Note: This story was dynamically reformatted for online reading convenience. Visit my website to read all of my stories and recent revisions: http://brians-kinky-adventures.com/home.html/ 1439 words Brian's girlfriend has a female friend visiting for a couple days and Brian gets a chance to fuck her in the middle of the night. My girlfriend's friend was visiting us for a couple days, she stayed in our guest room. My girlfriend's name is Sunny. Her friend's name was Laura. I wasn't sure whether Laura knew how open our relationship was, but since she was a pretty good friend of Sunny I figured she had to at least have an idea of the kind of open minded woman my girlfriend was. Laura was cute, likeable, and pretty. Laura had dark blond hair that fell straight and smooth a little past her shoulders. She always had a nice smile, blue-gray eyes and a casual friendly gaze that made me feel drunk every time I talked to her. She had small to medium sized tits that looked very sweet when she leaned over a couple times and gave me a nice view. But what she liked showing off the most were her legs. They were soft, smooth, and shapely. The first day she wore tight little shorts and the second day she wore a little skirt. I didn't hide from either her or my girlfriend the many leisurely gazes I took of Laura's legs. At one point Laura and I were sitting across from each other on the couch. Sunny went into another room for a few minutes, and as soon as she left Laura spread her legs wide open and put her foot up on the couch, finally giving me a great front row view of those last few inches of her legs, and her sweet panty-clad crotch. When Sunny came back Laura shifted to disguise the view she had been giving me. Sunny wouldn't have minded at all, but I guess Laura wanted to be careful. That night, I gave Sunny several quick orgasms with my dick, and then we went to sleep. I woke up a couple hours later from some minor noise. Then I heard some water running, and I realized Laura was in the bathroom. So I got up without disturbing my girlfriend and encountered Laura just as she was leaving the bathroom. I was just wearing my boxer shorts. She was only wearing pajama bottoms, no top. I had seen her legs, now I got to see her tits. They were small but just large enough to dangle a bit. They looked like they would fit nicely in my mouth. She had round little nipples, and large areoli. She was a little startled that I was there, but smiled with fake shyness at me like the flirt that she was and quietly said "Hi!" I smiled and said hi back. She didn't do anything to keep me from seeing her tits but turned to walk towards her room. I quickly stopped her. "Hey wait," I said to her. We were right next to each other. I gently put my hands on either side of her sexy bare stomach, then lightly rubbed up and down her sides and her back for a moment, as we smiled at each other. Then I moved my hands up and started playing with her tits. Her smile told me she seemed to like this. So I bent down a bit and gave one of her areoli a little kiss, just touching my tongue to her nipple for a second and rubbing slightly. She put her hands tentatively on my shoulders. I looked up at her face, it looked like she was waiting for me to do it again. So I sucked her breast into my mouth a little bit, and gave her nipple a nice swirly with my tongue. I did this with both breasts, alternating back and forth, a couple times. "Can we go into your room to be little more comfortable, and I'll suck on your tits for a few more minutes?" I asked. She replied, "Is this okay with Sunny?" I said, "Yeah it's fine, we can do anything we want." She gave a really sweet shy smile and said, "Okay." We went in and sat down on her bed and she said with a smile, "Sunny is really nice isn't she, she likes sharing." "Yeah she's great like that," I replied. We got cozy on her bed, with her legs curled up on my lap and arms around each other. In the darkness I had my hand on her neck and moved in for a kiss before she knew what was happening. We started out light, lips in a soft lock, just a little flirting bit of tongue action. We broke after a moment and she said, "I thought you were going to suck on my tits?" "I will, after we kiss for a little bit," I answered. We kissed more, slowly easing into it, softly moving in deeper. After several minutes we were making out in earnest. Her hands were all over my chest and neck. I had her pretty tight in my arms. But then I moved one hand down the front of her body and up and down her pajama clad legs, and up to her warm pussy. I didn't bother with that for long. Soon I slipped my hand inside her pajamas, and down over her soft warm pussy. I let her lips slip between my fingers as I slowly rubbed her pussy. I never bother to button my boxer shorts. My boner was at 100% and sticking right through the opening, her hot, smooth legs were pressed against it the whole time. It went from being mostly limp to being fully hard as we kissed and she got to feel it stiffening against her leg. It would have been harder sooner but I had fucked Sunny earlier that night. I told her to put her hot little ass right on my lap, and that I would go back to sucking her tits. ... She knelt over my lap again with her legs spread. She was one step ahead of me, I felt her hand on my cock and balls and the tip of my dick against her warm pussy lips. As she eased down onto me, my dick slid all the way up into her hot silky pussy. Then she lifted most of the way back up, and then all the way back down. Our faces only inches away, we just gazed at each other in the darkness, listening to each other breathe, as she started to ride me. For several minutes she rode me like this, with a steady rhythm. Then I pulled her forward for some playful lip, and then tongue wrestling. Then I laid her down on her back. She looked so gorgeous on the bed in the dim light with her sexy legs spread out as I fucked her. After she came I asked her if she wanted to do doggy style. She got on her stomach with her butt arched upwards and her legs spread wide. I could see the round shape of her pussy lips in the dim light. I had to get my mouth on there for another quick taste. She patiently held her pussy like that while I slid my tongue over her pussy lips and sucked on her clit for a few seconds. Then I eased my dick in and worked her pussy deep, while slowly getting myself closer to orgasm. It didn't take long, with her sexy pussy clamped tight on my dick. I kept stroking as I unloaded. We decided to take a shower where I got to see her naked body in full light. We kissed for several minutes with the water running over us. ... "I'm really glad we did that," I said to her. "I am too," she responded, and added, "Say thanks to Sunny for me." I got back in bed and Sunny put her arm around me and gave me a wet kiss. Sunny was awake, I was surprised that she didn't even seem sleepy. "Taste my fingers," she said to me. I found her fingers that she was holding in front of my mouth in the darkness. They were wet with her pussy juice. I sucked them clean. "You've been gone for around an hour. I masturbated when I realized I was alone," Sunny explained. She asked, "Did you fuck her?" I answered, "Yes. It was really nice. And she told me to tell you thanks." "No problem," Sunny replied. "I look forward to hearing all the details the next time we have sex." Visit my website to read all of my stories and recent revisions: http://brians-kinky-adventures.com/home.html/