As they lay in the tangled heap caused by their earlier explorations, the lovers held each other in a tight embrace. Their exertions left them hot and sweaty, but that didn't mean an end to their mutual explorations of their love. Knowing that a third of their trio was in some manner the ghost of his mother did little to dampen the ardor between them.

The possibility that Katy was becoming more real was exciting to them all. Sensing the trepidation in Katy, Alex knew fear of the unknown was disconcerting, even given her background. Their group hug was a comfort to them all.

Alex felt the need to move around after his confinement with the handcuffs. He'd enjoyed it immensely, but now needed to allow some muscle stimulation for improved circulation. He was also getting thirsty. Alex did not understand his continual thirst whenever he was in contact with Katy.

'Maybe, it's the exertion of keeping up with two women,' he thought.

"Why don't we get something to drink, clean up, and then meet back here in a few minutes?" Alex asked as he stretched his arms.

"Sounds good," replied Sheila.

"It does sound like a plan," said Katy, as no small amount of wonder at their unique situation crept into her voice.

Saying this brought gentle chuckles from the two women. Alex could not help but join in. It was still a marvel to him, just how well the three of them got along: to say nothing of the wonderful experiences they had shared so far in bed. Activities which, after a short pause, he intended to continue. He rose from the bed; after a fun moment untangling from the two loving women residing there.

"Anyone want anything from the kitchen?" He inquired.

"More wine would be nice," Sheila came back immediately.

"Anything for you, Katy?"

"Actually, I'd like some wine too," said Katy, "This is the first time I've wanted anything to eat or drink in a long time!"

"A lot of sex will work up a good thirst for anyone, I guess," Alex agreed.

"I, for one, am ready for a bathroom break anyway," Sheila declared as she worked at further untangling from Katy. "I haven't come that hard in a long time."

"I'll join you," said Katy. "I need to clean up a little, which is another strange sensation to me, at least in recent years."

Alex left the bedroom as the two women climbed out of the bed. Hurrying to the kitchen, he filled and drank a tall glass of water. He was thirstier than he could ever remember being. Checking the bottle of wine left from dinner, he saw that there was less than a glass left. Looking in the cabinet where Sheila kept her wine, he saw two more bottles of the same vintage.

Taking the open bottle, Alex upended it, guzzling the remaining wine. He still felt an enormous thirst, but that was all he thought he'd drink right then, since he had things he'd rather be doing than spending the evening in the bathroom.

Smiling, he removed both wine bottles and set them in the large bowl he'd found. Reaching in to the freezer, he grabbed the entire ice reservoir. Dumping the ice unceremoniously into the bowl, with the addition of some glasses on top, he quickly had the new bottles prepared.

*****

The females of the emerging love triangle hurried to the bathroom. They acted like schoolgirls playing and laughing. Sheila again ran a sink of water so they could clean-up before returning to bed. It occurred to Sheila that a shower might just be in order, but hated to take the time away from Alex. While two could comfortably fit in her shower, three was a bit of a squeeze. A very thorough sponge bath would do for now, but eventually it would take a full shower to wash off the results of their festivities and feel refreshed again.

Noticing her perplexed look toward the shower, Katy added her thoughts, "There's no time for a shower now. A little clean up is ok. Sex should be to be fun, sweaty, and just a little dirty. So, is everything going the way you wanted?"

"More or less, I guess, I really didn't have a clear plan. I mostly wanted to regain the intimacy Alex and I once had, and share our love again. What we just did was wonderful. I hope Alex is feeling more loved now."

"I'm glad. I don't want to take anything away from the two of you. What we've done has been fun. I'll admit it though; I'd really love to have more of Alex's cock. Our time together at Halloween was wonderful and I want more. Is that bad? I'm sorry. I didn't mean to bring up bad memories. Jeez, I mean, I came here for the two of you, not myself."

"No, it's not bad! Halloween was a wake-up call for me. Alex was a free man and I know he had a little nudge in your direction." Sheila winked at the older woman, trying to ease her discomfort.

"That's my own fault. No ill feelings, okay? I'm good with it, or at least I understand what happened. What we three just did was cool. I'd like more. How 'bout, you're welcome to next dibs on his cock, as long as I've got his mouth?"

"Deal," said Katy as she gave Sheila a quick kiss.

Back in bed, waiting for Alex's return, they began exploring one another's mouths, moving again into a passionate embrace. Sheila had never before felt aroused by another woman. She'd played with her roommates some, but it was more out of desperation and horniness. What she'd always wanted was cock. Playing with her roommates was like eating a carrot stick when what she wanted was a doughnut. It was a means to an end, an effort to assuage her hunger, not the real thing.

Laying there embracing Katy, was different. She marveled at her own feelings, as her tongue explored the older woman's mouth. The taste was not something she could put her finger on immediately. Hot, clean, and fresh was the best Sheila could manage. Of course, the way she was feeling didn't leave much room for detailed thought. Pulling the embrace tighter, she decided to analyze it later, and enjoy what she was experiencing in the present.

Breaking the kiss, Sheila ran her tongue over the older woman's eyes. She loved it when someone did that for her and hoped the feeling was mutual. As she licked Katy's eyes eliciting soft moans, her new lover began exploring the hollows of Sheila' exposed neck. Bringing the younger woman to the point of purring, she was delighted just how her new lover knew all the right buttons to push. They were so involved with each other; they didn't hear Alex return with the wine.

*****

Seeing the two women locked in a passionate embrace when he reentered the bedroom, Alex smiled. It gladdened him, to see them getting along so intimately and well. Setting the bowl of wine bottles and glasses on the dresser, he quietly made his way into the bathroom. Once inside, he gently closed the door and began his own toilet.

So far, Alex had enjoyed the evening. Having Katy there to share the festivities was wonderful, but his love for Sheila was reviving. He imagined the thought and planning she'd put into arranging the evening for the two of them. He firmly believed that his mother's arrival had been as big a surprise to Sheila, as it had been to him, maybe even bigger.

For the first time in a long time, he was feeling better. He understood that little between he and Sheila had really changed, but Katy seemed to be a catalyst for the positive resolution of their estranged feelings. Alex thanked her for that.

Opening the bathroom door and glancing at the bed, revealed a beautiful sight. The two women had progressed from a heavy make-out session to having Katy's face buried deep in Sheila's pussy. He'd little doubt Sheila was thoroughly enjoying the apparent tongue-lashing she was receiving. Quietly, Alex moved to the end of the bed. Watching the two of them together was doing a wonderful job rejuvenating his cock. With it on its way to standing proudly erect, ready for a continuation of their earlier play, Alex debated exactly what he should do.

Glancing to where Sheila lay near the head of the bed; he met her eyes as she smiled at him. Her eyes spoke, both of her pleasure in the attention she was receiving and her love for him. Moving closer to the foot of the bed, Alex enjoyed a fantastic view of the newly shaved pussy belonging to his mother.

He could see that her compact, neat, and bare sex was excited, swollen, and slightly reddened. With the inner lips barely peeking out, her pussy looked ready to continue where they'd left off. Looking again to Sheila, he returned her smile as her eyes told him that his sharing their intimacy with Katy was her wish, too.

*****

Sheila was enjoying Katy's intimate attention. Even though her experience with other women was limited, she couldn't remember ever having a more enjoyable pussy licking. The emotionally and sexually charged atmosphere of the night was affecting her. Feeling the onset of another orgasm surprised her.

Out of the corner of her eye, Sheila spotted Alex coming out of the bathroom. Seeing his rising cock bobbing before him, she knew someone was about to be royally fucked. She caught Alex's eyes, telling him without words, how much she was enjoying the evening's activities and how much love she felt for him.

Seeing him move behind the older woman, she showed him with her eyes that she encouraged his sharing himself with Katy. Broadening her smile, she delighted in his returned smile. Given the position they were in now, she surmised that Katy was about to get her wish of another round with Alex's cock.

Sheila felt her sanity easing away as Katy increased her mouth action around her sex. With what conscious thought she had left, she grabbed the brunette's head and pressed it into her pussy. Feeling the early stages of her orgasm, Sheila wanted all of the other woman's attention.

*****

When his girlfriend grabbed Katy's head, centering the woman's attention on her pussy, Alex sensed the time was right. As he climbed onto the bed, Alex brought his cock close to the delicious pussy displayed in front of him. Spitting on his fingers, he rubbed the slick liquid around the head of his cock.

Not wanting to waste time before filling Katy's pussy with his cock, as soon as he was satisfied with the lubrication, Alex entered her. With gentle force, but not great speed, he pressed his cock into the waiting pussy. The ease with which he entered told him she was just as wet and ready as she appeared.

*****

Katy jerked slightly at the initial pressure of his insertion, but she made no movement to pull away. A moan rose from her as he worked himself back and forth until he was fully inside. The warmth and tightness of her pussy was heaven to Alex, an experience he would always enjoy. Sheila also benefited from Alex's insertion, since it caused Katy to increase the vigor of her licking.

Beyond the initial surprise at Alex's touch, him filling her pussy with hard cock excited Katy. Having always enjoyed doggy-style fucking, she found her pleasure multiplying. She knew that Alex was a kind and considerate lover, but somehow he seemed to sense that she wanted a little more than calm gentleness tonight. He wasn't being harsh but was moving inside her with energy. Enjoying the pressure, smoothness, and girth of Alex's cock, she was practically purring as she sucked on Sheila's clit. From her years as a voyeur, she knew the humming would transfer, producing added pleasure for Sheila.

Katy couldn't decide who was enjoying themselves more: her, Alex, or Sheila. She knew how wonderful it felt riding someone's tongue to nirvana, but for her, a real cock was better. Trying to remember what actions worked well in her sex life before, she tightened the muscles in her pussy, hoping she remembered the right way. The resulting moan coming from Alex, told her she had indeed remembered.

Dividing her attention between the enjoyable pussy to her front and the hard cock from behind, it was hard to concentrate on either. She chose to concentrate on Sheila's pussy for the present. She went back to licking her furrow all the way from brown button to clit. Sometimes, as she reached the younger girl's tight pucker, she would tarry, ensuring it received almost as much attention as her clit. She'd never spent much time on someone's asshole before, but she'd seen it done and tonight it just seemed right.

*****

Glad their earlier action, combined with the break, had effectively reduced his need; Alex spent time trying to make the coupling with Katy as pleasurable as he could. Even though all of his sexual experience was with Sheila, their love life for the past six years had been adventurous. Alex had a good idea of what he should be doing. Before the earlier trouble, he had read many sex books and magazines, trying to keep the sex between him and Sheila as interesting as possible.

Now he felt at a disadvantage, since her fling with the quarterback. Katy was the only person he'd slept with, since their earlier breakup. While that had been extremely pleasurable, it certainly had not been particularly adventurous. One thing he and Sheila had always shared was a willingness to try new things.

This was his first 'threesome' and he believed it was Sheila's. Sharing it with her was a large part of what made it exciting for Alex. Having the adventure with Katy, made it beyond memorable. He knew Katy had been his mother, before her death, but in his current perception, she was more like a wonderful, caring coed, similar to Sheila, only slightly older.

Searching his mind to remember things he'd read or wanted to try, he varied his stroke, sometimes going deep and others very shallow. He tried some circular motion. When he dropped his hips, it felt wonderful when he rubbed along the back wall of her pussy. Trying to increase the pleasure for Katy, he experimented and tried raising his hips, to see if he could do the same to the front wall of her pussy. While it was a different sensation than rubbing along the back, Alex found it still pleasurable, just different.

*****

Pulling away from Sheila's pussy and turning to Alex, Katy purred, "Keep doing that, it feels so good."

Sheila moaned at the loss of Katy's tongue at her clit. She was too far gone to form words. Taking a firmer grip on the brunette's head, she returned it to her pussy. Following Sheila's demand, Katy returned her concentration to her pussy. She was sure the wonderful feelings Alex was delivering would continue. Judging by Sheila's reactions, Katy gathered the younger woman was not far from orgasm. She wanted to do all she could to cause a big climax.

Drawing both on her experiences when she was active with the other women in her sorority and her many years as a voyeur, she tried increasing the speed of her licking. Wanting the anticipation to build to an even higher lever, she backed off the direct clitoral stimulation. The blonde moaned in frustration at the less attentive clit play her friend set, but since it was still very good, she didn't complain.

Imagining the way it felt like as the recipient, Katy licked from the blonde's tight pucker almost to her clit. Doing all she could think of to build anticipation, she only brushed along Sheila's clit every few strokes. Knowing how frustrating that could be, she hoped it was setting up a massive orgasm for the younger woman.

Besides playing with both ends of Sheila's sex, she spent time running her tongue as deep as possible into the hole that centered her pleasure furrow. Knowing how much she enjoyed the feeling herself, she wanted Sheila to experience it as well. The added sensation of the 'tongue fucking' was driving the blonde to a higher level of excitement than she'd ever known.

Sensing how much her new lover enjoyed the tongue insertion, Katy wondered if more active, firmer, and deeper insertion would be the ticket to more pleasure. Having seen others do it countless times, she decided to try a little escalation of the blonde's stimulation. Figuring to gauge the younger woman's pleasure by her reactions, Katy moved one of her hands from around Sheila's butt. Inserting two fingers in the excited pussy, her reward was an almost violent bucking of the younger woman's hips.

Not that she had much choice, given Sheila's grip on her head, but she worked her face even harder into the pussy both to stimulate and in an attempt to control the thrashing. Given the excited movement of the younger woman, Katy realized that the time for prolonging things was past. Using her lips and tongue to capture Sheila's clit, she sucked hard on the hypersensitive nub of engorged flesh.

Sheila's world came to a screeching halt. Her entire body seized in orgasmic bliss. Arching her back high off the mattress, her hands involuntarily forced Katy harder into her pussy. Squashed hard into her lover's pussy, Katy slowed sawing her fingers in and out of Sheila's pussy. Not sure how much stimulation the younger woman wanted or needed, she was undecided between stopping and continuing to stimulate.

As the moaning began to dissipate in volume, the pressure on her head relaxed. Desiring to follow her lover through the orgasm, she slowed the motion of her fingers and tongue. Since she received no objections from her new lover, she was diminishing the intensity of her actions without stopping. She moved from the direct stimulation of Sheila's clit to circling it with her tongue and including more and more of the surrounding wet flesh.

As the peak of her spasm passed, Sheila released her hold on Katy's head. Dropping her arms to her sides, she stopped nearly all movement. Breathing deep and hard, she began recovering from one of the most intense orgasms she had ever experienced. When Sheila went limp and motionless, Katy took that as an indication she'd received as much stimulated as she could handle for the moment. Stopping all stimulation with her tongue or hand, she laid her head on the younger woman's stomach.

Bringing her arm back around the blonde's ass, she resumed her lower body hug, wanting Sheila to feel the caring without any direct stimulation. She could feel the continued small contractions the younger woman was experiencing. Pleased she could cause such a powerful orgasm, Katy smiled as she cuddled her newfound female lover, enjoying the after orgasm closeness. Even though it had been Sheila's orgasm, Katy felt a satisfying glow from sharing it with the young woman for whom she'd developed an immense love.

Able to devote her entire attention to Alex as he continued to penetrate her, Katy eventually raised from the embrace to hold herself on all fours before him. Katy was enjoying the sensation of a hard cock for the first time since Halloween. She couldn't decide which was better: the wonderful cock she was experiencing or just being the focus of someone's sexual attention. Actually having someone concerned with her feelings, rather than just their own, was a very new experience for Katy.

As Alex was varying his movements enough to keep her on edge, she cooed encouragement to him continuously. Realizing that beyond their mutual Halloween exploration, all of his experience was with Sheila alone, she wanted to encourage him in his fucking. While her own physical experience with a man was limited to her ex-husband, she had watched and seen enough over the last two decades to know that reinforcing his self- esteem would only be beneficial.

She was amazed at how well he was doing, since he'd only ever had one partner. She would have to ask the younger woman about that sometime. Either Alex was a natural lover or the couple had spent a lot more time in exploration and adventure than most. Katy suspected that it was a combination of both. All these thoughts passed through her mind in a flash before she ceased to analyze things, giving into the great feelings she was experiencing.

*****

As she recovered from her orgasm, Sheila became more aware of her surroundings. Looking up, she saw that Katy was indeed receiving a very thorough fucking. Still sexually aroused despite her recent orgasm, owing in part to the sensuality of entire evening, she wanted to try helping her new lover to a more intense orgasm as well.

Using her very recent experiences with Katy as a guide, she maneuvered herself around, sliding under the older woman and bringing her mouth in line with her breasts. Taking one of the turgid nipples into her mouth, she began to suck. She moved one free hand to the other nipple, the other encircled Katy's body. Alternating between the breasts, she soon was enjoying the sensation of the brunette kissing, sucking, and nuzzling her stomach.

Wondering why the younger woman was sliding under her; when Sheila started sucking her nipples, Katy relaxed into the double pleasure she was receiving. Having two lovers concentrating on her pleasure was very new for her, a feeling she was thoroughly enjoying. She had never experienced being the undivided center of attention with one lover, much less two. As she felt the beginnings of an orgasm move through her body, she reveled in the new sensations.

Katy's muscles started to quiver and tense. Sheila knew she was going to come again soon. While mouthing and sucking on the full breasts and hard nipples of the older woman brought Sheila a great deal of pleasure just in the giving, she sensed that Katy was moving toward her own orgasm. Releasing the hardened nub from her mouth, she wriggled further under her lover. She was surprised just how erotic and exciting she found the intimate view of her boyfriend's cock driving into her female lover's pussy.

Never having been someone to spend time watching the porn that was so prevalent around college campuses, she had never seen two people actively fucking. Such an 'up close' and personal view was a new experience for her. Finding it extremely arousing, she resolved to try to make the current experience as good as she possibly could for Katy.

Lost in the world of physical pleasure, Katy was startled when the blonde licked her clit in the midst of the thorough fucking she was receiving. The very personal escalation in stimulus rapidly advanced her climb toward orgasm. Involuntarily, her hips began to slam even harder into Alex as her excitement caused a far more active role in their lovemaking. Her movement caused the younger woman to have a periodic loss of contact with her sex, but it made the times of contact more intense. Combined with the unusual feeling of being hot and flushed, Katy was well on her way toward losing control of her body and mind.

*****

Aware of his partners increasing ardor, Alex still felt no pressing urge to come. He was enjoying the glorious feeling of, and Katy's active participation in, their fucking. Wrapped up in the pleasurable sensations of their fucking, he was surprised when he felt his girlfriends tongue slurp at his balls and the underside of his cock as it pistoned in and out of the older woman. It was something he had never experienced, having someone lick him when he was engaged in coupling with another. Feeling his excitement grow, he attributed it to this delightful new sensation. With all the stimulation, he was receiving, from both the velvety tight pussy and the intermittent tongue action, the speed and ferocity of his fucking naturally increased.

*****

Being the first time she had been in the proximity of a pussy receiving a hard cock, Sheila marveled at the sight of the reddened, enflamed and swollen pussy in front of her. The interaction between Katy's pussy and Alex's cock was highly arousing. She watched as the inner and outer lips stretched on the intruder's outstroke, how the inner lips virtually disappeared at the apex of every inward stroke and the slick wetness that covered everything.

Having never considered the physical actions of fucking beyond the basic mechanics, she found it fascinating. She was surprised when she realized she was beginning to feel an orgasm build, even though there was no direct stimulation to her sexual parts.

Katy was almost beyond control. The long pounding she was getting was moving her beyond rational control and into an almost trancelike state. This heightened, even exaggerated, the feelings of the periodic pussy licking and clit sucking she was experiencing. Her body shivered and spasmed as an orgasm rippled through her entire being.

Recognizing that their lover was in the throws of an orgasm, her two partners slowed their ministrations. Not stopping their actions but allowing their partner to enjoy her coming, they slowed. She likewise did not pull away from the pair through her climax. Their continued attention served to prolong her experience ensuring it was thoroughly pleasurable. As she came down from the peak of her orgasm, she became much more aware of what was going on around and to her.

"Please, don't stop," she pleaded, "It feels so good. Don't stop."

*****

Alex smiled, since he had no plans to stop anytime soon. Getting the tingling that signaled the buildup to orgasm, but he hoped it was still some time away. Experiencing the two-fold arousal of both giving pleasure and receiving it himself, he could not fathom something feeling better. He was having the best experience of his life.

He was in a three-way encounter with another beautiful 'coed' with his girlfriend's consent and participation. In fact, Sheila had facilitated it happening. Alex would never have even considered it, were it not for the extraordinary circumstances of Katy's appearance and joining them in their evening.

*****

Although her experiences lately had been lacking in both frequency and feeling, Sheila still knew much of what the older woman was feeling. Before this evening, she never had the opportunity to experience sex with two people at once, but she had experienced her boyfriend's cock on many occasions. When Katy begged to continue, she was all too happy to oblige.

She was still feeling an elevation of excitement leading toward her own orgasm. Marveling that even without direct physical stimulation, thanks to the passion shared between the three of them, she was still feeling the prelude to her own climax. She repositioned herself slightly under the brunette so she could better reach her boyfriends cock as well as continue to suck and lick Katy's pussy.

*****

As satisfying and enjoyable as her orgasm was, Katy was pleasantly surprised that in its aftermath, she did not return to zero, as it were. Moments after her explosion, she was on the way to another. Among a multitude of new feelings she'd experienced this night, the rapid return to a building orgasm was yet one more. Being on her way to coming a second time, she immersed herself in the action that was taking her there. She became more enthusiastic in fucking back to Alex.

The increased motion caused the younger woman who was playing with her sex to loose contact more often, but to Katy, that was just the icing on a wonderful sexual cake. The willing, insistent, and very hard cock plowing into her needy pussy was her nirvana and she had no desire for it to end. The sensual heat of the moment was affecting her in so many different ways. She felt true caring from others for the first time ever; sexual excitement, and fulfillment. An overwhelming desire to return the pleasure in kind to the delectable, bare, pussy that was now staring her in the face engulfed her.

Surprised, even given the position she was laying in, Sheila gave a start when the brunette ran her tongue the entire length of her sex. Since she was already experiencing a building orgasmic sexual excitement, she relished at the direct stimulation. Far from distracting her, it only served to increase her need to stimulate and excite her partners in their love triangle. Resuming her oral attentions, she slurped in Katy's clit whenever she could, licked the hard shaft delving into her lover's pussy, and caught a swipe at his balls whenever possible.

*****

When Alex tried grinding his cock deep into the willing pussy, she took full advantage to pull both of his hot balls in her mouth, sucking gently and insistently. The resultant moans from her boyfriend gave her all the feedback she could desire, concerning how her ball play felt.

It was as if Alex could feel the sexual excitement in the air and was drawing some of his pleasure from it directly. When he leaned forward, almost lying on Katy's back, his hands left the brunette to caress the sides and exposed areas of his girlfriend's tits. Much of the time, he seemed to be in physical contact with both of his lovers. Through it all, Alex felt an aura of love and energy saturate the entire area.

He realized that in many ways, it was just sex, but there seemed to be something stronger and deeper present. He could feel the love, caring, understanding, and the rebirth of closeness that flowed in and around the three lovers.

*****

Having never completely lost the intensely pleasurable feelings from her orgasm, Katy found herself rapidly building toward another. She clenched her pussy tightly around Alex's plunging shaft. As she involuntarily tensed her entire body in prelude to the oncoming explosion, she lowered her hips, slowing their movement. This allowed the blonde under her to concentrate on sucking her clit.

Nothing diminished Katy's attachment to the blonde's pussy currently covered by her own mouth, but she did slow her ministrations, as her concentration ebbed away with the coming orgasm. This time her climax enveloped her tightly. She ceased all movement after burying her face in her lover's pussy, her pussy in her lovers face and slammed hard into the hard cock deep inside her. Katy's orgasmic screams were probably very loud but muffled by the pussy where she'd buried her face.

The intensity of her coming caused her other lover's to cease their activity, as she spasmed hard through the intense orgasm. Their cessation was partly out of concern, and partly their empathetic realization that their lover had probably received all the attention she could handle. As she began to relax, almost in unison, Alex pulled his still rigid cock from her drenched and spasming pussy, while Sheila was wriggling out from underneath the temporarily satiated woman.

*****

Remaining on his knees behind his slowly collapsing lover, Alex's position was perfect for his still excited girlfriend to take his cock in her mouth. He was startled at the new sensation, but did not pull away. Never having taken his cock so deep in her mouth, her deep throating accomplishment sent Sheila to a new plateau of arousal.

Although, she regretted having lost the wonderful tongue action of her female lover, Sheila's excitement continued to grow as she drew delight from taking Alex's cock so deep and having his balls resting on her nose. Soon, her own needs exceeded her enjoyment in swallowing of his cock into her mouth and throat. She was ready for more stimulation, and not the kind his tongue would provide. The younger woman wanted Alex's cock buried deep in her vacant pussy. Feeling eager to envelope his cock, she scrambled around in the bed, spreading her legs wide as she stopped in position, giving a very brazen display of her inflamed and wanting pussy.

Alex needed no further invitation. He immediately aligned his still rampant cock with her entrance and plunged in to the hilt. Letting out a long, loud, moan of satisfaction, Alex expressed his pleasure at being inside her molten pussy. The longer, louder, and almost screaming one from his girlfriend drowned out his moan. Her legs wrapped around his hips as he set a quick pace, filling her with his cock repeatedly, then withdrawing before filling her again. Wrapping her arms around his body, Sheila pulled Alex close and kissed him hard.

"I love you." She moaned in between kisses "I don't ever want to lose you again"

"You won't. There won't be a next time. I'm keeping you no matter what," said Alex.

As the two lovers continued their passionate coupling, their other lover joined them. Sufficiently recovered from her orgasm, Katy felt the need to rejoin the pair in their expression of love. Wrapping one arm over Alex and slipping the other under Sheila, she hugged them both. They met in a three-way kiss, much as they had in the beginning of the evening. You could almost feel the love and sexual excitement in the air.

"I love you both, so much. It started with Alex, but now I love you too, Sheila. I hope we'll always be together," Katy cooed to the two lovers.

Each member of couple replied, in time with their exertions, "We will, somehow."

*****

Tightening her embrace of the other two, the older woman moved from one to the other, kissing them fervently. Moving her arms from around them, she used one hand to fondle the closest of Sheila's breasts. Using the other hand she grabbed a handful of Alex's ass, pulling him tighter into his girlfriend. Moving to a position so she could better participate in the action, she found herself edging part way onto Alex's back.

She reached one hand around Sheila's legs, then down to fondle his balls and explore his hard shaft as he moved into the younger woman. It surprised Katy how much she enjoyed participating in the other's loving.

Reveling in the wonderful feelings caused by Alex's hard cock sliding in and out, Sheila enjoyed being the one of the trio now receiving all the attention. Using few words, she communicated with her lovers through moans, showing just how much she was enjoying their efforts. She was far from an inactive participant in their coupling. Gripping her legs around his hips, she pulled Alex deeper as he plunged into her. Raising her hips in time with the tightening of her legs, she was bucking up off the bed continually. Feeling the length of his hard shaft running over her excited clit was approaching heaven for the excited woman.

Even though she was deriving pleasure from the touching she was doing, Katy was not immune to the sexual excitement and hunger in the air. She had an intense desire for greater participation in the action between them. Releasing the enticing breast she had been fondling, she slithered up on Alex's back before sliding through Sheila's legs and down over his ass to assume a position near to where the couple joined. Moving her head closer to where the driving cock entered the inflamed pussy, it occurred to her that the view was much like the one Sheila must have seen earlier.

Although her years of voyeurism had included observing couples similarly engaged many times; she grasped just how erotic being this close to a fucking couple with whom she felt emotionally attached was. It was sensually hot and tremendously exciting. Not that she really needed any more stimulation, but she still felt her arousal level grow greatly.

Giving into her growing need for more active contact with the ongoing coupling, she eased forward to run her tongue over Alex's balls. The effect was immediate as he jumped from the contact of her hot tongue on his scrotum, plunging that much harder and deeper into his girlfriend. Sheila also gave voice to the change, as an exclamation, caused by the sudden increase in vigor of Alex's pounding, echoed thorough the room.

Not satisfied with just her tongue bath of his balls, and caught up in the erotic excitement of their play, Katy moved up to run her tongue all around his puckered starfish. Between her hands caressing his balls and exposed cock, and the very active tongue playing all over the entire area, Alex was definitely feeling the increased sexual tension.

Once she felt that she had sufficiently lubricated his pucker with a combination of her tonguing action and smearing it with some of Sheila's overflowing pussy juice, trying something she'd observed, she slowly inserted her finger. Beyond an increase in the ferocity of his thrusting, Alex expressed no objection nor gave any outward sign acknowledging the finger. As she worked her finger in, out, and deeper, she centered her effort on trying to massage his prostrate.

The combination of Sheila's velvety, vise like pussy and Katy's stimulation was bringing Alex to the limit of his endurance. From his increased speed, his girlfriend knew from experience with her man that he was about to explode. She managed to add a little verbal incentive.

"Come on lover, come for me. I'm coming, come with me. Come for me...." she said as she clinched her pussy just as tightly as she could.

Joining in the encouragement, Katy chimed in, "Come on Alex, come for me, too. I want to feel your coming in her pussy. Do it! Come on, do it!"

*****

Whether it was the words or just the timing, Alex didn't know, but the explosion was upon him. Ramming his cock into the molten pussy as hard as he could, his seed pulsed into his girlfriend. It felt like the contractions were beginning at his toes and draining everything in their path before exiting the end of his buried cock. His body tensed in a flexed position, not moving, pressing as deep as he could. One, two, three, four strong explosions of his come splashed into Sheila before his orgasm weakened and finished with numerous smaller pulses.

As his body relaxed, Katy removed her finger and jumped up, running to the bathroom. Alex felt as if all his energy had drained into Sheila with his come. He found himself collapsing in weakness after his massive orgasm. Being ever thoughtful, he shifted to her side and fell by her laying face down.

*****

Returning from her quick cleanup, the older woman knew exactly what she wanted to try and where to try it. Since Alex had collapsed by her side, Sheila's swollen and overflowing pussy was wide open to Katy. Lying across the end of the bed, she attached her mouth to the younger woman's sex as if she was starving. She had never before delved into a cream filled pussy, but in keeping with the sexual excitement overload of the evening, it was just what she wanted at that moment. Knowing she liked men's come straight from the source, and the taste of pussy, she could see no reason not to feast on the fresh deposit Alex had made.

Even though she had just come hard, Sheila found the new attention to her pussy welcome. Her excitement was so high the continuing stimulation maintained her arousal at fever pitch. The brunette's tongue action and sucking, while not sending her into orbit with another strong orgasm, released tingles and small orgasms through her. When the outside of the blonde's pussy was clear of any residue, Katy made one final deep suck of the tasty pussy.

Never breaking contact with Sheila's smooth, damp, flesh; Katy slid up her lover's panting body. When she reached Sheila's mouth, she firmly sealed the younger woman's lips on her own, delivering her surprise. She'd kept as much as she could of Alex's come obtained during her last suck. Having really enjoyed Sheila's surprise gift at the start of their lovemaking, she used her tongue to push Alex's essence into the younger woman's mouth. Although unprepared for her surprise, Sheila welcomed it when she realized what it was. Their sharing of Alex rose to an even higher level.

*****

After trading the 'surprise' back and forth between them until there was nothing left to share, the women separated. Moving to either side of Alex, both snuggled into him. They remained in a sexual haze, having enjoyed all their play immensely. All of the lovers were still slightly amazed at the comfort they felt with each other and their trio.

There was no jealousy at play, or anyone vying for more attention than someone else does. Each was receptive and giving to whomever needed it at that moment. Sexually, it had not been terribly adventurous beyond the fact there were three of them, but it had been satisfying in so many ways. In the satisfied aftermath of their loving, all three relaxed in another group hug, the wine long forgotten.