It was 12:00 pm in 5th period and my eyes were on the clock. The bell would ring soon for us to go to lunch. Frankly I could care less about lunch; I never ate the nasty ass school food anyways. What I did care about was getting to see my friend Jewel. Jewel is an incredably sexy girl. She is shorter than me and has a nice, fit body with size mmmm I'd say C boobs. She has a darker skin tone which is fine with me because I like black girls just as well as white girls-as long as they aren't ghetto. What's even better than her looks is her personality. She always wants to make everyone happy and she listens to whatever problems you may have. My thoughts of her were interupted as the bell rang for lunch. I went out into the hall and found Jewel already waiting on me. We greeted eachother with a hug and headed for the lunch room talking about random stuff. When we got to the lunch room we took our seats and countined talking...or shouting, it can be a zoo in there sometimes. While we were talking I put my hand on her thigh which she thought nothing of because i do it all the time. I began to run my finger up and down her thigh and she didnt seem to mind this. I dont know what caused it, but something about the moment just felt right. While she was texting on her phone I ran my finger to the top of her thigh and sliped it between her legs. She looked up at me but not in anger. I just looked back at her and she went back to texting. I began to rub her pussy on the outside of her pants with my middle finger. She started smiling which I took as a sign that everything was ok so i continued. She had on tights so i could feel her pussy pretty well. It was so soft and warm I needed more. After alittle bit of me doing this i decided to take the next step. I brought my hand up to her waist and then slipped it down into her pants. Her pussy was nice and shaved and the lips of it were so full and soft. I just contined rubbing in a circular motion and she was still texting but instead of just smiling she was now laughing. I continued rubbing her pussy until the bell rang to return to class. When it was time for us to part ways she gave me a hug like she usually does but this time it was accompanied with that certain type of smile. A few days later, I was texting Jewel and we were talking about sex. She was still a virgin and very curious about sex so we often talked about it and I would answer question she had. We were discussing different techniques and I asked her if she would be interested in watching me and one of my long term sexual partners, Britney, have sex. I will take a moment here to describe Britney. She a sweet girl who is hoter than hell. She can turn gay guys straight and straight girls lesbian. She has rather small boobs, but thats not such a big deal. Best way I can describe her face is almost a twin of Emma Watson. Oh and she's my sister. Thats right I said sister. We have been active with eachother since she was 14 and I was about 16 and we have never regreted it. Now when I offered this to Jewel she seemed to like the idea and said she found Britney to be very very hot. Later that night I went to Britney's room and opened the door. "Hey Brit", I said. She replied, "Oh hey, what's up?" She was laying on her bed wearing hot pink underwear and a black tank top. I said, "Nothing much just wanted to run something by you." "I'm listening" she said. "You know my friend Jewel right?" She smilied and said "Oh yea she was my wify in 10th grade" I laughed and replied "Well she is very curious about sex and would like to watch two experienced people do it so she can learn some stuff." Britney said "And by two experienced people you mean you and me?" "Yes" I said. Britney thought for a minute then said "I take it that she already knows about us?" I said "Yes she does and it doesnt weird her out or anything." Britney said with a seductive smile, "Well I dont see why we couldn't do that." We proceeded to discuss the best times to do it and after we had decided I texted Jewel to let her know. The day finally came for us to do our thing. As soon as the bell rang for school to end I hurried out to the car and waited for Britney and Jewel to come out. When they arrived we all headed back to the house. When we got there we saw that nobody was home just as we had hoped for. I unlocked the door and we all went inside and put our stuff down. Jewel said "So how do you guys usually-" She stop when she saw me pulling Britney's shirt off and kissing her furiously. "K, well that answers my question" Jewel said. She sat down in a chair on the other side of Britney's room to watch us. I unhooked Britney's bra and let it fall to the floor exposing her small perky tits. I went around behind her and started kissing her neck and squeezing her tits while she rubbed her ass on my crotch. I moved one of my hands down inside her pants and started rubbing her pussy while my other hand continued to massage her tits. I noticed Jewel slip her hand into her pants and she began masturbating while watching us. Britney was moaning now and her pussy was getting wetter and wetter. Between her moans she said "Jewel sweetie you can make yourself more comfortable if you would like to." At that Jewel stood up and took off her pants and underwear then sat down and continued masturbating. I unbuttoned Britneys pants and pushed her down onto the bed. I pulled her pants, underwear, and socks off and then did the same with mine. I have always found britney's feet to be very sexy. I brought one of them up to my mouth and started to kiss it as Britney began to rub her pussy. I could hear Jewel moaning in the background so I knew she was enjoying the show. I laid down on top of Britney and kissed her before turning around and putting my dick in her face and begining to do a 69 with her. I felt her warm wet mouth take my dick in and her soft tounge running circles around it. She began moving her head up and down the lenght of my rock hard dick, gagging on it every so often which I alway find to be a big turn on. My head was between her legs and I was licking every inch of her heavenly pussy. Her juices were very sweet as they always were. I stuck my tounge into her hole and flicked it around inside then went up to her clit and brushed my tounge back and forth across it sending litte tremors throughout her body and causing her moans to become faster. After alittle bit of this we stood up and kissed for a bit longer wrapping our tounges together inside eachothers mouths and using them like probes to explore as far back as we could reach. Suddenly Britney broke our kiss and smilied a devilish smile at me. The in one swift move, she dropped to her knees and dove between Jewels legs and began licking her pussy. Jewel let out alittle squeak of surprise and started moaning loudly. I stood there for a moment rather shocked then saw britney's inviting ass and wet pussy pointing up at me. I moved in behind her and slid my dick all the way into her warm love hole. I felt her tightness envelop my dick. Her warm, moist flesh welcomed me and I started pumping in and out of her. I heard her moaning into Jewels pussy as she continued to lick it. I spit on Britney's asshole and slid my finger into it. I felt her clench her ass tightly on my finger and then release. She did this over and over until I felt her pussy beginning to contract as she had her orgasm. She screamed and moaned in ecstasy and her pussy squirted onto my balls and thighs. Feeling her pussy contracting on my dick pushed me over the edge and I began my orgasm as well. My dick began to twicth inside of her as I unloaded shot after shot of hot sticky cum into my sister's suffocatingly tight pussy. Luckly for me she is on birth control. I popped my dick out of her pussy and sat back as Britney did the same. Then I thought about something and said "Jewel, you havent had an orgasm have you?" She said "Nah but its ok I got more than I expected to already." This however, I wouldnt let fly. I moved over and went down between her legs and began to lick her pussy. She was already very wet from Britney and I could taste her juices as well as Britney's saliva which was actually a nice cocktail. I moved my tounge up and down between her nice puffy pussy lips and made little swirls with it around her clit. I put my finger into her pussy and found that she was even tighter than Britney. I could feel that her hymen was still intacted so I knew she was telling the truth about being a virgin. I felt around and found her G-spot and began to massage it with my finger. This caused Jewel to moan very loudy and squirm in pleasure. I could tell her orgasm was close so I licked around her clit even faster. Her body began to shake and she started gasping. She put her hands on my head and push it down on her pussy as she squirted more than I've ever seen a girl squirt. It ran down my face and onto my chest. Some went in my mouth which I swallowed. Her orgasm finally let up and she let go of my head. She laid her head back, panting. I got a towel and dried my face off then I went over to Jewel and kissed her. She kissed me back slipping her tounge into my mouth. I returned the favor and put mine into her mouth. I glanced over and saw Britney laying on her bed fingering herself. I pulled off Jewel's shirt and bra and started sucking on her nipples. They felt like velvet in my mouth. I licked and nibbled them for quite some time while she played with my dick and balls. I looked at her "Jewel..." I said. "Yes?" she replied holding my dick in her hand. "Can I.....take your virginity?" I asked. She was silent for a minute. Brittany, still naked, walked around behind Jewel and wrapped her arms around her and said "Its ok sweetie he knows what he's doing." Jewel said "Ah what the hell....goooo ahead." She smile and I smiled back as I put my arms around her and held her smooth naked body close to mine. We began tongue kissing again, but this time much slower and with more meaning. Neither our kiss nor embrace broke as we fell back on the bed, her on bottom and me on top. As we continued to make out she wrapped her legs around me which put us into the missionary position. I felt Britney massaging my balls as she put some lube on my dick with the other hand. She then placed my dick right infront of the entrance to Jewel's pussy. I felt the intence warmth coming from it. I said "Jewel I'm going to go in fast, it will hurt but its better than dragging the pain out by going slow." "Ok" she said with a smile "I trust you." With that I pushed her hair back behind her ear, kissed her one more time, and thrusted forward into her. I felt her pussy expand and her hymen blocked me for a fraction of a second before my dick tore through it and went all the way into her pussy. "OH GOD!" she screamed out in pain. She closed her eyes trying to hold back tears. I stayed perfectly still inside her giving her pain time to go away. "Just hold still." I said in a calming voice. She bit her lip and nodded her head. I stroked her hair gently and after a minute or two the look of pain on her face went away. I asked "Is it better now?" She said "yea alittle bit." I pulled my dick out of her and Britney wiped the blood off of it. I then slowly went back into Jewel's pussy. When I was all the way in I started moving back and forth slowly. She was winching so I asked if I should stop but she said no that she really wanted this. After 10 minutes or so she said "It doesnt hurt so much now you can go faster." I picked up my pace and after a bit she started making soft little moans which then turned to very loud ones. It had been a long time since I had taken Britney's virginity and I had forgotten how tight a virgin pussy was. I had to pace myself to keep from cumming too soon. After a while we switched to the cowgirl position. Britney came over and sat on my face so I could lick her pussy. She and Jewel then started making out and sucking eachothers nipples. They were moaning into eachothers mouths from the pleasure I was giving them. I was thrusting up into Jewel causing her boobs to bounce around in Britney's hands. We then all stood up and Jewel bent over the bed while Britney sat infront of her, legs spread wide. Jewel held onto Britneys thighs and began licking her pussy as I re-entered Jewels inviting pussy from behind. Britney threw her head back moaning with the feel of Jewel's tounge exploring her pussy. She then laid back on the bed putting her legs on Jewel's shoulder. While continuing to hump Jewel, I reach under her so I could play with her boobs; then i leaned over her and started to kiss and lick Britney's sexy little feet. I sucked on each of her toes as I played with Jewel's boobs and let one of my hands wander down to rub her clit. I was in heaven. I had never dreamed I would get to have a 3-way with two stunningly sexy girls. I sensed that Jewel's orgasm was near so I sped up, thrusting into her as fast as I could. Her moans turned to screams and then as she hit her orgasm she went silent as wave after wave of intence carnal pleasure, the likes of which she'd never know before, pulsed through her body and overwelmed her ablity to make any noise. Feeling her pussy contracting around me I fought back my orgasm for a few seconds more, knowing I could cum inside her like I had done with Britney, but wanting to give her the experience of orgasming with a dick in her. When I couldnt hold back any longer, I pulled out of her and covered her ass with my seed. Seeing all of this made Britney orgasm and squirt onto Jewel's face and boobs. As our orgasms all finally died down, Jewel fell forward on top of Britney because her legs were too shaky to stand. I sat on the bed next to them and watched the girls kiss eachother and rub thier pussys together, enjoying the after-glow of thier orgasms. Britney got up and went behind Jewel and licked my cum off of her ass. She then came and sat on the other side of me. The three of us went and got in the shower together and washed eachother. Britney and Jewel looked amazing with the water shining on their bodies. We got out and dried off but stayed naked and went back to Britneys room. We laid down in her bed and cuddled together until it got close to time for mine and Britney's parents to get home. We got dressed and left to take Jewel home. Jewel gave me and Britney a good by kiss and said "We are doing this again sometime right?" I looked at Britney and she looked at me then she turned back to Jewel and said "Oh you better believe it baby.....you had better believe it." With that the girls exchange another kiss then Britney and I headed back home, excited to finally have another person to share in our fun. The End!