Shelly was sure the others were asleep by now. It had been at least twenty minutes since she heard a sound from anyone, except their soft breathing. Mike, beside her, was definitely out. He’d had quite a bit to drink, and after three years of marriage, she knew the rhythm and sound of his breathing when he was asleep.

Shelly was enjoying the camping holiday with Brent and Debbie but sleeping with another couple in the camp trailer certainly put a cramp in one’s marital privacy. Two or three days wouldn’t have been too bad, but now after six nights without any sex, she was almost going out of her mind. Shelly loved sex. She always had, and now with Mike, it was even better. Ever since their marriage, they had had sex at least once a day, and on weekends or vacations, they oftentimes engaged in marathons of lovemaking. She hadn’t gone two days without sex, let alone six, for the five years she’d known Mike. She was quite happy with their sex life, and wanted, almost needed, it every day.

The last couple of days she found herself thinking about sex almost constantly. Mike and she had managed a few brief kisses and cuddles, but that only made matters worse. There was simply no opportunity to be alone with him. In fact, there was no alone time even without him, and so Shelly had not even been able to masturbate.

Earlier today, when the two couples had gone swimming she’d almost lost it. Mike was wearing trunks, but his friend, Brent, wore tight swim briefs. It was all Shelly could do to not stare at Brent in his Speedo. She secreted a few quick glances and couldn’t help but be impressed at his substantial package. The tight swimsuit outlined his cock clearly and it was obviously quite big. Shelly had never been attracted to another man since Mike, but in her state of deprivation, the sight had started a warmth spreading through her pussy. By the time they finished swimming she was quite wet, and not from the water.

Lying in bed and thinking about it made her feel guilty, but it also reinforced her horniness. There was no way she was going to be able to sleep tonight unless she was liberated from the passion she was almost past controlling. She considered waking Mike, then decided against it. She was not at all sure she could rouse him. If she could there was no way they could actually fuck with the other couple just a few feet away. At best, he could finger her off. Besides, if she was able to convince Mike to make her cum, she was so horny she knew she wouldn’t be able to control her fervor and would be way too loud in the little camper.

Shelly decided she would have to solve this little dilemma herself. She felt that she could maintain some control that way and would hopefully not make too much noise, although she was almost past the point of caring about that now.

It was warm at this time of year. Because of that Shelly had worn only a light nightgown over her panties tonight. The nightgown was light cotton and covered her to mid-thigh. Shelly was lying on her side and peered through the subtle light in the camper. She looked over at Brent and Debbie’s bed to ensure they were asleep. Brent was closest and he was turned away from her. Seeing only the gentle rise and fall of the covers from their breathing, she felt a certain amount of confidence as she slid her hand under the covers of her bed.

Slowly Shelly moved her hand along her outer thigh to the hem of her nightgown. Gently and quietly, she took the hem of her nightgown and slid it up over her hip. Her ears piqued to any sound of stirring from Brent and Debbie, she silently raised her hips off the bed to slip her nightgown up to her waist.

Considering what she was about to do, Shelly felt naughty and extremely horny as she slid her hand down to her panties. She was reminded of when she first discovered the joy of masturbation when she still lived in her family home. She had shared a room with her older sister. Shelly had made herself cum countless times with Jenny sleeping quietly not even ten feet away.

Slowly she slid her hand under the waistband of her panties as she quietly spread her knees apart. Her fingers slipped through the light hair of her pussy. She continued to keep a cautious eye on the other couple’s bed, as her fingers sought out the throbbing itch in her pussy. She was already wet with anticipation.

An unintentional moan escaped her as Shelly’s fingers finally touched her hard little clit. She was absolutely soaked and as she slowly circled two fingers over the tiny bud, she could actually hear the slurping sounds of her juices under her fingers. Reflexively she thrust her pussy forward against her fingers, her eyes closed in pleasure. She slid her hand further into her panties. Her fingers and then her palm slipped wetly over her clit and she sunk two fingers as deep as she could into her itching slit.

Shelly was having extreme difficulty remaining quiet as she stroked herself, her fingers soaking wet sliding in and out of her pussy. The pleasure was incredible as she massaged her clit with her palm and moved her fingers in widening circles inside the wet canal of her sex. Shelly found herself starting to gently hump her pussy against her own manipulations and had to make a conscious effort to settle herself down.

Slipping her fingers out of her needy slit, she slid one finger along the swollen inner lips, up to her clit, and back down again, with only the tip of her finger slipping between the wet lips. Her panties were now a hindrance to her movements, and she determined she had to have them off.

Opening her eyes to once again survey Brent and Debbie’s sleep, Shelly saw that there was no change in their position. It occurred to her that she could see almost clearly in the camper now. The full moon had come out from behind a cloud showering their little camper in a soft glow.

Since everyone was clearly asleep, Shelly was less cautious raising her hips up off the bed. Hooking both thumbs in the waistband, she slid her panties down over her bum. Bringing her knees forward she slipped the panties all the way off. Just then she heard a stirring from Brent and Debbie’s bed.

Shelly froze and listened closely. Someone was turning over. She slowly lowered her feet to the bed and then lay very still, as whoever was moving settled in.

If she hadn’t been so horny, she might have decided that it would be too reckless to continue, but she was very aroused and determined to cum, tonight. Shelly lay still for what seemed an eternity, then feigning sleep sounds, turned her head to take a cautious look at Brent and Debbie. She could see in the soft light that Brent had turned over onto his back with his head turned toward her, breathing quietly, still seemingly asleep.

Now, out of her panties, Shelly felt a freedom that was both erotic and naughty while quietly slipping her underwear under her pillow. Mike, pretty much passed out beside her, was not a big threat to wake up, but with Brent stirring the threat of being caught added to her already overly excited passion.

Drawing her knees up Shelly slipped her hands down her tummy. Her knees instinctively separated. Her hands, with a mind of their own, continued down her body drawn by the needs of her pussy. Soon soft wet sounds could again just barely be heard as she slipped one and then two fingers into her eager pussy.

Shelly slowly and deliberately massaged her desperate clit. She played slowly to both remain as quiet as possible and to maintain this sensation for as long as she could stand. She was so horny she could make herself cum quickly if she tried, but she was loving how she was making herself feel too much to have it go away. Gently she rolled her fingers around inside her pussy and massaged her clit with three fingers of the other hand. She couldn’t prevent the soft moans of pleasure from escaping her and tried her best to make them sound like sleep noises. She was trying to keep as still and quiet as possible, but her passion was becoming stronger, and she was losing what little inhibition she had left.

Shelly was now uncontrollably thrusting lightly against her hand her fingers fucking her pussy with increased vigor. “Mmhmm” quietly sounded in her throat. The camper was starting to rock slightly, and Shelly almost didn’t care. She was enjoying this too much to make it end so soon; she wanted to cum but, even more so, she wanted to maintain the pleasure. Slowing her pace, she slid her fingers out of her drenched pussy and began to slide them up and down between her wet lips. The camper was rocking too much now. Shelly mustered all her control and slowed, then stopped her movements. She again piqued her ears to hear if there was any sign of others being awake.

The camper continued to rock slightly, even after she consciously stopped thrusting against her hand. Shelly stopped moving completely but could still detect a slight movement of the camper.

Opening her eyes slowly Shelly’s senses were alert as she looked, felt, and listened. A slight swishing sound seemed to come from Brent and Debbie’s side of the trailer. As she turned her head slowly to look, the noise stopped, and she could feel the little camper stop its gentle sway.

Shelly could see quite well in the soft light and Brent was still lying on his back, his head facing her. She could see well enough to know his eyes were closed, but she could tell by his breathing that he was not asleep. He was not breathing gently and easily as sleeping people do, rather his breathing was rapid and more intense. His right leg was raised a little now, bent at the knee, but she thought she could still make out a rise in the sheet near his groin.

Shelly couldn’t keep from grinning to herself as she guessed what was happening. Her embarrassment over being caught masturbating was quickly replaced by rising excitement at the suspicion that Brent had started jacking off while he watched and listened to her play with herself.

Trying not to think about the consequences, and really, far too far along to stop anyway, Shelly decided to try to confirm her suspicions. She slowly pushed the blanket down around her waist and spread her knees widely. Shelly began once again to masturbate. She kept her face directed toward the ceiling, and her eyes closed but peeked out from under the lids at Brent. Soon she was building again, and she felt the camper start to move.

Brent’s head moved slightly, almost craning his neck toward her, and Shelly thought she could see his eyes now open. She continued to play with herself and soon became aware of movement under his blankets. It was a rhythmic rise and fall near his crotch. She knew it! Her husband’s business associate and buddy was jacking off as he spied on her masturbating.

Shelly considered what to do, although her hands continued their movement under the blanket. It was clear she wasn’t going to stop. She knew she had no intention of having an affair behind Mike’s back, but her body was almost out of her control. Mike had been very drunk, and Debbie hadn’t been far behind him, so she felt relatively certain neither would wake up. She reasoned that Brent must be as horny as she was, and nothing was more natural than masturbating when horny, especially if you had no other release. It just so happened that they were both satisfying their own needs simultaneously. What harm was it if it added to the excitement to know the other one was playing with themselves too?

While these thoughts ran through her mind Shelly could feel herself building quickly. The fingers dancing on her clit had been joined again by two from her other hand slipping in and out of her wet tunnel. Once again, she consciously slowed her movements, causing her approaching orgasm to recede a little.

Glancing down her body Shelly saw that her nightgown had worked its way up her body while the blanket had moved further down, leaving her ribs and tummy uncovered, the skin milky white in the moon’s glow.

Keeping her eyes mere slits, she glanced back toward Brent. He was clearly watching her every move. His far leg had dropped back to the bed so that now the tented blanket over his moving hand was very apparent.

Shelly realized that she wanted him to be able to see her movements just as clearly. She slowly stretched her left leg out so as not to let it drop onto Mike as she tried to spread her legs open even further. Her right knee dropped all the way to the side and was now hanging off the edge of their double mattress. The blanket sank between her legs and Shelly knew the movement of her hands would now be more clearly outlined from Brent’s angle.

The way the mattresses were arranged in the little camper meant that Brent’s head was even with her waist and only about three feet away. She felt extremely hot and naughty knowing she was purposely letting him see her playing under her blankets.

Once again Shelly became aware of the camper moving. Brent was stroking himself in time with her own plunging hand and the corresponding swaying of the little camper was significant.

Worried the rocking might wake even their drunken spouses, Shelly again willed her hands to stop. Brent’s movement continued for a few seconds until she looked his way.

Shelly was amused to see Brent immediately close his eyes and stop moving his hand, feigning sleep. Even if she didn’t already know what he was doing the huge lump in his blanket would have tipped her off. But Shelly liked the idea of pretending that she was unaware of his actions. At the same time, she felt a sudden urge to show him more, and without thinking, she slipped out from under the blanket. Carefully she swung her right foot off the side of the mattress and planted it on the floor, her knees open widely. She lay now at an angle on her bed, her pelvis directed more toward where Brent lay still pretending to be asleep. Propping her head up slightly on the pillow so she could see him more clearly, her hand casually pushed her nightgown up and over her smallish breasts. Her fingers touching the hard little nubs of her nipples caused her to suck in a quick gasp of air. She slid her right hand down over her tummy to her pussy and she slipped a finger inside of herself. Rotating the finger in circles the feeling of naughty excitement was greater than ever. I can’t believe I'm doing this, she thought.

Soft sucking sounds were plainly heard now not muffled by the blanket. Shelly saw Brent’s eyes open and then widen as her fingers and pussy were plainly visible only a few feet away. Staring his hands pushed his blanket down his body, sliding under it, exposing his bare stomach.

Her eyes again mere slits, Shelly watched his chest rising and falling rapidly, his eyes glued to her movements, as his hands began moving once again under his blanket. The blanket was low enough on his body that she could see dark shadows under the edge where it tented up. She found herself hoping he would push the blanket all the way off so she could see his fully erect cock.

Almost as if he had read her thoughts Brent suddenly shoved the blanket down toward his knees uncovering his pelvis. His pajamas were open and pushed down over his hips and his hard cock stood pointing out from his body toward her.

Shelly almost gasped and was certain she had made some noise in response to the sight. His cock was gorgeous. It was quite long and very thick. One hand moved to massage his balls and the other closed around the thick shaft, pointing straight up from his body and Shelly could now see it all very clearly.

He started to stroke it, his fingers barely reaching around it. Shelly was so turned on by the sight of her husband’s handsome friend stroking his huge cock only a few feet away that her control left her. The sight of Brent’s rock-hard cock glistening with pre-cum was hugely erotic to Shelly and she again buried two fingers deep inside her wetness. She stroked her fingers in and out in rhythm to Brent’s long stroking of his rigid cock. Her fingers flew over her clit and she stopped making any effort to hide the fact that she was watching him as well.

They tried to maintain control of themselves lest they wake their spouses as they continued to masturbate for their and each other’s pleasure. Shelly was getting too, too hot now and was bucking harder arid harder against her hand. She ground her clit against the heel of her hand riding hard on her fingers deep inside her wet slit. Moans were coming more and more quickly from her as she fucked her pussy mesmerized by Brent’s stroking of his cock in front of her.

His stroking grew in time to her own play and Shelly could tell that he too was close to orgasm. She wanted to see him cum. She felt very mischievous, naughty, and horny, and ached to have her husband’s friend watch her cum and to see him cum too.

Shelly had her legs wide open, and her fingers buried deep inside herself. She was fucking herself forcefully now, too excited to be restrained. Both she and Brent were on the verge. She could feel the passion welling up inside of her and knew she was past the point of no return.

Suddenly Brent tensed up, his hand stopped stroking his gorgeous cock, and his eyes squeezed tightly shut as his whole body stiffened. A stifled moan escaped him and Shelly watched his cock twitch then sprays of cum erupted from the fat head. Stream after stream of hot semen exploded from his stiff penis, landing on Brent's stomach, his chest, his arm, and the bed; it gushed uncontrolled from his hard cock as he lay taut in pleasure.

It was all Shelly could take. With Brent lying across from her, his cock erupting cum, a great rush of pleasure came over her. She bucked hard against her hand and felt the wash of orgasm roll over her. She reflexively plunged two fingers deep inside and held her hand tight to her pussy. Rocking the heel of her hand against her clit, she bucked hard against it, grinding her aching clit to satisfaction. Her orgasm, so much anticipated, was intense. She was barely able to suppress her squeals of passion and pleasure as she rode her hand through her orgasm. The vision of Brent’s cock shooting cum was emblazoned on her mind while wave after wave shook her.

Slowly the waves of her orgasm subsided, and as Shelly lay in the afterglow, she opened her eyes and looked again at Brent. He was watching her. The abundant evidence of his orgasm was all over. He was a beautiful sight to her right now; naked and covered with his own cum, brought on by his excitement at watching her own play. He had even started stroking again watching her cum. The orgasm she had, intense as it was, only took the edge off her own passion.

They both lay quietly now surveying their situation. They listened intently to their spouses breathing. Mike had slept through the entire thing and apparently so had Debbie. It was a good thing that both Mike and Debbie had tied into the whisky that evening, she was certain that she and Brent had not been very quiet. She even remembered the camper squeaking slightly from their play. As her eyes returned to Brent and she saw that he continued stroking that beautiful cock Shelly realized that her own hands were also moving. Oh god what’s wrong with me, she thought.

Not a word passed between them as for the next hour they continued to masturbate in front of each other. Shelly was amazed that Brent never lost that amazing erection. She was equally amazed at the three more orgasms she brought herself to under his burning gaze before, finally that beautiful hard cock exploded once again.

They would not have an affair. Nor did they ever speak of that night. But each of them had an experience they would think about while masturbating for the rest of their lives.