I (38F) was 19 and spent the night with my best friend. She was the same age, taller, and skinnier. Though we wore basically the same size bra, her boobs were perkier and looked bigger because of the type of bra she wore. She was better at makeup. Her clothes were more revealing. And her hair was always perfect.
She had an older boyfriend and he joined us as we watched a movie. We ate some pizza, smoked a joint, and put on another movie. At some point I must have fallen asleep.
We were on her queen size bed. It was pushed up in the corner of the room. I was closest to the wall. I woke up facing it, just inches away, and the bed was moving. I could hear heavy breathing. I didn't dare turn my head, but I soon realized what was happening.
I didn't want to mess them up, so I pretended to still be asleep. I moved one of my hands between my legs and slowly rubbed my clit as I listened. I imagined what position they may be in and what her sex face looks like.
A little while later my friend left the room for some reason. Her boyfriend leaned over to me and whispered "I know you're awake". I kept my eyes shut tight and kept my breathing slow. He continued "you're such a perv. I know you're awake. You want to hear us." He wasn't wrong. I am and always have been a perv. And I liked the idea that just couple feet away my best friend was getting fucked. I liked hearing them, and especially her.
She returned to the room and he told her he thought I was awake. She told him she knew I wasn't. I honestly have no idea if she truly thought that. They continued and when they were done he left, and she "shook me awake". I pretended I was really waking up from a hard nap and looked confused. I asked her where her boyfriend went and she told me he left. We went outside and smoked a cigarette and she told me they fucked while I slept. Of course, I acted totally surprised.
We went back inside and she cuddled up to me as we watched another movie. She soon fell asleep, with her head on my boobs and my arm around her. I could see down her nightshirt and saw her perky tits looking particularly juicy. But then again, I was still horny, I never did orgasm while they were fucking.
I slowly got up and laid her down onto a pillow. I left the room and decided to go to the living room. She lived with her mother and older brother. They were all sleeping. The house was dark and quiet. I tip-toed to the living room and laid on the couch and spread my legs open. I was wearing a sleep shirt and a thong. I removed the thong and held it in my left hand as I used my right to rub my clit.
I closed my eyes and started circling my clit slowly, imagining my friend being fucked, imagining me playing with her tits. I was eventually rubbing pretty hard and I was breathing heavy. All of a sudden I heard a noise. So I closed my legs and sat up. It was her brother, he was in the kitchen getting water. He had to walk past me to get to the kitchen. I know he heard me, even if he couldn't see me.
He saw me sitting up and asked me what I was doing in the living room. I told him his sister was asleep and I was bored. He asked me if that was why I was touching myself. I immediately left my body...totally blacked out for a few seconds. He laughed quietly and said it was fine, he was just doing the same thing. He asked if I wanted to hang, as he wasn't tired yet. So I got up and walked into his room.
His bedroom was a converted garage. It was the biggest room in the house. It looked like a small apartment, minus the kitchen. The lighting was actually whimsical, I remember thinking about how much I liked it. We sat on a couch, my thong still in my hand. I said fuck it and put it down on the table as we smoke. He saw it and raised an eyebrow. This was the longest we had ever talked or been around each other. I realized he was pretty cool and quite handsome.
After some time I told him what happened earlier with his sister and her boyfriend. He thought it was pretty hilarious, but also hot as hell that I touched myself as I pretended to sleep. It was then that I decided to spread my legs open some. He leaned forward to see my glistening pussy, pretending that he needed a lighter from the table.
He put his hand on my thigh moving it up slowly as we made eye contact. I grabbed his hand and moved it to my pussy. I was extremely wet, and I wanted him to know. He ran his fingers over my slit and softly groaned. He stood up and took off his clothes within seconds. I then did the same. He grabbed my hand and led me to his bed.
I laid down as he centered his face between my legs. I closed my eyes as he started to lick up my juices. He kept avoiding my clit, which so desperately needed attention. I grabbed his head and grinded on his face some, trying to move my clit to his mouth. I'm guessing he didn't like that because he stood up and moved me so I was leaning over the side of his bed. He held my head down as he pushed himself inside my pussy. I gasped at the size. I hadn't seen him erect yet, so I had no idea how big or small it was.
He groaned and mentioned how tight my pussy was and how good it felt around his cock. My moans got louder as he fucked me faster and deeper. I reached down and rubbed my clit as he continued railing me. I almost dropped to the floor when I came. My legs gave way, he had to keep me upright. I got on the bed and rubbed my clit a little more, I knew I could make myself cum again. He got on top of me and continued fucking me through another orgasm, which then triggered another orgasm. I think I may have had a total of four.
After he came, I put my sleep shirt back on, went to the bathroom to push his cum out and went back to my friend's bed. She was still asleep when I got back in bed. I fell asleep spooning her, thinking about the fucking I just got from her older brother.
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