My friend left me with 2 guys to satisfy.

I have just come back from a holiday in Spain with my friend Claire, we are both 19 and had gone together in an appartment for a week of sun, sea, sand and sex. One night we decided to go to a nightclub we had heard was very good, so I wore a short red dress which was backless, the front coming up and tied behind my neck. I had brief red panties on but couldn't wear a bra with it, Clair wore short hotpants and a brief top.

We arrived at the club about 9pm and mingled into the crowds of people of all nationalities, around 10pm 2 German guys asked if they could dance with us and buy us wine. As the night went on, we danced and drank and chatted and they introduced themselves as Karl and Jon, guess in their mid 20's and both fit with a athletic build. Sometimes I danced with Karl, othertimes with Jon as we both fancied both guys we decided to leave it up to them to choose who partnered who later.

About 2am we said we were going to leave and to our delight they offered to walk us back to our appartment. The air was cool outside after the heat of the club and as we all walked down the street linked arm in arm, Claire quickly became unsteady on her feet having drunk a bit too much wine. By the time we reached our appartment we were carrying her, manoeuvreing her up the stairs into the appartment and onto the nearest bed where she lay totally smashed out.

I appologised for the state she was in and thanked then for helping me to get her back here and moved forward to Karl to thank him with a kiss. Instead of a quick kiss, Karl held me tight kissing me long and hard on the lips, then moving to Jon, he did the same to my suprise, as Jon and I broke the kiss Karl was saying that he thought they should stay a while to see Claire was ok. I had barely time to agree with him befor he pulled me against him tightly kissing me with more passion, his hands running down my bare back and cupping my ass through the thin fabric.

By the time I was kissing Jon for the second time, thoughts were racing through my mind that this is what we had planned, but not Claire out on the bed and me with the 2 guys, not that I was going to miss such an oppertunity, so I quickly responded to Karls next kiss, our tongues meeting and our bodies pressed together. Moving onto Jon to show my affection to him, I felt Karl close in behind me kissing my neck and his hands working round my body and feeling my breasts through the fabric.

I knew what was happening, where it would lead and was enjoying every second. Breaking off the kiss with Jon Ifound them stood either side of me, with my arms round each of their necks, their hands were free to feel my body through my dress, my breasts being squeezed and massaged and hands under my dress, carressing my ass. I was able to turn my head from side to side to kiss each guy, then Karl moved round infront of me as Jon moved behind, I was sandwiched between them and I could feel erections bulging in their pants pressing against me. Both Karl's hands were on the front of my dress as we kissed, then I could feel Jon undo the fastner of my dress behind my neck, letting it fall onto Karl's hands as Jon began to kiss my neck. Karl broke off the kiss as he felt the front of my dress fall onto his hands, he lowered the material until it was hanging from my waist, exposing my 32" firm pointed tits sticking out. The feel of his hands carressing them, his fingers running over my hardening nipples sent a tingle through my whole body. I threw back my head, pushing my tits forward and a long moan escaped my lips as his tongue and lips teased my nipples.

Jon moved close again behind me kissing my neck and throat, I could feel his bare chest on my back, I realised he must have stripped off his shirt as his hands slid down my sides and began easing my dress down over my hips until it dropped to the floor. He must have taken his pants off too because I could feel his hard shaft restrained only by his boxer shorts pushing against the brief panties covering my ass.

After a short time I was lead through to our second bedroom, glancing in at Claire who was asleep in the other bedroom oblivious to the extacy I was about to endure. Jon lay on the bed telling me to stand at the side and get out his cock, I bent over and lifted his waistband over it, as I pushed his shorts down his legs I couldn't take my eyes off it, at least 8" of hard thick throbbing shaft sticking up with a bulbous purple head glistening. Placing one hand on the bed to steady myself, my other hand wrapped round his shaft, I leaned forward so my tongue could run over its head and around the top of his shaft while my hand slowly moved up and down. Jon was groaning how wonderful it felt as my lips circled the purple head gradually taking it deeper into my mouth until it was touching the back of my throat, repeatedly drawing it out and sucking it like a lolly.

I senced Karl had been watching for a time then I felt his hands easing down my already damp panties while I sucked Jon's cock. He pushed them down to the floor and as he lifted each foot out of my panties he replaced them so my legs were slightly apart. His hands tenderly slid up the insides of my legs and I was finding it hard to keep sucking Jon as I began to breath heavy. Karls fingers reached my shaven pussy, running back and forth over my clit then gently parting them to feel the folds of wet skin. A finger pushed into me, then 2 fingers and I could no longer suck Jon's cock as I moaned at the feel of his fingers working in and out causing my juices to flood his hand. I glanced behind just enough to see his naked leg and hip moving closer to me realising he must have stripped off himself while I was sucking Jon's cock.

He took his fingers out of me and other fingers joined in to part my wet pussy lips and I felt his hot bulbous head start to ease its way in. I was gasping and moaning as at first it teased me then it began to slide deeper in. A final thrust brought a muffled scream to my lips as Karl grasping my hips started to move with long deep strokes. Jon sat up and held my shoulders to steady me, raining kisses over my face as I gasped and shuddered as Karl increased his speed, pumping harder and deeper. It didn't take long befor I felt Karl's body stiffen as he exploded deep in me, feeling him spasm as shot after shot of his hot cum flooded into me. We stayed together for a few minutes catching our breath befor he pulled out leaving Jon holding my shoulders.

I was about to stand up when Jon said that I should kneel on the bed over him as it was his turn and he wanted me to ride him, Although I was still catching my breath I was in the mood for more so I positioned myself over Jon's erect 8" and he guided it in as I lowered my hips for his cock to enter my very wet pussy. I began moving my hips forward and back, up and down as Jon thrust his hips up to meet me. Karl stood watching as sometimes I lost my balance, putting my hands down onto the bed beside him, he would reach up and grasp my tits squeezing them, giving me a quick kiss befor pushing me back up for me to ride him more. He was gasping 'yes, yes, yes' as I soon felt him shoot his load of cum into me, as I lifted off him I could feel his cum running down my legs, I lay beside him breathing heavy, our bodies wet with swet in the heat of the room.

Karl left the room and I heard him start to take a shower, after a while Jon and I jaoined him. The water felt so refreshing as we all mover round in the shower, soaping each others bodies and rinsing it off. Out of the shower we started to towel each other down which brought a feeling of lust on again. Each of them fucked me again standing in the bathroom, Karl first, while Jon stood next to me holding and kissing me, Karl lifted one of my legs up nearly onto his shoulder until I was almost doing the splits stood on one leg. My pussy spread wide, he entered me with long slow strokes making it last for a long time until finally he cum again. Jon also took his time as I sat on his hips, my legs wrapped round him and my back against the cool tiled wall, thrusting into me hard but slow until he could hold back no longer.

I showered again while the made cool refreshing drinks in the lounge. We all made love again later befor I fell asleep exhausted, waking up next morning to find them gone. I didn't explain to Claire what she had missed as not to dissapoint her but the way I was walking next day she must have gussed that I got up to something.

We never did see those guys again that week but I know I will never forget the pleasure they gave me that night.