My friend sleeps in me and my girlfriends bed one night

I had always had a fantasy about having a friend or stranger come sleep in the same bed as us just so I can see what would unfold in the dead of night. My girlfriend, Elaine, of 5 years knew about my desire for her to have sex with another guy in front of me or being shared by me and another cock but she didn't think about it too much and was hesitant at first so I never really brought it up openly unless we're having sex and she wanted to talk dirty, only then would she be inclined to it. One night, my friend was visiting from out of state for work and had recently gotten out of a relationship so I insisted he could stay at our place despite it being a small apartment. Elaine was a great host and made sure he was comfortable for the weekend and even brought up the idea of a small party for his last day and invited our mutual friends together for his last night.

A few people came and although it was cramped, we all managed to have a good time with drinking games and movies. He was sitting next to Elaine and me next to her and I noticed the loose tank top she had was drooping down to the bottom of her cleavage, my friend discreetly saw and brushed his elbow against her large double D tits when she laughed hysterically or got up for more drinks, needless to say he pondered how it would feel in his hands just by the smirk on his face.

At the end of the night some of our friends were leaving during the movie and towards the end of the credits they all left and they both were fast asleep. Elaine was on the couch but I carried her to the bedroom and took off her top and shorts only leaving her in her thong. I nudged my friend that the party was over and he could sleep on the couch until he asked for the heater to be on or extra blankets, our main heating was down and we only had one blanket for him. I didn't want him to freeze since it was below 10F in our place so I insisted he could sleep next to us in the bedroom. We had a king size bed and Elaine was small in stature so he had plenty of space. I don't know what came over me that night thinking it was okay for him to sleep next to my half naked girlfriend, maybe i was just as drunk as everyone or perhaps more, or I was about to have my fantasy come half true.

I immediately slumped next to Elaine and and she felt me get under the covers so she placed her head on my shoulders with her bottom out towards my friend. It appeared he was fast asleep seeing that his breathing pattern changed, I wasn't sure if I was waiting for him to make a move or waiting to catch him taking advantage of her, either way I was very turned on and was beginning to get hard thinking about it. About 20 minutes later I was getting sleepy and had almost nodded off until I heard rustling from his side as he turned to our direction, it was dark but there was enough light to see him face towards Elaines ass which was out of the covers and plain view of him. He was moving around under his blanket and he was definitely awake, I felt movements on the bed as if he was touching himself. He moved ever so slightly closer to her exposed ass that it looked liked he was up against her, I took my chance and whispered to him "you can feel her ass if you want" and in his surprise he whispered back thanks as his hand appeared out his blanket and felt her legs up to her ass cheek and down again. He was jerking his cock under his sheets faster until he took his blanket off and used both hands to feel around and under her thong. I think he was trying to finger her but suddenly Elaine slowly woke up groggily and said "Mmmm yes put it in" thinking it was me, and slide her thong to the side revealing her pussy. I looked to my friend and nodded him to go ahead, and he grabbed his cock and rubbed it across her slit. She was still half asleep but still coherent enough to know it wasn't me all a long. "Hmmm is that your friend?" with her eyes slowly opening wider in realization "Yea is it ok? You know how I always wanted this" she giggled and in a deep breath replied "Okay, only cause i'm horny right now" and began to stroke my hard dick as well. My friend had felt her get wetter as she said that, and felt her grind up against him the moment she started stroking, I can't believe this was about to happen watching my friend and hearing the wet sounds of what looked to be his long hard cock sliding slowly inside my girlfriend.

I heard her sharply inhale as he inserted his whole member inside her, she lowered her head to my cock and started to suck me, her head bobbing up and down to the rhythm of his thrusts. His hands had now began moving and exploring her body and even reached over to her big tits and played with them as he went faster. He lifted her leg so he could get a better look at him pumping her pussy hard and deep, I took a glance too and he made sure every thrust was completely in and out for me to see. Her body rocked her tits and ass as it jiggled in the cups of his hands with loud moans coming from her. I could tell he was going to cum since he was going way faster and deeper than usual. He asked her "where do you want it?" and she lifted her head from my cock and moaned "inside me, cum all the way in deep!" I could not believe what I was hearing and with a few final thrusts I saw the shadows of his hands with her nipples in his grip being squeezed with his hips all the way in her pussy being filled with his load. We all came and soon passed out from the intensity, him in her pussy, her on his enormous cock, and me in her mouth, swallowing every bit. I didn't remember much after but a few hours later I woke up to him fucking her again but this time on her knees and him behind her, I pretended to sleep but quietly watch as this time she sucked him off to completion and swallowed his load, then went back to sleep the same position. We all then woke up in the morning with a lot to talk about!

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