My GF's First Threesome Ends With Lots Of Cum

I had been dating this slutty girl for about a year and we decided it would be fun if she moved into my apartment with me.  The sex was great, we fucked all the time.  She was so horny and loved being sexual by sucking on a dildo or my fingers while I was fucking her like she was sucking another cock.  During sex we talked about threesomes and how how it would be to watch the other person get it on.  This continued to go on for a while and then one day at my friend's house he was talking about his ex and mentioned she never sucked his cock.  They were together for a long time and I put it together that he'd never had a blowjob.  My friend is pretty shy sexually so I told my gf this and she said if I was serious she would jerk him off and let maybe blow him if it went well.  She laid out the rules - there would not be any sex and to make sure he knew this upfront. 

A week went by before I had the opportunity to talk to my friend about it, who obviously eagerly agreed.  My gf was hot - petite, brown hair, nice ass and perky tits.  We never really set a date but after a few times when we were all hanging out with our normal group of friends, the opportunity arose.  My last friend left my apartment on Saturday evening leaving only the 3 of us.  When my friend needed another beer, my gf went and got him one and gave me a dirty sexy look on the way to the kitchen.  My friend and I were sitting on the sofa, my girl returned and straddled his lap while she handed him a cold Miller Lite.  After a few minutess he warmed up and put his hands on her ass and she started to kiss his neck.  My dick got instantly hard, harder than I could have imagined, I wanted to take it right then and there but I kept watching.  

He was feeling her up with his hands inside her shirt and she was rubbing his cock through his jeans while they made out.  She got off his lap so she could work his jeans off, she stripped down to only panties.  Now with his pants unbuttoned I could see his boxer briefs and the outline of his hard dick.  Her hand went inside his waistband and he let out an, 'Ohh fuck that feels good.' She wrapped her hand around it.   She took off his underwear, and the rest of his clothes and sat down between us.  I unzipped and my dick sprung out of my boxers.  She was jerking us both off with a cock in each hand while we were moaning and touching her, fingering her.  My friend had a nice looking cock, about 5-6" and rock hard with a fat head, very comparable to me except a little longer and a bit thinner.  

She leaned over and started making out with me while my friend had 2 fingers deep in her wet pussy.  Suddenly, she stopped giving me attention, leaned over him and kissed him passionately with her hands on his bare chest.  She started kissing his neck, down to his nipples, sexy tongue flicks on his abs.  She got off the sofa, onto her knees, right between his legs.  With his raging cock, now right in her face she slowly jacked him off while sucking his head.  I was about to blow my load, I'm not sure how my friend hadn't cum yet.   She sucked his cock like a good little slut, giving him lots of eye contact.  I tried to get behind her from the floor but it was not comfortable so I had her get back up to the sofa so I could fuck her doggy style while she finished the job.    She was moaning with her cock filled mouth, my friend was moaning and I was fucking her tight pussy until I bust my nut and released deep in her. 

Laying back on the sofa, spent, I heard her mumble between her cock slurps that she wanted him inside her.  I gave my friend the ok and she climbed in his lap and with one hand she reached down and guided his throbbing member, with no condom, into her cum filled pussy and slowly lowered herself down.   She told the both of us how good his dick feels inside her and started picking up the pace.  Taking gasps of air she told him, 'Don't stop, I'm cumming on your dick," and he said, "I'm going to cum too," and tried to pull out but she sat and clutched her knees around him as she collapsed on top of him while finished inside her.  They kept making out while both of our cum dripped out of her.    

This happened a few more times but the first one was the best.