Friendly Benefits Ch. 01

Ten or fifteen minutes later, Marge walked into the living room completely naked and stood at the end of the couch where Andy and Amanda were mauling each other. They both looked at her. Andy's jaw dropped; he was so shocked that he didn't let go of Amanda's boob. Amanda gasped but was too shocked to say anything.

"I heard a scary noise," Marge said unconvincingly, "or something. Hey do you mind if I sit out here with you guys for a bit?" She moved and flopped into a chair.

"Marge, you're naked," Amanda said. She wasn't as drunk as Marge was, but she was drunk enough to not really sound all that concerned with her friend's nudity. "Don't you want to go put something on?"

Andy was silent, still with his hand on Amanda's boob under her shirt, he stared at the naked Marge as she stood up and said, "Oh yeah. Sorry 'bout that." She walked down the hall with Andy staring at her round full ass as it swayed away from him. She disappeared and Andy turned to look at Amanda and realized she had caught him staring at her friend. She just looked at him and shrugged. They started making out again and his thumb caressed her nipple softly.

"Yeah, sorry about that. I wasn't thinking," Marge had come back down the hall and was wearing just her tank top. No bra, no panties and the tank covered only the mound above her nearly hairless pussy. She flopped into the chair again with her knees immodestly apart.

She looked Andy in the face and then shot Amanda a look with her eyebrows raised as if to say "So? What are we doing here?" Amanda demurred, and Marge took that as her cue to lead the way a bit.

"So, Andy, got any porn? I'm drunk and alone and in the mood for some nastyvision. What have you got?" She dropped one hand so that it rested on her thigh nearly touching her pussy.

"Porn, well, I ...um...what?..." He was stammering and blushing.

"Yeah, porn. You think you are the only one who likes to look at lovely people making lovely love in pairs and triples or whatever?"

Andy looked at Amanda for help, but she just stared blankly back at him. His head swiveled back and forth between the two beautiful women. Amanda thought he was going to burst into flames or something. She looked at Marge, pleading, but Marge just shrugged and opened her mouth as if to begin speaking again. Before she could, Amanda said "yeah. Why don't you put something in...the player. What the hell." She had leapt off the cliff.

"Well, uh...what do you guys...uh....REALLY?" He stammered. "OK. I guess if you guys want..." as he trailed off, he stood up and moved to the TV, a bulge obvious in the front of his sweatpants.

Marge noticed the bulge too and raised her hands above her head which lifted her tank top even higher and exposed her pussy fully. "PAYDIRT!" she cheered as she shook her fists in the air. When she lowered her arms, the shirt stayed where it was.

Andy put something in the DVD player and sat back down next to Amanda. After the FBI warning, the title came up and she saw that he had selected "Double Takes" again, even though there were other titles in the drawer. 'Sneaky,' she thought to herself.

In a very short time, two dark haired women were giving a blond, muscular man a lot of attention, especially his meaty cock. Andy acted enthralled with the movie and tried to stare at the TV, but Amanda caught him furtively looking at the half naked Marge. Marge had her hand casually resting on her vagina as she watched the screen.

"Oh, it's OK," Amanda said, "she's sitting right there, half naked. There's no harm in looking. It's obvious you are trying to not let me catch you, and it's obvious she wants you to, so, whatever. Knock yourself out if you want to look." She was surprised that it actually felt good to tell him that and get it off her chest.

Startled, Andy glanced at Amanda and then turned to look at Marge openly. Marge was moving her hand on her pussy now and had one tit in her hand as she watched the action unfold on the screen.

After a few minutes of this, Marge stood up and pulled her top over her head so she was now naked again. She walked over in front of Amanda and Andy, looking directly at Andy the whole way. Amanda was nervous but extremely excited at the same time, and she could feel the juices of her excitement between her legs.

"So, here's the ground rules," Marge started.

"Ground rules?" Andy looked at her puzzled.

"Yeah. Miss priss there doesn't have the balls to kick this off, no matter how much she wants to. We are essentially the magic genies that are going to grant that wish that has been on the top of your list for a long time." As she finished, she looked pointedly at the TV where two mouths were working over one big penis, then looked back at Andy knowingly. Andy sat stone still, staring at Marge. "So," she continued, "there will be a couple rules. Number 1, there really aren't any rules. I don't imagine you want to do anything from an underground German porn, or have me crap on you, so pretty much whatever you two normally do is fine with me. Except I do like butt stuff." As she said the last part, Amanda gasped slightly.

"Rule number B," she continued, "there may be, I don't know, I guess you'd call it 'payback' for Tom if he finds out what is going on here in a few minutes, or if my guilt just forces me to tell him. You OK with that?"

Andy said, "you mean that you two might have to do this with Tom?"

"Exactly."

Andy thought for a minute then said "can I watch?"

Amanda and Marge shared a look as they laughed. Marge laughed confidently. Amanda's laugh was nervous.

"Sure, whatever," Marge bent and pulled Andy up to her, wrapped her arms around his neck, pulled him tight against her and kissed him hard on the mouth briefly. "Can you help out down there?" she said to Amanda. Amanda took the cue and slid Andy's basketball shorts down. The waistband caught on his stiff cock but she worked them down and off of him.

Marge pushed him back down and dropped to her knees to take him in her mouth while Amanda watched. Andy closed his eyes and tipped his head back. "Wow. Best night ever," he said. Amanda moved closer so she could share in the treat that Marge was hogging. At first they kept bumping into each other as they both tried to please Andy, but soon they figured out a sort of rhythm that had Marge sucking and licking his balls while Amanda rimmed her tongue around the fat head of his meaty cock. Then they would work their way around so that they had switched places. Andy moaned and moved his hips slightly.

After a few minutes of this mind blowing attention to his cock, Marge stood and pulled Amanda up by her shoulders and turned her back to Andy. She started kissing her and fondling her tits, but Andy could only see Amanda's back. Slowly, Marge's hands made their way to Amanda's white, toned ass and she started pulling her cheeks apart and kneading the meaty globes. She pushed Amanda down slowly as Andy spread his legs even wider. Amanda anticipated what Marge was doing and put her hands on Andy's legs and directed her dripping pussy over Andy's throbbing dick. Marge didn't stop directing Amanda down until she was impaled on the complete length of his dick, then she pushed just slightly on Amanda's shoulders to give her a little extra. Amanda gasped, then Marge was gently pulling her up and pushing her down, directing the action as Amanda fucked Andy slowly.

Then, without warning, Marge pulled Amanda up to stand again and kissed her greedily. As they kissed, Marge moved them in a circle so that she had her back to Andy. Once facing the right direction, she started dropping down until both she and Amanda were kneeling on the floor. Marge pushed Amanda back so that she was lying on her back in front of her. Then she bent over and began kissing around Amanda's wet, neatly trimmed box. Amanda had never had a woman near her like this before. Her heart was racing and she felt like she had just run a mile. The blood pumping through her made her ears ring. Her body quivered with anticipation as Marge's lips and tongue moved over the skin all around her pussy.

And then, suddenly, Marge's mouth was on Amanda's clit. She held it between her lips and flicked it with her tongue for a few seconds before she released it and licked from bottom to top of her pussy. Amanda's vision blurred and she closed her eyes so tight she thought she'd never be able to get them open again. Marge's mouth on her pussy made Amanda feel amazing, and she moaned loudly to show her appreciation. She knew she wasn't a lesbian, but she really, really liked this woman licking her pussy right now.

Marge continued to diligently clean Amanda's pussy with her tongue, and Amanda moaned loud and often. Then she noticed that Marge's mouth was periodically applying pressure and then releasing. Pressure-release-pressure-release. It had a familiar rhythm to it, and when she opened her eyes, she saw that Andy had moved behind Marge and was pumping into her as she licked Amanda. The feeling she had was Marge getting rocked by her boyfriend's eager fucking as she worked over her vagina.

Inevitably, the two women swapped positions and Amanda had her first taste of pussy that wasn't her own. She was nervous that she wouldn't know what to do, but the moans from Marge told her she was doing just fine. She didn't hate eating out her friend at all. And she liked Andy fucking her while she did it. Although she wasn't reflecting much, she did know she was glad Marge had got the ball rolling.

Eventually, they all moved to the bedroom.

Marge lay on top of Amanda and kissed her deeply on the mouth. She moved her legs apart with her feet pushing Amanda's legs with her as she did. She wiggled her ass and looked back at Andy who took the cue and moved between the two sets of tan, slender legs. He took his hard cock in his hand and guided it into Marge's pussy slowly but steadily, causing her to moan as she resumed kissing Amanda. He slid slowly in and out of her his full length a few times and then Marge turned her head to him and said, "Let's be fair about this."

Andy said "Of course," and pulled his cock out of her and moved it to slide into Amanda. Marge moved up on her slightly to make it easier for Andy to enter her friend. Amanda moaned and moved her hips to meet him as he slid into her all the way while he kneaded Marge's full ass with both hands.

They played like this for a few minutes with Andy taking turns pumping into each of the girls while they writhed together. After a while, and without anyone saying anything, Marge rose up off of Amanda and got her knees under her. Since Andy was plumbing her depths at the time, he rose up with her until they were doing it doggie style over Amanda.

Amanda moved out from under her friend and, after rubbing her hands around Marge's pussy while Andy's dick was pulling out, assumed an all-fours position next to her friend, which allowed Andy to move back and forth between them as he wished.

After experimenting with as many positions and combinations as Amanda could remember from Andy's instructional videos, she ended up on her back with Andy fucking her and Marge covering her body with sucking and licking, all the while rubbing and pinching her clit just above Andy's cock. Marge finally settled her attention on Amanda's clit with her tongue while she played with Andy's balls with her hand. It was hot and awkward, but it was driving Amanda steadily toward an orgasm she could feel in her soul.

Suddenly, Andy's pace quickened and he said "I'm gonna cum."

"NO!" Marge pushed him back away from Amanda, but Amanda moaned in disappointment. Marge didn't leave her alone long and was soon between Amanda's legs licking her clit with fervor and using three fingers to fill the space left empty of Andy's cock. Amanda moaned and bucked and clenched the sheets in her hands as the orgasm that had been waiting for the right moment surged through her body from her shuddering pussy making her tremble and shake as Marge brought her down with gentle pressure from her tongue.

"Oh my god. Oh my god," Amanda said over and over, panting. "That was fucking amazing." She felt not even a hint of self consciousness as she lay sweating and breathing deeply, naked in front of her best friend.

Marge rose to her knees and turned her head to look at Andy. "My work here is done." She reached back under her pussy to pull Andy's cock to her. She moved the head of his throbbing meat up and down between the lips of her pussy, and then pointed it at her tight asshole. The juices she collected made the head of his dick slide easily past the ring of her ass. She collected some spit in her hand and reached back to rub it around his shaft and her asshole. He pushed in a little more, causing her to grunt. While not huge, Andy was well endowed and thick. His would be the largest dick she had ever had in her ass.

Andy pushed a little more, but was having trouble getting smoothly into her. He paused to pull out a little, but Marge's tight ass pushed him completely out. She moaned, "no, no, put it back. It's OK. Put it back."

Amanda had gathered her wits enough to sit up and see what was going on. She moved near Marge's ass and took Andy's rock hard dick in her hand. She lubed it with spit and then guided it back in until the tip disappeared before her eyes. She was rewarded with a happy moan from Marge. Then, slick with Amanda's saliva, his dick slid in slowly and easily until all of it was inside her friend's ass.

"Mmmmmm....yeah. Just stay there for a minute. Don't move," Marge said dreamily.

"I'm afraid to move. I think if I move one millimeter, I'm going to blow my load," Andy said. He was visibly concentrating on the task he was doing, trying not to come before Marge got some pleasure for her trouble.

Marge just answered him with a moan. Moments went by like hours. It seemed like Andy remained there stone still for an eternity. Marge just moaned with her head tilted back, her back arched and Andy's meat fully encased in her ass. And Amanda gently rubbed Marge's ass cheeks and back. Eventually Marge began to move. She slid forward off Andy while Amanda watched up close. Then she moved back. In and out went Andy's dick. In and out. Marge picked up the pace rapidly and was soon pounding back into him and grunting with the effort. Andy grabbed her hips and was helping her pump into him.

In a much shorter time than Andy would have liked, he grabbed Marge's hips firmly and stopped her as he was fully inside her asshole and his body went rigid. He closed his eyes and grit his teeth and began pumping sperm into her with a blasting orgasm. Amanda could see what little of his cock was outside of Marge contract with each ejaculation. She was enthralled to see his cum going into another woman.

As his orgasm finished, his body relaxed and moved so he could lie down on the bed. His dick came out of Marge's ass and his sperm followed it, dripping down onto her inner thigh. All three of them collapsed on the bed in a heap. Arms and legs intertwined.

Down the hall, they could hear the TV as the actors on it played out a scene that until a short time ago was something that Amanda and Andy had only ever seen on TV and could never imagine seeing or taking part in as part of real life.

Soon deep breathing replaced the sounds of pleasure and all three were asleep.

In the morning, Amanda woke with the sun shining through the bedroom window. She was the little spoon to Marge's big one and Marge had a soft, full tit in her hand as she breathed deeply into Amanda's neck.

Amanda worked herself free and made her way to the sounds and smells of breakfast in the kitchen. Naked, she walked in and Andy was cooking breakfast with just a pair of boxers on. Eggs, potatoes and sausage sizzled in three pans on the stove. Andy whistled happily, and Amanda walked up behind him to press their warm naked parts together.

"Well, I guess you're OK?" She said sarcastically.

"Me? Oh yeah. Just making breakfast for the best girl in the entire world." Before Amanda could say anything, he added "and you," and started giggling.

Amanda released him and smacked him playfully on the butt. "Nice. Way to play with my delicate emotions right now." She knew he wasn't serious and neither was she. She felt nothing but a little hangover and giddy sense of an adventure past.

Marge showed up at the entrance to the kitchen as naked as she was the first time she walked down the hall the night before. Her hair was sticking up in some places and matted flat in others. She was scratching under her boob absently when she said "Smells good. How about we make it breakfast in bed? Better yet, put that shit in the warmer and let's get a shower to clean up. Tom's not due home until tomorrow. I looked outside and it's pretty crappy out, so we might as well stay inside."

The curtains in the bedroom were not closed and both Andy and Amanda saw when they got up that the day outside was not crappy. It was sunny and looked warm, but neither of them argued. Andy turned off the burners, put lids on pans and followed Marge back to the bathroom with Amanda right behind him.
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