Chapter 1
"Hey. Come in," Serena said as she let Ashley in the front door on Friday night. Serena tried to ignore the nervous twinge in her stomach as Ashley entered her world. Ashley looked completely at ease with her backpack and purse draped over her shoulder.
"Hi, Mrs. Shaw," Ashley said from the entryway.
"Hi there, Ashley. Did you eat? We've got plenty of food. Or you girls can order a pizza, if you want," Mrs. Shaw said from the couch. Serena eyed her mom's ratty sweats. Her mom's ritual of immediately shedding her work clothes and pulling those on was as rigid as it was embarrassing.
"Come put your stuff down in my room, first," Serena said as she led Ashley down the back hallway to her room.
Once inside, Serena sat on her twin bed while Ashley plopped her stuff in the middle of the room and began eyeing Serena's window.
"Let's go over the plan one more time," Serena insisted.
Her nervousness and giddiness circled together in her gut. Ashley was an official popular girl. And she was spending the night with Serena for the first time. They had been friends at school for years but had never been this close. Serena was eager to cement her new close friend status tonight by doing Ashley this big favor.
"Awww, sweetie, you're nervous. There's no need to be nervous. Everything will go fine," Ashley trilled.
She put a reassuring hand on Serena's shoulder. Serena wasn't sure what it was about the contact that made her jump. They both giggled at her reaction.
"There's not much to it, really," Ashley said as she tested Serena's window. "We'll hang out all evening. Then around ten-ish, I'll text Mark to drive here. He'll park down the block so there won't be any car noise. I'll sneak out this window. Mark and I will hang out for awhile, then I'll come back. Easy peasy.
"The only thing to worry about is your mom checking in on us. Does she like to do that?" Ashley asked.
"Sometimes, but she usually goes to bed around nine. Especially on Fridays, she's always tired," Serena answered.
"Well, then. There you go. Just a normal little slumber party. Let's go get some food," Ashley said as she led Serena out to her kitchen.
They arrived in the kitchen and Serena suddenly grew self conscious. She would normally have taken her mother up on the pizza option but she didn't want to appear like a pig. A salad would be the best choice, she thought. Ashley perused the pantry while Serena stacked salad ingredients on the counter.
"Do you want a salad? I can make you one, too," Serena asked.
"Salad, nah. I had one at lunch and now I'm starving. I'm surprised you aren't, also. Didn't you have the salad at lunch today, too?" Ashley asked.
"Uh, yeah. I'm just trying to slim down a little," Serena answered, self consciously looking down.
"Why?" Ashley said incredulously.
She continued, "You have a great body. You're thin and you have killer boobs. I'm so tired of my little b's. My mom won't let me get a boob job so I have to wait till I'm eighteen. But that day, I swear to god, the day I turn eighteen, I'm getting them."
Serena couldn't imagine Ashley with big boobs. Her little jeans and two shirts hugged her petite body nicely. Ashley had like a tiny dancer's body. Boobs wouldn't suit her, Serena thought but did not say.
"What does Mark think? About you getting boobs, I mean?" Serena asked.
"Oh, he loves the idea. I mean, he loves my body right now. But I think he would like me to have bigger breasts. What guy wouldn't really?"
"Oh," was all Serena said.
"What? What are you thinking?" Ashley asked as she left the pantry and sat at the bar in front of the counter where Serena was arranging her salad.
"Nothing. It's just that I don't think you should get a boob job just for a guy. You have a perfect body. You don't need to do anything to it," Serena said earnestly.
"Awww. See, that's why you are such a good friend, Serena. Thank you for the compliment. And like I said, you have a beautiful body, too. You really don't need to be eating salads all the time."
Serena felt herself blush as Ashley eyed her slender frame. She also felt a twinge of excitement between her legs. This surprised her, causing her to blush further to a deep rose color.
"Look at you, blushing…" Ashley teased.
"What, you think I haven't noticed your body?" Ashley asked as she got up and stood next to Serena. "Girls notice each other's bodies even more than boys do, I think."
"Really?" Serena asked.
"Oh, yeah." Ashley started running her finger up Serena's arm. "I mean, guys notice and get all hard," she whispered. "But girls appreciate more. That's what I think."
Ashley stopped her flirting and laughed.
"I still need food. Do you have any frozen burritos?"
Chapter 2
After watching movies and gossiping in Serena's room all evening ten o'clock came too fast for Serena.
"Do you have to go? I mean, it is late. We could hang out some more," Serena pleaded.
"I know! This has been such a fun night. But it's already planned. Don't worry. You'll fall asleep and won't even notice when I'm back. Thank you sooo much for doing this for me. It really means a lot to have you as my friend, Serena," Ashley said.
Ashley's phone beeped.
"It's Mark. He didn't even wait for me to text him first. Isn't that sweet?"
Serena imagined Mark was very eager to see Ashley…naked. Serena's body heated up at the image in her mind. Flustered, Serena giggled and turned away, afraid Ashley would see the desire written all over her face.
Ashley hugged Serena and crawled out her window effortlessly. Serena could barely see her scamper off into the dark night.
She quickly closed her window as the unseasonably cold air was giving her a chill. She cozied up under her comforter and grabbed the remote. Serena purposely started flipping channels to distract her mind from all of the naughty thoughts camping out there.
Dueling feelings of confusion and desire battled in Serena. She had never thought about a girl before. But she couldn't stop doing so now. The thought of Ashley's naked body being pummeled by Mark's equally beautiful body--that thought had made Serena wet.
Giving up hope of finding something on TV to distract her from her crazy sex thoughts, Serena clicked it off and pulled down her panties underneath her covers. She had touched herself before. But those times had more out of curiosity rather than what she was feeling now.
What am I feeling now, she thought. Lust. Yes, that must be it.
Serena's fingers rubbed back and forth over her slick clit. With her other hand she shoved two fingers inside her pussy lips. The sensation made her greedy to feel more. She rubbed herself and was getting so turned on.
The thought of getting something to put inside her pussy floated through her mind but didn't take root as her body exploded quickly with pleasure. She stopped touching herself and went to the bathroom to wash her hands.
After returning to bed, Serena pondered what had just happened. She laughed at herself for what she had just done. Am I a lesbian, she thought. Serena had never thought of herself that way and wasn't entirely sure she should now.
That was the first time she had felt anything like that for a girl. She'd had butterflies in her stomach and wetness between her legs many times when thinking about guys. Never a girl, though.
Serena's thoughts were interrupted by a rumbling sound coming from her stomach. A snack is what she needed. And then, maybe, hopefully, she could fall asleep.
Serena knew she shouldn't have so much anticipation for Ashley's return. It would probably be hours before she would be back. After having great sex, she would be flush and satisfied…and maybe even still wet and messy down there. That thought snuck up on Serena and had her blood pumping again as she ventured to the kitchen.
Serena needed to calm herself down and relax. She made some hot tea and nibbled on a banana while it steeped. After slowly sipping her tea for ten minutes, Serena was in a much more relaxed state. She headed back to her room to get some sleep.
Before she reached her doorway Serena heard movement and muffled whispers coming from inside her room.
She froze.
Sudden adrenaline flooded her system bringing all of her senses alive at once. Various scenarios of what was happening competed for her mind's attention. For some reason, the idea of a robber skulking in her room seemed more plausible than Ashley returning so soon. She could hear multiple whispers, not just one.
As Serena stood there, Ashley's voice became clear along with a guy's voice. That must be Mark, Serena thought. Ashley brought Mark here? Ashley remained frozen in place from confusion this time instead of fear.
The whispers died down and all she could hear was the barely audible movement of her bed. It had a steady rhythm to it.
Serena tried to make her body move to confirm what her imagination was already telling her about what was going on in her bed. She couldn't.
What was she supposed to do? Wait until they were done? Go in and watch?
Why did Ashley bring Mark here, anyway? Serena had never really spoken to him before. Were the three of them supposed to hang out like everything was normal? The rhythmic sounds of her bed sped up then paused before resuming again, more slowly this time.
The opposite emotions of insecurity and excitement soaked Serena's body and colored her thinking. Part of her wanted to peak in and watch them while the other part wanted to just wait it out in the hall. But Ashley would probably have to go the bathroom at some point and how would that conversation go? But what if they caught her watching? Yeah, THAT wouldn't be awkward at all.
Wet sounds of kissing joined the humping she was hearing. Serena immediately got wet. She tip toed to the edge of the doorway and silently opened it a crack. What she saw had the heat building in her womb as it had done earlier.
All of their clothes were on the floor and Mark's muscular body was on top of Ashley's. Her legs were wrapped around his hips while he pumped her.
Serena watched Ashley's hands move up and down Mark's back. Ashley's body almost disappeared underneath Mark's. But Serena could see Mark's hand caress and squeeze one of Ashley's breasts. It looked delicate and feminine under Mark's large hand.
Her erect nipple was a deep rose color. Serena stared at it, fascinated and turned own. Her own nipple was very pale and only became barely pink when it was erect.
Mark sucked on Ashley's neck while their bodies moved in unison. Her head was thrown back and Serena could tell she thoroughly enjoyed being taken by her boyfriend.
Serena stood there, transfixed by what she was witnessing.
She probably would have stood there longer, silently being the voyeur in her own house had she not been tweaked by Ashley's eyes meeting her own. She felt flush and lowered her eyes instantly.
Serena brought her gaze back up after a few seconds. Ashley was still looking at her as Mark moved and moaned over her. A smile crept up Ashley's face followed by a wink before her eyes closed.
Serena watched, seemingly with permission now. Her hand unconsciously moved to her sex and rubbed it over her pajamas.
She wants me to watch, Serena thought. Paranoia struck her in that instant and she looked around instinctively. Her mom's light was out and the house was silent except for the soft panting coming from her room.
She looked again. Mark's naked ass moved up and down. There was almost enough light in the room from the light post outside for Serena to see his cock going in and out of Ashley's pussy. Almost.
Heat was taking over Serena's body--the result of watching her friend get fucked on her bed.
It suddenly hit her how surreal the situation was. She had been hoping to become closer to Ashley by having her over tonight. But this was off the charts. It would definitely change the relationship. But Serena wasn't sure exactly how.
The fucking grew to pounding and the moans increased in volume. As if on cue, Serena heard the small rattle of her mother's door handle begin to turn and the beginning squeak from the hinges on her door.
Serena jumped into action. She quickly barged in her own room and silently shut the door in a flash. She stood by the door waiting, her back to her fucking friends. Mark and Ashley must have heard Serena because the panting and moaning disappeared. The only sound Serena could hear for the moment was her own heart pounding in fear.
For seconds nothing happened. Her mom's footsteps approached, growing louder with each step. Echoes of some horror movie coming to life swamped Serena's awareness. Her mom finding them wouldn't technically lead to Serena's death but it might as well. The consequences would be severe.
Serena looked back at the scene on her bed. Mark and Ashley had not moved an inch. He was still on top of and inside of her. They were both staring wide eyed at Serena.
Serena's social life and home life were both at risk. They could each explode into rubble if her mom opened the door. Serena would not let that happen.
The footsteps reached Serena's door.
She thought about opening the door, confronting her mom head on--either accusing her of checking up or apologizing for being too loud. But instead she stood.
Waiting.
Oppressive seconds ticked by.
The footsteps started up again, heading back the direction from which they came. Serena didn't realize she been holding her breath the entire time. A collective exhale from all three people filled the room.
Serena stayed by the door, her ear by the crack to confirm the continuing exit of her mother.
Chapter 3
As the pressure released from the room, the inevitable awkwardness set in. Ashley and Mark were still coupled together in her bed, his cock inside her pussy. Serena figured she was going to have to turn around at some point. Ashley knew she'd been watching but Mark didn't know. Serena heard Ashley whisper something followed by some rustling on the bed.
"Uh, hey Serena," Ashley stammered.
Unable to face the prospect of her naked friends up close and personal, Serena took a full minute to turn her head towards them. It was one thing to silently watch in the dark as she viewed their naked bodies engaging in such a carnal way. But to acknowledge that fact to their faces made Serena nervous.
However, she had no need to fear since the rustling she heard had been the two of them uncoupling and getting under the covers. Serena felt both relief and disappointment at seeing this.
"Hey," Serena answered, trying to conjure up a cool exterior to cover up the uncertain child she felt like underneath.
She glanced at Mark and noticed he was staring at her in a most peculiar way with a grin fixed on his face.
"Hi, Serena. I'm Mark." He pulled his hand from under the covers and extended it to Serena.
Serena took tentative steps to take his hand and shake. Now they were all only a few feet from each other--a completely normal hang out distance-- except for the fact that Mark and Ashley were nude in her bed. Serena went to her nightstand and turned on her reading lamp and then returned to her spot by the bed.
"Sorry about this. My parents were supposed to be out late tonight but they came home early. I've been thinking about doing Ashley all night and couldn't wait until tomorrow night. And we didn't want to do it in the car because it's freezing out. And I'm kinda broke till my next paycheck. If I had some dough, we would have hooked up in a motel room. I hope this is okay. Ashley said you were pretty laid back and so are we so we just thought, hey, let's give it a shot," Mark said.
While Mark was going on with his monologue Serena had to keep reminding herself to focus. All she could think about was Ashley's naked body underneath her covers. Mark's body looked great, too, but the looks Ashley was giving her while Mark spoke were so…distracting.
Ashley reached out her hand to take Serena's causing Serena to jump a little at her touch like she had earlier. Again, they giggled, and Serena could feel herself relaxing.
"Serena, is this ok? Can we use your bed?" Ashley asked earnestly while holding Serena's hand in both of her own.
"Uh, yeah," Serena stammered, "I'll just watch tv in the living room. Just try to keep it down, though."
"No, no. I don't think you understand. We don't need privacy. You can watch us if you want. Or…"
Serena's brain had a hard time comprehending what they were asking. All she saw were two pairs of eyes looking excitedly at her.
Did they just ask me to watch them have sex, she thought. This is just weird…and exciting.
While Serena was trying to work it out in her head, Ashley let the covers slip down to her belly button and put Serena's hand on one of her bare breasts. Mark stared at Serena's hand on Ashley's breast with happy surprise. Ashley gave Serena a sultry smile.
"Or, if you want, you can join us. I'm sure Mark won't mind, right Mark?" Ashley said in her silky voice.
"No, no, I don't mind. Not at all," Mark said. A huge grin was on his face now as he looked at Serena, waiting for an answer.
Serena was looking down at her hand on Ashley's small breast. She had just been admiring Ashley earlier in the day and had already touched herself while thinking of images of Ashley's tight and little shape. And now Ashley wanted her to partake in her body for real?
Serena looked at Mark. He raised his eyebrows excitedly. She looked him over and liked seeing his muscular build and tan skin. She saw something pointing up underneath the covers and had no trouble at all imagining Mark's hard cock.
Her head went into a tailspin as she thought about this. She was having a hard time maintaining control of herself. Her pussy was practically dripping. Her body wanted her to respond immediately as if she were a kid in the candy store, to have sex with her friends like there was no tomorrow.
But what does all this mean? Is Mark going to fuck me, too? she thought. Serena wasn't a virgin but she had only ever been with her ex boyfriend last year. She knew Ashley had been with four or five guys already. Would Ashley be okay with that? Would she be jealous?
Before her mind could come up with a way to make sense of this and what it would mean, her body took over. She found herself climbing onto her full size bed to join Mark and Ashley. They both said soft cheers and pulled the covers down to welcome her in.
Chapter 4
"These clothes have to come off right now," Ashley whispered as she gripped the bottom of Serena's pajama top to lift it up over her head.
Serena raised her arms up as Ashley pulled it up and off. Adrenaline flooded Serena's system for the second time that night. She felt grateful for the few seconds her face was covered while her large, pale breasts weren't. Serena remembered Ashley's compliments earlier and willed her insecurities away.
Right before the pajama top was fully over head where she would be able to see again, she felt Mark's hand squeezing her breast.
The sensation of his touch burned through her immediately and her pussy responded with need. In the back corner of Serena's mind, she noted she must be bisexual rather than a lesbian since she still got turned on by Mark's touch.
Her top was off now with multiple hands fondling her breasts and her own hand still on Ashley's. She squeezed it gently and liked the texture. It was different from her own, less squishy. More firm like the rest of Ashley's body.
"Come lay down here," Ashley said as she scooted over to the edge of the bed and motioned for Serena to lie down between her and Mark. She did and her eyes were immediately drawn to Mark's hard cock and Ashley's bare lips.
She felt more hands running over her body. Her pajama shorts and panties being pulled off and her thighs pushed open quickly by Mark. He stared at her pussy for a few seconds and smiled.
"It's beautiful, Serena. Ash, come look."
Ashley reversed her body to look at Serena's crotch as requested. She pulled her body up so she was on all fours looking upside down at Serena's tiny thatch of hair and delicate pairs of lips surrounding her slit.
"It is beautiful. Good enough to eat."
Serena's breath caught at Ashley dove into Serena's pussy. Ashley's tongue went straight for Serena's clit. Electricity jolted through Serena's limbs as Ashley's ferocious tongue lapped Serena's most sensitive organ.
Mark was still fondling her breast with one hand while jacking himself off with his other. Serena's head flew back involuntarily as Ashley's fingers plunged inside her pussy. She had to remind herself to breathe, the pleasure was so overwhelming.
"You taste good," Ashley purred while eating Serena out. The vibrations from her voice sent Serena over the edge in a sudden orgasm. Her body bucked as she was overcome. Ashley kept licking and fingering, forcefully doing her best to keep up with Serena's body.
As the orgasm died down, Ashley moved back up the bed beside Serena.
"I think you like me eating you out. Either that or you're a really good actress," Ashley said.
All three of them laughed at this. Serena was unsure of what her role was supposed to be. Was she supposed to be touching both of them? Was she allowed to touch Mark?
"Mark, I want to watch you fuck Serena. Is that okay, Serena?"
"Uh, yeah," Serena answered, unsure of herself. As Mark maneuvered to get on top of her, Serena worried if this was some kind of trick or trap.
Then the whole world disappeared as Mark's big, teenage cock filled her up roughly. Nothing existed except for the sensation all around her canal, the force of his thrusts. She had never felt anything like it before. He was huge. She could feel a mixture of buzzing pleasure and pain as his tip went to her deepest parts.
Serena's eyes were shut as she experienced Mark. She faintly heard Ashley whisper in her ear as Ashley played with hair and caressed her nipples.
"He's so big, isn't he?"
Serena moaned in answer.
"Feel him. Let him fuck you hard. If he likes how you feel, which I think he will, you can join our sex club."
Chapter 5
Serena's eyes popped open as Ashley's mouth enveloped her own. Ashley's lips were so soft as she ravaged Serena's mouth as intensely as Mark was fucking her. Serena's head was spinning. She didn't know what was going on but her body was on fire. She had never been so turned on in her entire life.
Worry tried to creep into her awareness. The wave of ecstasy was starting to build in her groin again as she felt Mark's length and girth touch every inch of her insides. It was near. Serena wanted to indulge in it, to feel herself crest over its delicious edge.
But her head was muddled. What did Ashley say? Sex club? Was she being auditioned? Was this some kind of test? The questions circled faster and faster in her head before being obliterated by the complete and total elation of her huge orgasm rocking her entire body and soul. Wave upon wave of passionate ecstasy moved through Serena.
Mark kept pumping her with his hard cock, pushing her climax further and further out. Her hands scratched at Ashley's shoulder and Mark's pec from the intense thrill of being fucked thoroughly.
"Ooh, she likes to scratch. A wild kitty," Ashley teased. As she spoke she propped herself back up on all fours and without a word between them Mark pulled out of Serena, rose up onto his knees, and entered Ashley from behind.
Serena watched, exhausted and bewildered as Mark gripped Ashley's hips and pummeled her as hard as he could. She forced her head down into the covers to muffle a scream. Her tits shook back and forth with each stroke.
Serena couldn't believe there was any ounce of energy left in her own spent body after Mark fucking her that hard, but she felt the subdued heat begin to radiate between her legs for the countless time tonight. It was as if she had been unleashed. She reached up and fondled Ashley's breasts. Ashley rewarded her with her beautiful smile before retreating back into the covers to moan.
Serena didn't know how much longer Mark could fuck. It was like he was a porn star or something. She saw his balls dancing back and forth between Ashley's spread legs.
An idea to try out something she'd seen online struck Serena. She quickly turned around and crawled under their bodies. She could see close up Mark's hard shaft going in and out of Ashley's hole. She wanted to lick Ashley the way she had been licked, but didn't know how to do that with Mark's cock there.
Instead, with one hand she cupped his balls and with the other she placed her thumb over Ashley's clit. She heard Ashley's muffled scream again. She was coming. Serena felt Mark's balls constrict up and almost disappear from her hand.
"Oh, yeah, Ash, right there. Squeeze me," Marked moaned as he came. His thrusts were the hardest they had ever been and his rhythm slowed as he was overcome. He bent over and was moaning into Ashley's back when Serena heard her mother's footsteps.
She immediately scooted out from under them and pushed Mark off Ashley while whispering for him to hide under the covers. Ashley and Serena both laid down and yanked the covers up to their necks. Ashley's body was practically on top of Mark's.
The door opened slowly. Serena could see the shadow of her mother in the slit of the doorway.
"Girls, you need to get to sleep. It's late."
"Sorry, mom. We were just joking around. We'll go to sleep soon. Sorry to wake you," Serena said as lightly as she could. Her heart was pounding. A giggle erupted out of her as she felt Ashley's finger rub her clit under the covers.
"Okay. Keep it down and go to sleep. I have to pick up a shift in the morning."
"Oh, sorry, mom. I didn't know. We'll go to sleep."
"Thanks. Night."
With that, her mother shut the door. Among the various things Serena had to be grateful for this evening, her mother not turning on the light and noticing Ashley's body was a foot higher than her own had to top the list.
Mark poked his head out from under the covers.
"Is the coast clear? Wow, that was a close one. You handled that well, Serena. Very smooth. And that's not all you handled well," he said with a wink.
They all muffled laughs and Serena tried to collect her thoughts--something she had utterly failed at all night. Now that her body was not being fucked or licked or fingered or kissed, Serena found she was able to think quite clearly.
"Uh, sex club? What's that about?"
Ashley and Mark smiled at each other.
"Yeah, um, think of it as an extracurricular activity. It's a way for a few of us to have a lot of fun and enjoy some variety without all the fuss of sneaking around or cheating. You'll be the eighth member so we'll be even with girls and guys now," Ashley said.
Mark had wrapped his arm around Ashley and was casually cupping her breast while spooning her from behind. Their pleading eyes remained focused on Serena for what felt like forever.
"Please say yes. You had fun tonight, right?" Ashley begged.
Before Serena could say anything Ashley leaned in and kissed her. It wasn't a hard, greedy kiss like the one while Mark was fucking her. This time it was long and smooth. Ashley's tongue caressed the inside of Serena's mouth, gently probing deeper every couple of seconds.
Serena couldn't fathom how unbelievably sensual and erotic Ashley's mouth was. It alone had the power to empty her mind. Serena luxuriated in Ashley's lusciousness. Too quickly, Ashley pulled away.
"So?" she asked.
"I'm in."
