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Carrie and I were in the living room of her friends house chilling on the couch, listening to music and drinking some red wine. Marci had gone to the bedroom for something and had not returned for quite awhile. Soon she called out to us and asked us to come in.
She was laying on the bed on her stomach, on top of the covers in nothing but her thin white panties. She told Carrie she needed a backrub and asked me to stay and watch. These 2 have made-out briefly on occasion and flirted and talked about getting together before but that's as far as it had ever gone. Until today. Carrie looked at me for approval but didn't wait for the response. She put her wine down and went to the side of the bed as Marci giggled and flipped her hair nervously. Carrie put her hands on the small of Marci's back and slowly began to trace upwards along Marci's smooth skin. Her back arched, she breathed deep and goose bumps became visible and I got my first tangible idea that something good was about to happen.
I sat back on the chair drinking my wine as Carrie ran her hands the length of Marci's long, lean body. She massaged Marci's back with great care and slowly worked her way down, stopping to play with her ass and then on to her long legs and sexy feet. They were both getting excited and the energy was palpable. I told Carrie she should take her shirt and jeans off to match Marci's attire - she didn't need me to ask twice and quickly was down to her panties and bra. Marci had turned over and wanted Carrie to continue rubbing her body. Marci's large firm breasts were now exposed and her nipples were as big and hard as any I had ever seen. She then told me I had too many clothes on if I was gonna stay in the room with them so I stripped to my boxers and sat back on the chair to watch.
Carrie's hands continued the massage and there was a silence in the room. She was concentrating on Marci's lithe body and Marci's eyes were closed, her back arched, her mouth open and her breathing very heavy. Carrie finally reached for those incredible breasts and began to give special attention to them; rubbing and squeezing them while pinching and pulling at those beautiful nipples. This was all Marci could handle and soon pulled Carrie to her as they locked mouths and tongues. They kissed deeply and passionately and their hands began to freely explore each others tight bodies. Soon they were naked on the bed and going for it with reckless abandon, but in a beautiful and passionate way that had to be seen to be believed.
They licked and kissed each others bodies from head to toe, avoiding the 'prize' but devouring each others soul. I continued to drink my wine, but my boxers had mysteriously come off and I was very hard, occassionally stroking my manhood and enjoying immensely what I was seeing...