It was a normal Sunday night on campus, Andy and I were sitting in our room chilling out and watching a sci-fi movie while enjoying a beer or two. Monday’s class load for the both of us was pretty easy, so we took advantage of being able to just relax for a few. There was a knock on the door that broke up the sound of our movie, and since Andy’s bed was closest, he jumped up to see who wanted in.

Amanda came in like a fresh breeze as she always managed to do. Beautiful red head, smart, witty and had the greatest smile and wore the best smelling perfume known to man. “What are you two quiet boys doing? Watching a boring Sci-fi movie again?” she remarked with a cute laugh.

We all met early on this year in our Chemistry class. Three strangers from different states trying to settle into the lifestyle of a large campus. It was like it was a meant to be friendship as the three of us sparked up a conversation which bonded us immediately. I found her highly attractive, and I know Andy did as well, but we all seemed to keep ourselves in check not wanting to ruin a good thing. There was definitely times of slight flirting between all of us, but it never amounted to anything.

“Trey, are you going to give me a beer or keep it all for yourselves?” Amanda asked with a huge smile.

“I would never deny the queen a beer!” I jokingly replied as I reached into our hidden cooler then tossing her a share of our supplies.

Amanda sat on the edge of my bed, opened her beer and gazed quietly at the TV. I’ve known her now for six months, and it just seemed like she had something on her mind. She wasn’t agitated, but she was definitely in deep thought.

“What’s going on in that brain of yours oh miss quiet one?” I had inquired as I gently kicked her ass with my foot to nudge her into reality.

“Oh, nothing really, I guess,” she said almost shyly. “I was just with my roomie drinking a beer and sharing girl stories.”

Andy looked over at her and smirked, “Oh, top secret woman stuff!”

The three of us laughed then continued to watch the movie and sip on our beer. Amanda slowly got up off of my bed and walked over and locked the door to our dorm room. Both Andy and I watched her, we honestly couldn’t help looking at her amazing body truth be told, with questionable looks as to why she would lock our door. This she had never done in the past.

“Something wrong?” I inquired most seriously with her odd behavior.

“No,” she replied, “but I have something I’d like to do.” She paused momentarily, then continued to say, “I mean ask of the both of you. I’ve thought this through a lot, and you are the only two I feel safe enough to bring this up with.”

“Does this have anything to do with your ‘secret woman’ stuff?” Andy asked quickly.

She looked at the both of us, her face, like always, had a beautiful glow. Except today it had a slight hint of embarrassment red. “Yes, it does, about things we’ve talked about for the past couple of months.”

Looking directly at her, I remarked “Well, by now you know you can trust Andy and myself with anything. We’ve always had your back since Chemistry.”

Amanda took a deep breath and then stated, “I know, and I am really counting on that fact for what I’m about to ask both of you”

It wasn’t like there was any tension in the air, but even though the movie was still playing in the background, the room suddenly seemed very quiet with Andy and I staring at our friend without uttering a word.

“Whatever it is,” Andy began to say, “you can trust us to keep it right here within this room.”

“Thank you, Andy,” Amanda said, “I honestly hope I don’t freak you both out.”

Andy and I both looked at each other, and then back to Amanda as she grabbed the chair from my desk, slid it between our beds, then sat down to tell us what was on her mind. Taking a big gulp of her beer, she proceeded to enlighten us with her thoughts.

“Have either of you found it odd that I haven’t dated any guy, or that I haven’t dated either of you two for that matter?” she began with the most surprising of questions.

When the question settled into my brain, I was the first to reply with an answer. “No, and I think I speak for Andy as well, even though we both find you attractive, neither of us wanted to drive a wedge into our friendship. Personally, I’m surprised you don’t have a boyfriend, or at least aren’t somewhat dating.”

Amanda smiled at me then continued with her thoughts. “Well, I as well find both of you handsome men very attractive, and I too didn’t want to break up the trio. However,” and then she paused for a few seconds. “However, I am also very attracted to women, and I’ve been having sex with my roommate, Shelly, on a very regular basis.”

My eyes got very big, and I’m certain so did my cock with the instant arousal factor that just emerged from between the sweet lips of my friend. Looking over at Andy, I do believe his mouth was about to hit the floor.

Andy stuttered, “I, I, WE had no idea!”

Amanda chuckled, “No, no you wouldn’t have. I keep my private life pretty private, and I share things only with those I trust. This is why I’m willing to open up with both of you and let you into my world further.”

“Wow!” I managed to utter in a loud whisper sort of way. “Doesn’t Shelly have a boyfriend though?” I asked.

“Yes, she does, and she does even more than you’d imagine, and that is why I’m here tonight,” Amanda replied.

“I’m confused," I began to say, “What does Shelly have anything to do with us?”

Amanda continued to explain herself. “Nothing about Shelly personally, but things her and I have talked about that she had tried and that I truly want to experience myself.” She paused again. “And I was hoping that I could do them with the two of you.”

Typical college boy right here just about had an orgasm. Ok, not really, but I never felt my body emerged in so much sexual arousal until this very moment. I was looking at Amanda, then looking at the floor, then I caught myself gazing at her bare legs, staring really. In my head, I slapped myself to quit it!

Andy sat up in his bed, she sure got his attention, “What exactly is it that would involve the two of us?” he asked.

Taking another drink of her beer, and without any further hesitation in her voice, she looked us both dead in the eye and said, “For starters, I would like us to have a threesome.”

Dead silence.

Andy remarked, “Umm, wow!” Then he asked, “For starters?”

“Yes,” she replied, “for starters. There’s more, but first I think we should see how this goes if you both would be willing.”

Andy and I were stunned. Completely stunned.

Amanda continued, “I think if we all agree to keep this amongst ourselves, that anything we do is with all three of us. No one on one, backstabbing jealous crap. Just a sexual relationship for the three of us and anyone else we decide to bring into our circle.”

“Anyone else we decide to bring in!!” I began to think to myself, “What more could this woman have on her brain?”

“Trey?” Amanda asked breaking my silent thought process.

“Yes?” I blurted out, shaking my head a little and looking back into her deep blue eyes.

“Would you be comfortable and willing to try th…?” she began to ask.

I cut her off, “No, I mean Yes, I’d be willing to do this with you, as long as Andy is agreeable.”

Andy was still sitting up on his bed with his mouth slightly open in shock I do believe. He then came too and asked, “I’d love to do this, yes. When exactly are you wanting to do this?”

“Before anyone loses their nerve, so now would be a good time”, Amanda quickly replied shocking us both even further.

Amanda stood up and slid the chair she was sitting in back over to the desk, set her beer on the desk and walked back over to the two of us, standing there in all her beauty between us in her tight shorts and very complimentary top.

“Please stand up,” she told us both as she ran her right hand through her long, beautiful red hair, pushing it over her right shoulder. Andy and I obliged, each of us standing on either side of her. “I think we are going to have us a very good time”, she whispered, her voice turning very seductive and sexy.

Amanda turned and faced me, her baby blue eyes twinkling with excitement, and I instinctively leaned in and began to kiss her. Not sure what was on her lips, but her kiss tasted so sweet. Her mouth reciprocated and her tongue began to dance back and forth with mine. As my hands began to touch the front of her body, she reached behind her with both hands, pulling Andy in close behind her. Andy pressed his body into her backside as her hands gripped his ass. He pulled her hair aside revealing the milky skin of her neck and began to kiss her neck softly. Amanda moaned very softly, her body leaning slightly backwards into Andy.

I ran my hands up beneath her top and placed one on each of her bra covered breasts. The bra she was wearing was allowing me to feel her erect nipples through the fabric, and my fingers teased both of them ever so slightly. Andy’s hands were running slowly up and down the sides of her body, over her ass and reaching around to lightly touch her stomach.

Amanda pulled away from our kiss just as her hands began to caress my erection through my shorts. “Will you boys please strip me completely naked?”, she asked softly and seductively all the while kicking off her flip flops.

Andy and I smiled at each other, our eyebrows raising as if saying “Wow!” to each other. I began to lift her shirt off as she raised her arms up for me, while Andy unbuttoned her shorts and slid down the zipper. Once I had her shirt off, Andy stopped with the zipper and reached up to unhook the clasp of her very sexy bra. Dropping to my knees, I began to slide down her shorts reveling a very amazing ass and a very skimpy thong.

Andy had revealed the most perfect young breasts with the perkiest nipples I’ve ever seen.

“Now it’s time for you both to undress for me, but wait until I tell you to start,” Amanda instructed us both. She then stepped out from between us and slowly walked over to the edge of my bed. We both watched her amazing body with her perfect porcelain skin as she turned around and jumped up onto my bed. The beds we had in our room had a wooden bottom with a small ledge you could place your foot upon. Amanda put the heel of her left foot on the ledge, and spread her legs placing her right foot on top of the mattress. I couldn’t believe that she was on my bed completely naked. She leaned back on her left hand and slowly gripped her right breast with her right hand. Sliding her hand downward over her stomach then slowly in between her perfect thighs, she began to massage the lips of her very wet pussy then inserted her middle and index finger deep inside her.

“Now, let me watch you both strip naked for me,” she commented as she brought her wet right hand up to her mouth and slowly sucked off the wetness of her pussy.

My cock was already fully erect as Andy and I began to remove our clothes. I’ve been naked in the locker room shower with other men, but never have I seen another man’s cock erect right in front of me. Not sure why, but as I took a quick glance at Andy while I removed my underwear, I felt a little aroused at the sight of my friend’s erection, but the thought only lasted a brief second as I turned and stared at the beautiful woman waiting for us on my bed.

“Oh My! You boys have amazing looking cocks!” Amanda said with excitement in her voice. “I think it’s time you both join me over here on this bed.”

Both of us happily climbed up onto the bed, one of us on each side of her, three naked bodies together. Amanda grabbed both of our cocks, one in each of her hands, and slowly stroked us off while we explored her body with our hands. Amanda turned to each of us and kissed us one at a time. Her lips to wet and inviting. I loved the feel of her smooth body against me. My hands massaging her skin as I explored her breasts, squeezing her nipples, feeling her silky smooth thighs, and gently wetting my fingers with the wetness of her pussy.

Amanda rolled onto her side to face Andy, turned her head towards me and said, “Trey, please fuck me.”

I rolled onto my side while Amanda draped her leg over my legs. My hand slid down over her hips to feel her ass, then reached around to place my cock for the first time into her very wet, but erotic pussy. It felt so amazing to be sliding deep inside her, hearing her moan, and watching her kiss my roommate hard and deep. Their tongues exploring each other’s mouth. My fingers dug into her ass as I rocked slowly in and out of her. I caught myself watching her hand stroking Andy’s cock. She masterfully toyed with him quite well.

“Andy,” Amanda said through aroused breath, “Please touch my clit and make me cum while Trey fucks me.”

Andy moved his hand methodically down between her legs and began to finger her clit. They continued to kiss passionately while I increased my thrusting into Amanda’s pussy. I could feel Andy’s hand massaging her hand, and occasionally he would make contact with my cock. This didn’t seem to bother him, and it sent waves of pleasure through my body. A strange sensation, but overwhelmingly erotic.

The wet slapping sound of me fucking Amanda was intense. She was so aroused and her pussy was so wet. It wasn’t long before I could feel her leg starting to tense and her body began to quiver. Amanda pulled her mouth away from Andy’s and softly screamed, “Oh, my God, I am going to cum!”

Amanda’s body shook with immense pleasure with every plunge of my cock deep inside her. Her hands gripping Andy’s chest. She was breathing hard and smiling. Her facial expressions were that of pure joy.

“Trey, slide up and lay down on your back,” Amanda demanded. “I want to suck my orgasm off of your cock while Andy fucks me from behind.”

I slid my cock out of Amanda and propped myself up against the headboard. Amanda rolled over onto her hands and knees as Andy positioned himself behind her.

“You have an amazing ass, Amanda!”, Andy exclaimed as both of his hands were grabbing her ass.

Amanda began to run her tongue up and down my cock. “I love how I taste on you,” she whispered.

Andy had now slipped his cock into her pussy. This excited me knowing what he was feeling as he himself was feeling her wetness for the first time. Amanda was sucking and licking every inch of my cock, tasting her orgasm while she pleasured me. Her hands stroking me at the same time her tongue flickered beneath the head of my cock. Oh how I wanted to cum but held off the sensation. My fingers played with her red hair while she gave me the most amazing blowjob.

Amanda’s wetness increased even more as Andy fucked her from behind. It was quite amazing hearing their bodies slapping together. Every time Andy thrust into her, I could feel Amanda’s mouth move forward onto my cock. She was completely immersed into her sexual arousal, acting out a fantasy she so wanted to try. A fantasy that luckily Andy and I got to share in.

This pleasure went on for quite some time before Amanda stopped sucking my cock and said to Andy, “Hold up for one second and pull out of me.”

Andy slipped himself out of her to which she looked at me and said, “Lay down flat!”

I laid completely flat on the bed as Amanda straddled me. She sheepishly smiled at me as she grabbed my cock as slipped it inside of her. Her body shuttered as she sat on top of me with my cock completely buried inside.

She leaned forward onto my chest as she turned her head and remarked to Andy, “Andy, please fuck my ass!”

Neither Andy or myself could believe it, but Andy positioned himself behind her once again, his cock still soaked from her juices. “Are you sure?” he asked.

“Please, yes”, she said with the sexiest aroused voice. “I want you both so badly to fuck me at the same time.”

Slowly, and with some gentle caution, I could feel as Andy began to push his cock into Amanda’s rosebud. I couldn’t believe how this increased my own sensation as I could feel his cock against mine. Amanda moaned softly as he finally was all the way inside her ass. She now had both of our cocks in her body, her body glimmered with sweat as she looked me deep in the eyes.

“You two feel so fucking good inside me!” she exclaimed. “I really hope you like it too,” she stated as she closed her eyes, tilted her head back, and moaned even more as Andy began to slowly push in and out of her ass. He started with small movements, I could feel every inch of him slide against me. When her body was able to accept him fully, Andy began to slide out even further before thrusting himself back deep.

As Andy found his rhythm, I too began to rock my hips and pushing myself as deep as possible into her dripping wet pussy. The sensations and sounds of the three of us together, fucking in raw passion, were driving each of us crazy. It was so tight inside Amanda, her velvety smooth pussy caressing my cock on every movement, and Andy’s cock gliding across my cock in two different rhythms. I could feel my cock harden even more, my balls tightening with the immense pleasure. My hands gripped Amanda’s back while Andy’s hands grabbed her ass and hips as he fucked her even harder.

It was then that I realized that Andy’s balls were slapping against mine every time he thrust deep into Amanda’s ass. I was getting more and more aroused about Andy’s cock and balls against mine as we both fucked Amanda. I could feel Amanda’s excitement dripping out of her and all over me, and I knew that her wetness was causing Andy’s cock to become more and more lubricated as our cocks touched.

“Oh Fuck!” Amanda cried out, “I am going to cum so hard. Fuck me, Fuck me harder!”

Andy and I did as she asked, and Amanda threw her head out as her body once again began to explode with her second orgasm. “Fuck Yes!” she cried out again, “I want to feel you both cum inside of me!”

“I’m going to cum in your ass,” Andy moaned loudly.

I felt him increase his rhythm, and suddenly he grunted, and I knew he was pouring his load deep in her ass. The wetness, the sounds, her breasts on my chest, the thought of Andy’s cock releasing his thick milky load to close to mine drove me over the edge. I reached my hands down to her ass and grabbed her as I thrust my hips hard into her body.

“Fuuuuuuuuuuuuuuuuuuck,” I said through my hard breathing as I released my orgasm deep inside her. With every spasm I thrust upward, wanting to prolong the amazing sensation of what just happened.

Andy’s cock was still inside Amanda’s ass as I came, which made me happy that he didn’t pull out and change the sensation.

“That was so fucking awesome!” Amanda said through her heavy breathing. “I’m so glad that this happened, you have no idea. I am so glad that you both came inside me.”

Andy finally pulled out of Amanda’s ass, and as he did so, a little gasp escaped her mouth. Andy laid on his back at the bottom of the bed, breathing heavily, and Amanda finally rolled over onto her back next to me.

After what seemed like forever of lying there not saying a word, Amanda finally stated, “When our finals are over this week, we are totally going to have us some more fun. I have many fantasies I’d like to explore with you both.”

“Deal!” I said happily, and Andy chuckled.

We laid there a little while longer, then decided to get up and hit the showers. Amanda wiped herself off with some Kleenex we had in the room, dressed and left to go back to her dorm. Andy and I went to the showers down the hall. We were the only two in the showers, which I was glad for, as I kept taking small glances at Andy’s body. I’m pretty sure I noticed Andy looking at my cock as well. I couldn’t wait for finals to be over.