I was asleep, or not, and what the implications of that might have been.  And then she shifted her position a bit and her right leg pressed up against my left leg as I lay on my side facing her. 

     "OK, I'm touching myself, too...." 

     Ohhhholy s--t.  She's going to be feeling my boner if she opens her legs much more. 

     OK, yeah, I'd already gotten hard. 

     -Heavy breathing and moaning from boyfriend.- 

     You're into it, M----, yeah? You have no idea. 

     Or do you, maybe? Which one of us is being played here? You, or me?  Maybe both? 

     I wanted to take hold of my own erection, but no... I didn't know what would happen, what I was supposed to do. She was turned on, and at that point, I just wanted her to get off. So, I lay there silently for several minutes as they masturbated, the only sounds her breathing and some, probably the louder, moans, which seemed genuine not feigned, from M----, her boyfriend over the phone.

     "I'm really close already" She wasn't whispering anymore. She began rubbing herself more vigorously. I guessed. I could feel it through the mattress, hear her arm moving against the sheet. Her lower leg pressed against me more firmly.

     She got to know I'm awake... 

     -Oh, yeah...I'm gonna cum!- says boyfriend from the phone. 

     Well, gee, M---- thanks for letting us know...  

     And, now I'm going to share your orgasm. How wonderful. 

     "I wish you were cumming in me..." 

     -OH YEAH!- followed by gasps and groans from the boyfriend. 

     And, he's cumming, yup. Pumping away, jizz going everywhere... 

     La dee, da, la dee, da... And I'm hard as a rock...

     - Ahhhhhhhh! -

     Yup, don't mind, me...

     "Almost there..." says my friend, now matter of factly. And now she's not whispering. I didn't have much experience with sex at that point (another story, or lack of one, really) but I I'd gotten a couple of girls off and If she wasn't utterly oblivious to my presence at that point and solely focused on getting herself to climax, she was a fantastic actress. 

     -OK, you cum, too... - boyfriend sounding a little out of breath, but trying to be encouraging.

     Yeah, M---, now worries, I think she got this. 

     Her rubbing continues, speeds up and then her leg is pushing harder against mine.

     Hello? You do remember me, right?  

     And then:  "UUUHHH!!!.."

     Whoa, damn, girl...! I'm right here and know what you're doing, and I almost jumped out of bed! 

     "0ooooo.... OK... Huhhhh, huh, I'm cumming..."

     Yeah, no kidding?

     After her first gasp. which was not at all quiet and resembled if anything the bark of a sea lion (?!)(Hey, everything else was weird, why shouldn't that be, too?) the relation of her climax was made in a whisper again like she'd suddenly remembered I was there. But her leg was still pressed against mine and it jerked as she orgasmed. And the rest of her did, too, because I could definitely feel that through the mattress. I'd had some involuntary pelvic jerks with a good orgasm when I masturbated, but this was way more than that. she and the bed were shaking.   

    How good must THAT feel?  

    She didn't make any more noise then other than her heavy and irregular breathing and her boyfriend was quiet but her body was still responding to her hand's work and the whole situation I supposed and I could feel it through her leg and the mattress for what must have been 30 seconds before she quieted down. 

    What does it even feel like to cum for that long? 

    You must have loved that!

    The situation and been totally bizarre, to me at least, but I the only thing I was thinking then was that I was happy for her. 

    "You should be able to sleep now," she says. She pulled her leg away from me and shifted her position.

    -I'd rather be sleeping with you- 

    "Good... niiiiiighhhht" she says, no whispering, now sounding cutesy. She's rolling over the other way to her edge of the bed, I guessed, and she said something else but facing away from me and speaking softly I couldn't hear what. I hadn't yet opened my eyes. I could hear her fumbling with the cordless phone on the bedside table and then she rolled back onto her back and didn't say anything for awhile. She was moving about a little and moving the covers so I opened my eyes and she's laying there slowly rubbing her hands over body and she suddenly turns her head towards me and I'm looking right at her and she at me and I shift my position a little because now she knows I'm awake and I've been not moving for almost half an hour and her whole body jerks and she squeals, though I can't pin any particular animal-sound to it in my mind this time.

      "You're awake?!" She pulls her nightshirt down from her bared midriff and rolls to face me.

      "Since the damn phone rang, yeah..."

      At that point her face kinda goes slack and she rolls onto her back.

      "Oh my God." She paused. "This is so embarrassing." 

      She sounded like she meant it. So, maybe she really thought I was asleep? I found that kind of hard to believe. 

      "I'm glad you had fun."

      "Yeah, in front of you." 

      "Well, beside me, actually. And I had my eyes closed the whole time, so..."

      "Bulls--t."

      "I s--t you not."

      "So you faked being asleep!"

      "Well, yeah. I did. I didn't think you'd want M--- to know I was here, and I didn't know you guys were goin to be doing...what you did." 

      She didn't say anything. She just lay on her back, eyes open, staring, I guess, at the ceiling. 

      I did the same. Minutes passed. I looked over at her. She was looking at me. She didn't look happy. 

      "If you want I'll take off and head home."

      Part of me got it, her being embarrassed & upset. But another part of me thought it was complete BS...that there was no way she could have thought I was asleep during their phone-sex. I was trying to figure out what, if anything, that meant. Had she expected me to have done something other what I'd done?  Had she really thought I was asleep and then just gotten carried away with it?  It sure seemed that way to me. 

      She wasn't saying anything. Which I took to be a not-so-good sign. I sat up and swung my legs over my edge of the bed. 

      "OK, I'm gonna go."

      I stood up and walked over to the chair where I'd folded my clothes.

      "Oh, please..."

      "What?"

      "You're so melodramatic."

      "How am I being melodramatic?       

      "You're flouncing."

      What the f--k is flouncing?

      "I'm what?"

      "Flouncing. Leaving in an overly dramatic fashion. 'Look at me everyone, I'm going!'"

      "No I'm not. I thought..."

      "Just get back in the bed."

      I did. I rolled over on my side to face her. She didn't reciprocate so I rolled back onto my back.

      "Now what?" I asked.

      "Sleep," she said.      

      Easy for you to say. 

      "That's not going to be so easy."

      "Can't help you with that."

      "Is it OK if I masturbate?" 

      I mean, s--t, everyone else just did! 

      "Go ahead."

      "You don't mind?"

      "Do what you need to do."

      I pulled down my boxers and then took the covers down to my knees. Just exposing myself like that I felt a little uncomfortable. I looked over at her.

      "I don't want to get cum all over your sheets."

      She looked over at me. I was just holding myself, almost again fully erect.

      "Don't worry about it." 

      "You wouldn't happen to have any lube, would you?" I gave her a little grin.

      "Uhhh...." she started to say something, suddenly looking rather put-out, but rolled onto her back for a few moments, then rolled over to her side of the bed, opened a drawer in the nightstand and rolled back onto her back, extended her hand with a little bottle liquid lube across my belly. 

      "Thanks." 

       She withdrew her hand and rolled onto her side away from me. 

      "Oh, uhm... I can do this in the shower if you want." 

      I mean, if you don't want to see it...

      "No, it's fine," she said.

      At that point, I just wanted to touch myself. I squirted some lube in my hand, closed the bottle and set it beside me, and wrapped my fist around myself and gave a couple pumps. 

      Ohhhhh.... geeze! 

      "I won't take very long," I said. I started to gently stroke myself.

      "Take as long as you want."

      "I don't think I have much choice," I said as I pumped. I loosened my grip and slowed down because I was right, I wasn't going to last very long but I didn't want to blow my load in like 30 seconds. I was already really excited and knew I could pretty much make myself cum whenever I wanted to, but...not yet. I cut my strokes short, not reaching my glans, and not giving the little twist around at the top of the stroke, that brought my hand across and back against my frenulum. No way I'd last with that much stimulation!

       And suddenly I was pondering the fact that here I was, lying in bed with her, and unashamedly masturbating to what had just happened. True I'd fooled with her once, so it's not like she hadn't seen me cum, but still, this was pretty intimate. I looked over at her and gave myself a couple of full strokes and groaned. 

       "Hmmmm..." she mumbled.

       "Sorry, I said. I'm really excited." I tried to go back to my less-stimulating stroke, but couldn't. 

       "I guess so."

       "That was, hearing you, was like the hottest thing I've ever seen." Which I hadn't actually seen I realized after I

d said it, but f--k it! I was gonna cum. 

        At least I lasted more than 30 seconds. 

        "Wow. Guess you must not get laid much," she said.

        "I've never gotten laid."

        "Oh, you are so full of s--t." She rolled over onto her back, then over on her side to face me. I looked at her, then turned away, stared up that ceiling. 

         You f--king told her?

        "Why do you think I'm so f--king awkward around you?" 

         Oh, yeah., here it comes! 

        "I'm gonna cum now!"

        "Make yourself cum."

        "OK."

        I did.  

        It was a hard but quick orgasm and I'd cupped my balls in my left land my first finger and thumb around the base of my cock and pumped my way through it, just as I usually did, as she sat up to watch my orgasm, this time me oblivious to her presence and lost in the moment as I too watched myself cumming, ejaculating over my things and belly as my hand flew up and down my shaft.