"I love you guys, you're the best."

She leaned over Dan and gave Teri a hug and a kiss, and for an instant Dan thought he might be dreaming. Then Maria stood up and announced, "Now it is time for me to go to bed."

Maria thought she might be in the way. Teri felt bad that her friend had to be alone. Dan could only think about the image of Maria standing beside him, watching the water drip off her in the glow of the candlelight, and seeing that her nipples were showing through her suit.

Maria walked through the adjoining room door and had to stop to collect herself. The hot tub, the alcohol, the undeniable sexual tension, and the emotional state she was in had made her weak in the knees. She had also realized out of the blue that she was incredibly horny, and as she changed out of her suit she couldn't help but admire herself in front of the full length mirror, and as gently massaged herself with her fingers she imagined she was doing it in front of Dan and Teri.

But no, they were friends, she thought as she shook off the thought. She pulled on a t-shirt coverup and was about to climb into bed when she stopped. She walked over to the door and cracked it open just enough to look through. What she saw took her breath away.

Both Teri and Dan were in the tub facing her, fully nude. Dan was sitting on the side of the tub and Teri was leaned with her back against him, and she could tell by the look on Teri's face that Dan's cock was buried deep inside her. They moved together in the candlelight, beautiful and slow, and occasionally Teri would lean back and they would kiss. Maria could feel her mouth water as she watched their tongues move together. Though they were good friends, Maria could not remember a time when she had seen Teri nude, and she could hardly believe how perfectly shaped the breasts were that Dan caressed. She had never seen Dan nude either, and when Teri stood up to turn around, she could not help but look at his long, lean, tanned body. She also couldn't stop herself from taking a long look at his beautiful hard cock, and when he leaned back and closed his eyes and Teri got on her knees and took him in her mouth, Maria suddenly realized that one of her fingers had found its way into her mouth. She stood at the door, completely mesmerized by the scene, unable to look away but feeling a building guilt for her invasion of their privacy. Her eyes were fixed on Teri's mouth as it slid slowly up and down on Dan's long hard cock. She became so hypnotized by the scene that she didn't notice when Dan opened his eyes. When she did look up at his smiling face she realized with a shudder that his eyes were no longer closed, and she couldn't tell for sure in the dim candlelight, but it appeared that he was looking directly at her. For the second time that night she felt a rush of blood fill her face. She resisted the urge to jump and slowly and quietly closed the door. She was struggling to convince herself that he hadn't seen her watching, embarrassed at herself for watching her friends have sex, and incredibly turned on. She lay quietly on the couch, her ear to the wall, listening to the soft moans in the other room, and she did not go to sleep for a long, long time.

Which was unfortunate, because Teri was ready to roll by 9 am the next morning, banging on the door and insisting that Maria get her ass in gear. Teri had set the two up for a few hours in the spa in the morning and then planned an afternoon of shopping, or, as Dan put it, "a winnings tax." Dan was a bit hungover, or at least pretended to be, because the last two things he wanted to do in Vegas was go to a spa and go shopping. All three pretended like nothing awkward had happened the night before, and Maria felt relieved that maybe Dan had not seen her watching after all.

By the time they had gone through a facial, pedicure and massage, the girls were feeling relaxed and happy, and with Maria's big casino score they were ready for a shopping spree. Maria insisted on paying for everything, pointing out that if it weren't for her friends she wouldn't even be there. Something about being in Vegas had affected their shopping decisions, and it seemed like every time they made a purchase, the outfit was a little bit sexier than the last one. They even stopped into a lingerie store and got some very sexy outfits, though Maria got a bit down when she realized that there would really be no one to show it off too.

It was late in the afternoon before they made it back to the hotel room, so they stopped to get a few bottles of wine. When they walked in the hotel room, Dan was stretched out on the couch napping. During the girl's outing he had gotten some sun at the pool, had a leisurely lunch, played some blackjack and just generally chilled out at the room, so he was well rested. He laughed out loud when he saw the girls holding a dozen shopping bags each, and insisted on taking a look at what they had bought.

"Man, I can't wait to see how these look," he said with a smile. "I think maybe we need a little fashion show here."

The girls could hardly wait to show off the new clothes, so they slipped into Maria's room with a bottle of wine for courage and tried on one of their new outfits. Dan was quite appreciative when they came out and sauntered around the room in their sexy new clothes, and he clapped and hooted and called for more.

Each time the girls went into the adjacent room, Maria would watch Teri out of the corner of her eye, remembering how hot she had looked in the tub the night before. She couldn't help but sense that Teri was watching her undressing too, and they both seemed to be in a touchy-feely mood when they would help each other get dressed. The wine was flowing.

Dan was drinking his share as well, and every time the girls came out his eyes were getting bigger. Both girls could see his increasing appreciation, and they were really enjoying giving him a show. Each showing involved a little more swirl, a little more interaction with each other, a little more teasing of him.

Dan had started losing count of the outfits, but he immediately realized his favorite outfits so far when Maria came out with a short silky red dress and Teri came out with a similar black dress. They were truly a vision to behold, and they knew it. Both dresses showed off their long lean legs, and the silky fabric made their shapely breasts look utterly fabulous. Making the show even better was the way the girls mercilessly teased Dan, standing close together and posing with their hands touching each other in a variety of fun, but very provocative poses.

"This..." said Dan unsteadily, "is the greatest fashion show I've ever seen."

The girls laughed and then Maria remembered something.

"Say, you got Dan something, maybe he should give us a fashion show too," she said. She had no sooner gotten the words out when she wished she could have them back. The wine had gone to her head, and she had gone overboard.

But Teri thought the idea was splendid, and she reached into one of the bags and tossed a pair of silky boxer shorts to Dan.

"Now its your turn sport, we want you to give us a show," she said.

Both Teri and Maria burst out laughing knowing that Dan would never model sexy boxer shorts in front of them. They were wrong.

Dan stepped into the bathroom, and minutes later the door came open and there he was, giving a macho pose. The girls had sat down on the couch, and they howled and hooted at Teri's half naked husband. He was a good sport, sashaying back and forth in front of them on the couch, making them giggle so hard they had to hold onto each other to keep from falling off the couch.

"You girls are crazy," he said. "Where did you get these anyway?"

He picked up the bag from the lingerie store and pulled out a handful of silk and lace that he wasn't even sure was designed to be clothes. He held them up and looked at the girls.

"Now this, I've got to see," he said.

The girls looked at each other and their eyes got big, and then they burst out laughing. They jumped up in glee and grabbed the outfits out of his hand and ran for the changing room.

Maria thought it was wonderful that Dan was admiring her body, it made her feel special. Teri thought it was wonderful that Maria was having fun and Dan was too. Dan thought that if they came out of that room dressed in that lingerie he was probably going to have a heart attack.

Both girls had gotten the giggles as they changed into their outfits. They had to help each other put them on, and they had almost reached the point where they had stopped pretending that they didn't enjoy having their hands on each other. Teri had selected a shear black teddy with garters and panty hose. Maria had chosen a lacy off white bra and panty set, and because she wasn't quite ready to be that naked in front of her friend's husband, a short, silky white kimono that showed off her legs.

During the wait, Dan had turned down the lights and turned on some candles, but he honestly did not expect they would have the nerve to give him a lingerie fashion show. Still, a man can dream.

And then the door opened slowly. The changing room was dark, so Dan couldn't see inside from his vantage point on the couch, but slowly he saw two shapes emerge, and the shapes were unspeakably awesome. His wife's shear black teddy was see through except for the lace around the chest and groin, and the garters and hose were completely stunning. But though he tried not to be, he was much more captivated by the vision of Maria. Her silky kimono was loosely tied, and as she moved he could see the frilly lace of her bra and panties against her tan skin. Both the bra and panty had a lacey bow tie on the front, and Dan was mesmerized watching the lace drift back and forth as she walked.

At first Maria kept her head down and seemed a little nervous, but as she grew more comfortable that Dan and Teri were enjoying it she got into it more.

She and Teri walked back and forth in front of Dan on an imaginary runway, and each time they passed one another Maria would gain confidence from Teri's smile. Teri didn't mind one bit that her husband was enjoying watching Maria's body.

As Dan sat mesmerized, Maria came over close to the couch and her hands slipped underneath the silky kimono and she slowly pulled the robe partially open for Dan to enjoy the outfit underneath. At first she held her gaze up so she didn't have to look at him, but eventually she became bold enough to watch him looking at her.

As she held the pose, Teri came up behind her, and Maria felt Teri's hands come up on her shoulders.

"I think this outfit might look better without the robe," she said. "What do you think Dan?"

Dan couldn't speak for obvious reasons, so he just nodded. Teri's hands slipped the robe off Maria's shoulders, and the silky material fell away onto the floor. Maria stood there nearly naked in front of her best friend's husband, and she had never felt such a thrilling arousal.

Teri moved around beside her and smiled at her husband. "I think Dan definitely likes it better off," she said.

At about the same time, Maria and Dan followed Teri's eyes to the front of Dan's boxers, which had turned into a massive tent without him even realizing it. Teri was really enjoying the slow torture she was putting on her husband.

"I really like the frilly look of this bra," she said softly, and she moved her hand slowly and deliberately over the top of Maria's chest, and then she let her hand drift back underneath, lightly touching her breasts. The touch was electric for Maria, who closed her eyes and tilted her head back.

Teri moved back behind Maria and her hands came around to the front of her panties. "I like the panties too, but I think they look better with a higher angle," she said, and she gripped the panties on the sides and pulled them up slightly higher. After she let go of the panties, she let her hands drift over Maria's stomach, lightly touching her as her hands moved up higher and again softly touched her breasts.

Maria had lost control. Teri had lost control but was in control. Dan was biting his tongue to maintain control.

Teri moved back around Maria slowly, admiring her outfit. "I wonder what would make this fashion show even better for Dan?" she asked. She pretended to be thinking. "I'll bet that he would really like it if his star models kissed each other, right in front of him."

Maria turned her head to look at Teri. Even though Maria had never romantically kissed a girl, and had never even thought about it with Teri, the passion to do it now was undeniable. Her hands came up to Teri's waist, as Teri's hands moved around Maria, and they pulled each other into an embrace and kissed, softly at first, lightly touching, then deeper, more passionate. Their tongues intertwined and their hands caressed each other and It seemed to go on forever, until finally they separated and looked into each other's eyes. Almost as an afterthought, Teri turned to look down at her husband on the couch. His hands had subconsciously moved to the font of his boxers.

Teri smiled at him on the couch and then looked back at Maria. "Maybe we should get a little closer to Dan so he can enjoy watching us kissing more," she said softly.

Maria did not hesitate. The two moved over to the couch and kneeled down on either side of Dan's legs. Each one put a hand on Dan's thigh to steady themselves, and then began kissing again. Teri's hand moved slowly up Dan's thigh, over the boxer. She carefully avoided touching his hot stiff cock as her hand drifted further up and caressed his stomach. Maria stopped kissing Teri for a moment and watched her hand move from Dan's stomach to thigh, and she tentatively followed with the same motion.

Dan was in paradise and utter agony at the same time, as the girls stroked their hands up and down, dragging slowly over his silky new shorts and getting closer and closer each time to his incredibly hard cock. Finally Teri's used her index finger to very lightly trace the outline of his cock, smiling at Maria as she did it, and Maria took the initiative to use her index finger to very lightly trace the outline of his balls. Dan had become completely sure this was a dream, and he fought hard to not wake up.

Then Teri leaned forward and lightly kissed the top of Dan's cock through the boxers, and then pulled back and smiled at Maria. "Your turn," she said.

Maria couldn't believe this was happening, but after seeing Dan's beautiful cock from the night before, she could hardly turn down the invitation. She leaned down and lightly kissed his cock. It felt so good to feel his hardness on her lips that she couldn't resist doing it again, this time staying a little longer. The passion of the moment made her dizzy, and she turned her face and used her cheek to caress the length of his cock as she pulled away.

Teri felt a wave of emotion as she saw her best friend become lost in the passion by her husband's cock. It was the most erotic thing she'd ever seen, and she wanted more.

"We should try this without the boxers, don't you think?" said Teri softly, to no one in particular. Dan immediately began to nod, and Maria's eyes got big. She was dying to see Dan's cock up close, and aching to touch him with her mouth. As Teri slowly pulled the boxer's down, Maria's eyes never left Dan's hard cock, and she felt her mouth water at the thought of it.

Teri reached up and wrapped her fingers around the base of her husband's cock and pulled it up to full attention and looked over at her best friend. "Would you like to kiss it?" she asked.

Maria looked wide eyed from Teri to Dan and back to Dan's cock. She knew that they wanted her to, and she wanted to more than anything. Her eyes were still transfixed on that beautiful cock, she nodded slowly and brought her lips slowly and deliberately to softly kiss the side of the purple head. The feeling of skin meeting skin was indescribable, and she moved her head around to kiss another side, and then yet another spot. Then she could resist no longer, and her lips came down over the head of his cock and she tasted the warmth of his precum. When she pulled back, she let her tongue linger behind, and she let it gracefully circle the head of his cock.

Maria wanted to suck his cock so bad she could hardly stand it. Teri wanted to watch her best friend suck her husband's cock so bad she could hardly stand it. Dan's cock was doing all the thinking for Dan now, and I think we all know what it wanted.

All it took from Teri was a simple nod, they all knew what everyone wanted, and Maria brought her aching mouth onto Dan's aching cock with unbridled passion. While Maria ran her mouth and lips up and down the length of his rigid shaft, Teri kissed Dan's torso, chest, neck and eventually met at the lips, where the deep, passionate kiss told them they were both ok with what was happening. Dan did not last long, though as hot as he was he was surprised he lasted as long as he did. Teri was licking his lower abdomen and watching Maria suck his cock and tickle his balls, so he had every right to loose it. In the explosion that ensued both girls got a little gooey with the overflow. Maria licked the cum off Teri's face and Teri returned the favor, and soon the two girls were back to kissing one another.

Teri stopped and pulled back and smiled at Maria. "I think its time to give Maria a little pleasure," she said slyly. She pulled Maria to her feet and then had her lay back on Dan on the couch. Dan's strong arms came around her in an embrace and his hands found her breasts and he began to lightly play with them. Meanwhile, Teri had pulled off Maria's frilly white panties and had positioned herself between her legs. She kissed her way up Maria's thighs and then her mouth found her warm, very wet pussy. Teri had never tasted another woman, never even thought about the mechanics of going down on a woman, but she knew what she liked and it didn't take her long to figure out how to do it. She could tell because as her tongue found Maria's clit she could feel her body react, with a combination of writhing and moaning. Maria had never had a woman go down on her, and it became immediately apparent that Teri was good at it. Her experience was considerably enhanced by having the warm body of Dan behind her, and feeling his hands caress her body. Before long he had worked her bra off, and Maria lay naked on top of Dan, her best friends' tongue and hands bringing her to unbelievable heights of pleasure. Another sensation that she couldn't help but notice was that Dan's cock had quickly sprung back to life, and she could fee the hard rod on her lower back.

Maria had never really thought about being intimate with her best friends before this weekend, but she was amazed at how completely comfortable she felt. Her arms moved up behind Dan's head, and she turned her head and kissed him. She could feel Dan's cock grow harder still, and she pushed herself higher onto him, so that now his cock was closer to her ass. While she was loving the tongue thrashing she was getting from Teri, she had a warm, soft place that she was dying to fill.

Teri seemed to sense her desire, and took a break to push her up a little higher on Dan's body, and as she did, Dan's cock sprung out between Maria's legs. Without hesitation, Teri did what you would expect a good friend to do in such a situation, she took her husband's hard cock and slid it inside her best friend, took a moment to enjoy the gasp of pleasure from the two of them, and then set in to work licking her husband's cock and her best friend's clit almost simultaneously. Maria had never imagined the kind of pleasure she was feeling, and it wasn't long before she experienced an orgasm so mind blowing that she had to roll off Dan and fall headlong into Teri's arms on the floor.

The two girls laid on the floor in a soft embrace, kissing each other gently, while Maria pulled her brains back together and Dan enjoyed the show. After a while, Maria sat up and declared that it was time for Teri to get some attention.

The trio moved over to the big bed and Teri laid back in the middle, with Maria on one side and Dan on the other. The two friends slowly removed the sexy lingerie and then went to work, spreading kisses up and down Teri's lovely body. Maria could hardly wait to return the favor of Teri's incredible oral sex performance, and it wasn't long before her head was positioned between Teri's legs and her tongue was busy making Teri writhe and moan. While Maria went down on Teri, Dan alternated between passionately kissing his beautiful wife and taking long breaks just to watch the two beautiful women. Teri was so lost in passion that she could barely see, but somehow her hand found her husband's cock and she pulled him up to her mouth. Maria had the opportunity to enjoy quite a show, going down on her best friend while watching her suck her husband's fabulous cock.

After a while they switched places, with Dan moving down to slide his cock into his wife's pussy while Maria moved up and started kissing her breasts and mouth. Maria also couldn't help but stop periodically to watch the erotic show of her best friends making love. Eventually Teri rolled over to get on top, and Maria straddled Dan's chest and made out with Teri as she moved slowly up and down on Dan's stiff cock. Watching Maria's beautiful back and feeling her hot wet pussy on his chest soon became too much for Dan to resist, and he slid Maria backwards until her ass was in his face and his tongue was buried in her pussy. They maintained that triangle for what seemed like hours, the two girls making out on top as Dan buried his cock in one and his tongue in the other. All three came together in a simultaneous orgasm that had arms and legs going every direction as they collapsed in a tangled, laughing heap off the side of the bed.

When they found the strength, they climbed back into the bed, and the three curled up together and went to sleep without speaking a word.

Maria woke up wondering where she was, and when she realized she was in bed with her best friends, she felt an odd mixture of apprehension and warmth. She was also overwhelmed with memories of the most incredible night of sex she'd ever had. Teri woke up worrying that she had endangered the friendship of her best friend. She was also thinking that her best friend was a fabulous kisser. Dan woke up with two beautiful women in the bed and a hard on, and he didn't really think about anything else.

Dan stumbled into the expansive stand up shower after mumbling a good morning. After a short time Teri came in to join him, and the two of them had a short conversation that established that they were still ok with everything that had happened last night, even now that they were sober. They were laughing and joking when Maria came in to brush her teeth. There was a hesitation in the shower, and then some whispering, and then the shower door came open.

"Join us?" asked Dan.

Several hours later the trio of friends arrived home at the airport, collected their bags and packed into the car, Dan in the front seat and the girls in the back. Dan was getting ready to start the car when he stopped and turned to face that back seat.

"Maria, Teri and I were talking earlier," he started. "Now that you and Tim have broken up, you are not going to have a place to stay, and, well... if you'd like a place to stay, we'd love it if you would stay with us."

Maria was thinking she was the luckiest girl in the world. Teri was thinking how they would rearrange the house to accommodate Maria. I think we all know what Dan was thinking ...


THE END