u/AReluctantEnthusiast

I could feel the pavement cooking the soles of my shoes, and my shirt stuck to my back, a matted mess. Amy and Faith seemed immune to the 90-degree day, chattering away like kids. How had I let them talk me into this?

The last 24 hours had been a blur. The only thing clear in my mind were images of Amy. 

Amy. Her silhouette cutting through the midday sun in her kitchen. Her hand plunging into the front of her pajama bottoms, fingers working at a breakneck pace. Her pussy juice soaking through the thin fabric, painting an abstract fresco between her legs. My hand holding on to my cock for dear life, trying to stop myself from bursting at the sight. All the while knowing that the physical distance between us was the only thing keeping me from doing something much, much worse.

When I’d gotten off the phone with Amy, I’d realized Faith had texted me about sleeping over at my place that night. I was drowning in shame and rationalization. I texted her back immediately saying yes, and offered to cook her dinner.

She came straight over from work at 8 pm, and immediately climbed into my bed with her laptop. I stood at the stove, stirring garlic in a pan, trying to convince myself I was a good partner to her. But she seemed unconcerned either way–when I walked into my bedroom with her dinner, she was fast asleep with her computer still on her lap.

The next morning I’d tried to find a way to back out of the shopping the three of us had planned, but Faith had snapped at me that I was being flaky.

Her words circled around my head. “Amy’s been really lonely, Will. She needs more friends, people in her life she can rely on.”

I searched for a defense, but she continued. “Amy’s been there for me to an insane degree this year. And if she’s there for me, that benefits both of us. But if you make her feel like the two of you are only friends because she and I are friends, that’s gonna make her really sad.”

I’d just nodded. What else could I do?

Now it was late morning. The crowds on the street were locked in battle with the sun to see who could generate more heat. 

Faith was wearing a tank top and tight jean shorts that showed off her ass, but Amy was dressed even sluttier, if that was possible. She’d chosen a white blouse and ruffled schoolgirl skirt that seemed to turn the heads of every person who walked past. 

Together, Faith and Amy bounced through the throngs of people, sending my defensive instincts off the charts. The girls seemed oblivious as I scanned the crowd ahead. I started at the sound of Faith squealing.

“Oooo, this is CUTE.”

Faith and Amy had stopped in front of a thrift shop. Vintage clothes lined the windows, and the colors were genuinely beautiful. My film editor brain logged the storefront as a potential future location.

“We HAVE to try on some pieces!!” Amy shook Faith’s hand excitedly. 

I pulled the door open and we walked in to find a massive space that belied the six by six window in front. Inside, it was closer to a small warehouse, and I tried to wrap my brain around the optical illusion I’d just experienced.

The aisles hummed with the energy of fellow 20-somethings looking for something special on their day off. The girls skipped to a rack and cooed, smitten with the clothes. 

I wandered several feet behind them, relishing the A/C and the break from the masses outside. I was dubious there was anything here I could wear.

“William, LOOK at this.” Faith called over to me, holding up a dress up to Amy’s torso. It looked straight out of a brothel in the Old West.

I tried to keep my voice even. “That’s…that’s pretty cool.”

“OK, but wouldn’t she look SO hot in this?” Faith looked at me insistently. Amy’s eyes twinkled. I was trapped.

“Totally.” My jaw was set. 

“Oh, my gosh, you’re such a downer! Can you try to be enthusiastic?” she retorted.

Amy saw my expression and jumped in, “It’s OK, Faith. Honestly, I don’t think I’d buy this unless I had someone to absolutely rail me in it.” 

Faith giggled, but Amy’s eyes bored into mine and she sighed dramatically. “Alas…”

I tried to redirect the conversation. “Sorry, baby, I do think it’s really awesome! Are you gonna try on any stuff for yourself?”

“Obviously,” Faith rolled her eyes. “We’re just getting started!”

She grabbed my arm, draping the dress over it, and began flipping through the rack. Amy’s eyes flitted toward me, and she sidled over.

“I’m just gonna squeeze by you here, Will.” I backed up to make room for her and she slid in front of me, brushing her ass against my crotch. I tried to back up more, and she arched her back and bent her knees ever so slightly, somehow finding the bulge of my cock in my jeans, and rubbing down the length of it.

“Fuck!” I stumbled backwards catching myself on the rack behind me, and the horizontal metal pole bent under my weight.

Faith turned around. “William!” She snapped. “What are you doing??”

I tried to gather myself as Amy continued down the aisle to my left, glancing back at me with an eyebrow raised and that fucking smirk. “Tripped,” I muttered. Faith shook her head.

The next half hour continued much the same, with Faith and Amy piling more and more clothes into my arms. Every few minutes, Amy managed to find an excuse to brush past me, her hands finding my stomach or my upper thigh to help herself by. The aisles seemed to be getting steadily narrower as the clothes got heavier and my cock got harder.

Finally, mercifully, Faith announced, “I think we should hit the dressing rooms!”

The fitting rooms were all the way at the back of the store, a long hallway with doors lining either side. A bored looking associate with a septum ring counted our items, gave up halfway through, and walked us to two rooms across from each other at the far end of the hallway.

Faith and Amy each disappeared into one and I was left in the middle of the hallway, questioning my life choices. 

I collapsed into a chair just outside Faith’s room. Across from me I could see Amy’s feet as she slipped out of her sneakers. Her toes arched and I saw her skirt fall to the floor.

Fuck. If I was being honest, I had never quite understood the foot fetish thing–but out of nowhere I was gawking at this girl’s feet, imagining my dick between them. 

I shook my head, trying to clear it, and reached for my phone. Surely someone on the internet was doing something interesting.

I heard creaking across from me and looked up to see Amy’s fitting room door hadn’t fully latched. It was inching open slowly, and I could see a sliver of the mirror in front of her.

My breath caught in my throat as the door drifted open another inch. Amy was fully naked except for her panties. 

She cupped her breasts in both hands, lifting them in the mirror, and then letting them slide from her fingers. I watched them bounce ever so slightly, and my eyes traveled down the lines of her stomach, to the crease where her hips met her legs.

My eyes drifted back up and suddenly she met my gaze. I froze, mortified. 

Amy smiled at me, and then turned slowly and bent over to pick something off the bench next to her. The way her panties bit into the curve of her ass made me want to leave teeth marks on her cheeks.

I heard the latch behind me jiggle and I jumped. Faith swung open the door of her fitting room and I spun to face her. “Hey, baby, I–”

Faith was staring at her phone, annoyed. 

“God dammit, I keep getting work calls.” She shook her head in frustration. “I have to step out, the music is too loud in here.”

She stepped past me and I momentarily panicked. But the door to Amy’s fitting room had magically closed.

Faith knocked. “Hey, girl, got anything good in there?”

Amy opened the door looking shy. She was wearing the first vintage dress Faith had picked out. My stomach dropped.

“Holy shit, girl. I’m telling you, you need to get that.” Faith snapped her fingers. 

“I don’t know…” Amy trailed off, but she smiled at me over Faith’s shoulder.

Faith held up her phone. “Work called me like three times, I have to go outside and call them back.”

Amy grinned and gave a little salute as Faith turned heel. Halfway down the hall, Faith called over her shoulder, “And for god’s sake, help Will find something!”

I stood there wishing I could find a clothes rack big enough to hide in.

“Need some help there, partner?” Amy had materialized at my side, gazing up at me. The corset was pushing her tits up to a ridiculous degree, and I could see straight down her dress.

I tried to avoid her gaze and motioned toward the end of the hall. “I guess I gotta get some new clothes, so I should probably go find the men’s…”

Amy’s demeanor changed, and she spoke quietly, “I don’t know what her problem is, I think you look great.” She tugged gently on the sleeve of my white t-shirt. “This shows off your arms really nicely.” She glanced down, “Though I will say, those jeans look a little tight.”

As she spoke, her fingers brushed my bicep and sent an electric shock through my body. I tensed and shifted backward. Amy’s body so close to mine was dangerous.

Her eyes narrowed. “Whoa, whoa. Why does it feel like you’re trying to get away from me right now? That doesn’t make me feel very good.”

“Amy, I’m just–” I was about to snap. I stopped and took a deep breath. “I think I’m just stressed.”

Her gaze softened again. “I feel like you’re upset. But I think, maybe…not at me?”

My walls crumbled. I finally let my eyes meet hers. I couldn’t reconcile everything that had happened in the last three days with how pure and well-intentioned she looked in that moment.

“Will,” she said. “Why don’t you just let yourself have a good time for a minute? You don’t have to listen to, like, some voice in your head telling you how you should or shouldn’t be.”

“I don’t know what you mean.” I shoved my hands in my pockets and looked away.

“Look. Let’s just go out there for a second. Let me help you pick out a couple pairs of pants and a couple shirts, and maybe we’ll find something fun that you actually like, OK?”

I stood silent for a moment. Then I gave a small nod. She beamed and grabbed my arm with both hands, pulling me towards the clothes. Amy chirped, “We’re coming back to those rooms!” as we passed the sales associate, but they were immersed in their phone.

After a few minutes among the racks, I realized the difference between shopping with Faith and shopping with Amy. I was actually having fun for once.

There was no pressure to fit someone else’s idea of how I should look. Amy held up piece after piece, describing in vivid (and sometimes scathing) detail each kind of person she thought might wear it. A vast array of characters and archetypes seemed burned into her consciousness. She poked fun of some of them, but many of them she spoke of affectionately, half-fantasies she’d spent her life getting to know.

Was this side of her always there? For a moment I had the thought that she was the inverse of Faith–rather than a natural entertainer and people-pleaser who turned brusque when we were alone, Amy was acerbic in crowds, “scary” according to Faith’s other friends. But here now, just the two of us, I found myself reveling in her sweetness.

By the time we’d found a few potential fits for me, we were both laughing and I’d almost let myself forget my frustrations with Faith. We made our way back down the long hallway, Amy still in her dress. 

I stepped into the fitting room where Faith had left her things, set the clothes down on the bench, and turned to close the door—only to find Amy standing in front of me. She stared up at me and clicked the lock behind her.

“Show me,” she commanded, pointing her finger like a duchess. 

“Amy…” I chuckled nervously.

“Will, it is my responsibility to help you find something you like. How can I do that if I’m not here to watch you?”

I sucked in my breath. She was standing so, so close. 

“OK, just… Turn around?”

She sighed dramatically and rolled her eyes. “Whatever.” She turned toward the wall half-heartedly.

I peeled off my t-shirt first, and grabbed one of the button-downs from the pile. I barely had it over my shoulders when Amy turned back to me.

“Oooo, I like this.” She grabbed the plackets and pulled the shirt together, carefully beginning to button it from the bottom up.

I opened my mouth to protest, but gave up. Her fingers brushed my stomach and her eyes wandered from the shirt buttons to my chest.

“You, um…” For once, Amy was the one searching for words. She bit her lip. “You might not fit into this.”

“Honestly, I think you might be right.” I watched her fingers pause on the third button.

“I don’t think I realized how hard you’ve been hitting the gym.” She gawked for a second longer, then made to fasten the next button, but the shirt strained tight across my chest. 

Looking back up at me, she stifled a laugh. “Ok, so not this one!” Her fingers moved back down my stomach, undoing the shirt far more quickly than she’d buttoned it. She reached up and peeled it from my shoulders. 

I tried to protest, “Amy, you don’t have to–” but she already had it off me and tossed it to the bench.

She stood back, admiring her handiwork. “Ok, next!”

I grabbed a henley from the pile and pulled it on before she could offer to help. Her eyes lit up.

“Ooo, wait, I really like this one.”

I turned to the mirror. OK, damn. It actually looked great on me. The fabric draped off my chest and shoulders, loose-fitting, but still outlining my muscles in a way that seemed effortless.

“You know this might be the first time I’ve ever tried on a shirt and felt, um…hot?” I admitted sheepishly.

“Will. What?” Amy looked genuinely angry for a moment, and I was taken aback.

“I–I just mean–” I was confused. Had I upset her?

“That’s fucked up.” She said flatly.

“Sorry, I don’t–”

“You are so fucking hot.” She glared at me as if she was daring me to disagree. I was silent, and she continued, “Like ridiculously, fuckably, dangerously hot. How have you never felt hot?”

“I don’t know, we live in LA, everybody here is a model! I’m just some nerd from Oregon who’s into cameras.”

She shook her head, still visibly upset. “You sound so dumb right now.” 

“What??” 

“That’s not what I–” Amy stopped herself. “What I’m trying to say is that someone should be telling you every fucking day how sexy you are. Until you fucking believe it.”

I had never experienced the sensation before of my heart melting and my dick getting hard at the same time.

I sat down on the bench. I didn’t know what else to do. I felt defeated, turned-on, and nervous all at once. And I was scared for her to see any of it.

“Sorry if that got…corny.” Amy was watching me, trying to read my expression. Then her eyes fell to the pile of clothes, and she grinned. “OK, now pants!”

I burst out laughing. I couldn’t help it. 

“You’re so excited,” I said. “You’re never like this.”

“Don’t always have something worth being excited about.” Her grin was mischievous.

“OK, OK,” I said. “Turn around again.”

She tossed her hands in mock frustration and turned halfway toward the wall.

“All the way,” I said.

“Rude,” she replied and dramatically placed a hand over her eyes to shield them.

I sighed and unbuttoned my jeans, carefully fishing my rock-hard erection from the leg, then prising them the rest of the way off. 

I grabbed the first pair of slacks from the top of the pile, and pulled them on as quickly as I could.

I glanced in the mirror. Jesus. I had them halfway over my ass and my cock was keeping them from going all the way up. I tried to adjust and push my shaft down against my thigh, but the thin wool made it look even more absurd.

“Why are you making me wait??” Amy whined, and she whipped back around, dropping her hand from her eyes.

“Amy, wait–” I tried to yank  my shirt down to cover my crotch but it was too late.

“Oh, they’re so nice–OH.” Her mouth dropped. “Wow, that’s just–” She sucked in her breath, trying to keep a straight face, “...and I thought your jeans were tight.”

I tried to pull myself together. “Right, OK, so not these.”

Amy hesitated. “Wait, I mean, they do look good, though.” She stepped toward me. “Let’s just get them all the way up.”

Before I could say anything, she had a hand on either side of my waistband, tugging the pants up inch by inch.

“Amy, shit.” I reached for my hard-on with a pained expression on my face.

“Oh, my god!” She looked down. “I’m so sorry, I didn’t mean to.”

Suddenly both her hands were on my erection, cupping it as if to keep it safe. She clutched it gently and curled her fingers around my shaft.

“Fuck,” I groaned. “Amy, that’s…”

“Sorry, sorry!” She stepped back. “I just–it was instinctual.”

I was pulsing from her touch, but I tried to shake it off. 

Amy had her hand over her mouth. I couldn’t tell if she was embarrassed or laughing. She flicked open her phone, and before I could react she took a picture.

“Amy, what the fuck??” I was on the edge of freaking out.

“No, but they do look really good, Will!” She waved me backwards. “Just let me get a picture for reference.”

“Amy, we can’t, I’m–look at me!” I whispered loudly, motioning to my crotch.

“I’m looking,” she smirked. “Relax, it doesn’t even come through in the picture.”

I paused, trying to decide if I should be offended. Amy snapped another picture.

“You should definitely get dress pants like these in the future,” she insisted. “Maybe just a size up…”

“Fine.” I kneaded my forehead. “Can I please just take these off?”

Amy nodded. But instead of turning to the wall, she dropped to a crouch in front of me, curled her fingers into the top of my waistband, and yanked straight down.

My pants dropped to my knees, and my erection sprung fully out from the bottom of my boxers and hit Amy square in the face. She gasped at the impact.

“Fuck!” I jumped back, stammering an apology. “I’m sorry!! That was–

Amy’s hand moved like lightning. She reached up and grabbed my throbbing hard-on where it stuck out from the leg of my boxers, putting a finger to her lips. “Shhh,” she whispered.

I didn’t move a muscle. Amy’s hand was wrapped around my shaft. Her fingers rested on the large vein that ran along the top of my dick, and her thumb pressed gently into the underside of my head. She was staring at my length, face red where it had hit her cheek, holding me tight. 

I couldn’t believe it. Images I’d tried to scrape from inside my brain were coming to life in front of me, whether I liked it or not.

She lifted my bare cock upward and turned it slightly to the side, inspecting it. 

“Holy shit,” she muttered and her eyes followed the slight curve of my shaft to my head. It was leaking pre-cum.

“Fuck, Will.” She looked up at me. “Feeling it through your pants does not do it justice. Now I understand why Faith was struggling.”

My face fell. Amy saw it, and immediately she looked guilty.

“I didn’t mean it like that. I promise.”

I clenched my jaw.

“Will, you have to understand. I…I think your cock is beautiful.”

Beautiful? I blushed, and my cock grew harder in her hand.

Amy felt me swelling. “Jesus fucking Christ.” She murmured. “Will, anyone who’s complaining about this is looking a gift horse in the mouth.”

Still embarrassed, I tried to yank my underwear back over my erection. This needed to stop now. Before it got any worse.

Amy clutched me harder, and a look of desperation crossed her face. 

She brought her other hand up and rested it on my stomach. “Will, please. I’m sorry. Let me show you. Let me show you how you should be worshiped. Please.”

My brain was screaming at me. This is it. You can’t come back from this. If you let this happen, there’s no world where you can explain it away.

I could feel the adrenalin in my stomach. Amy’s eyes were searching mine. 

“Look, just–please just let me just take care of this for you. We literally can’t have you walking around in the store like this.” She waved frantically toward the door. “You’re going to get arrested.”

I couldn’t speak. She had been teasing me, groping me, provoking me for hours, days at this point. My brain was a lust-fueled haze.

I watched as Amy brought her other hand to my cock and wrapped her finger around the base of the shaft. She tightened her grip, and we both groaned as a long trail of pre-cum poured from my tip. 

She spoke softly, deliberately.. “If it doesn’t feel good…you can tell me to stop.” 

She peeked up at me shyly, and began to massage my dick slowly with both hands, from the base to the head. 

Once. Then twice. She kept stroking. More pre-cum dripped from the head, pooling on the floor in front of her.

She broke her gaze only to study the thick trail hanging from my cock. Her lips parted. She stretched out her tongue and caught it midair

I watched the string of pre-cum break and collect on her tongue. She followed it upward with her mouth, till she reached the head of my cock. Her eyes slid back up to meet mine as she opened her mouth as wide as she could, and sunk down onto me.

I saw stars and my knees shook. My hand flailed to grab something, anything to support myself, and I managed to brace myself between the two walls.

I couldn’t believe the sight.

Amy’s lips stretched obscenely around my cock. She continued to pump me with both hands, saliva trickling from her mouth and coating my shaft. I could see her breathing through her nose, struggling to take more than the head in her mouth. 

Her cheeks hollowed. The thought entered my mind that she was sucking me. She wasn’t just placing me in her mouth and moving her head up and down. She looked like she wanted to inhale me. To drink me.

Suddenly, she let go of my cock and grabbed my ass cheeks with both hands. She pulled me toward her, forcing me deeper into her mouth. 

Her tongue caressed the bottom of my shaft as I hit the back of her throat. A half-moan, half-gurgle escaped her windpipe. The sound hit a switch inside me.

“Will??”

FUCK. NO. Holy shit. Faith’s voice echoed in the hallway, her steps approaching the door.

I grabbed Amy by the shoulders to pull her off me. She shook her head slightly, still holding me in her mouth. I felt her teeth graze my shaft.

Hands clasped on my ass cheeks, she swiftly maneuvered me 90 degrees so I was facing the bench. She rose slightly from her crouched position, and sat on the bench.

“Will, are you in there?” Faith knocked on the door. I could hear Amy was breathing through her nose, refusing to relinquish my cock.

I hesitated far too long. “Hey…” I finally managed weakly.

“Um, hi! Can I come in??” Faith rattled the locked handle. My heart jumped into my throat. I watched Amy quietly lift her feet from the floor so she was perched on the bench, legs crossed.

“I’m, um, trying something on.”

“Well, I want to see, show me!” 

I tried to steady my breath. “I’m just in my underwear right now, baby, I don’t want to flash the whole store.” 

“Will there’s literally no one around, just let me in!” Frustration creeped into her voice. 

Amy’s eyes narrowed at me. She looked almost angry. Slowly she dragged her mouth up the length of my shaft. My whole body twitched and she immediately sank back down on my cock.

“Fuck.” The word sprang from my mouth on its accord. 

“What??” Faith was taken aback.

The corners of Amy’s mouth twitched as she began to bob up and down on me again. 

I felt feverish. The orgasm I had been seconds away from was building in me again. An emulsion of fear, lust, and adrenalin took hold in my body.

I stumbled over my words, trying to save it. “Faith, can you—would you please just hang on one minute and let me put this on?”

Silence hung in the air. Amy moved faster on my cock. I cleared my throat to try to cover the sound.

Finally, Faith sighed, and stepped back from the door. “Whatever.” I heard her turn toward the other fitting room. “Hey, Amy!”

Amy grabbed my cock with both hands and extracted it from her mouth, pumping. Her eyes widened into an innocent expression. 

That was all it took.

I bit my tongue to stifle a groan, and I felt my whole body convulse. Cum launched from my cock like a canon, painting Amy’s face, her lips. She closed her eyes, reveling in it, then opened them again, watching my face as she continued to stroke more from me.

I thought I might pass out. My legs buckled underneath me, and my cock flung another rope across her tits. They shuddered and quaked in her corset, and the sight heaved one last torrent of cum from me, a flood this time, raining down her neck and dribbling down between her breasts.

Still, Amy pumped me. My body trembled and I shook my head, mouthing silently. It felt like my balls were being turned inside out. My vision went fuzzy and I gripped a clothes hook to try to stay upright.

“Will, fuck’s sake, where is Amy?” Faith was back at my door, knocking again.

“I…uh…ah.” The muscles in my face had apparently died. Through half-closed eyes, I watched Amy grip my cock with both hands and pat it on her outstretched tongue, smiling at me. “I don’t..know. I think she was—went to look for…different pants.”

I felt like I was slurring.

“Are you OK?” Faith sounded more annoyed than concerned.

“Yeah.” My voice was guttural. “Just…tired.”

I shut my eyes hard and opened them again. Amy sat prim and proper in front of me, covered in every ounce of stress, frustration and lust I’d held for the last two days. 

I should have been terrified. But in that moment I resigned to my fate. 

There was no way we were getting out of this. There was too much cum. Too much mess.

Faith sighed again, longer and more dramatic this time. “Fine! Jesus. I’m gonna go find Amy.”

Amy tilted her head down marveling at the deluge between her tits. She twirled two fingers through a long rope of cum draped across her cleavage, gathering as much as she could. She made sure I was watching as she sucked them into her mouth.

Faith’s footsteps receded back down the hall, fading into the distance, and Amy let out a quiet whimper as she let her fingers drop from her lips. She swallowed deep, a look of contentment on her face.

“You–you’re…” I was speechless. I collapsed on the bench next to her, obliterated.

Amy smirked and turned to look at herself in the mirror. Her smirk turned to a look of a shock. “Holy fuck, Will. There’s SO much.”

I nodded vaguely. My brain was mud.

Amy greedily scooped more cum from her face and tits, bringing her fingers to her mouth every few seconds to clean them. I watched her, delirious, as she hummed to herself. “Mm, thank you, Will.”

My cock staggered. The gratitude in her voice was so genuine.

Finally, she grabbed one of the crop-tops from Faith’s pile of clothes, and mopped up what was left on her neck and chest.

I didn’t even have the energy to protest as she cracked open the door and poked her head out to see if the coast was clear. Something in the back of my brain feebly registered how insane it was that she didn’t make me check instead. But she slipped out of the fitting room and across the hall to hers, shutting the door gently. 

The quiet click of the latch seemed to reverberate off the walls far more loudly than it should have. 

I buried my head in my hands. Failure. The word repeated on a loop in my mind.

I’d promised myself. Swore I wouldn’t let this happen. And somehow I’d just given up.

But then another thought began to take hold. Something I couldn’t shake, I couldn’t push back down. 

Better. What Amy had just made me feel was better than anything I’d ever felt with Faith…or ANYONE for that matter. I didn’t even know it was possible to cum that much. Or that hard.

But it didn’t matter. This was WRONG. I could never end things with Faith. I loved her far too much. And even if I did—if she ever found out about Amy, it would absolutely decimate her.

However much I had let things happen, I couldn’t let it go an inch further. This was it.

I recognized the sounds of Faith’s footsteps again.

“I have no idea where Amy went.” Faith said flatly.

“I’m right here!” Amy piped up. I heard her open the door. “Ta-da!” She paused. “Wait…were you looking for me?”

“Amy, I just—“ The irritation was palpable in Faith’s voice, but I heard her hesitate. “I…think we just missed each other.”

I finally pushed open my door. I was still sporting the blue henley, and I’d pulled on the second pair of jeans Amy had found me.

Faith looked over at me, “About damn ti—oh, whoa. Baby, you look…really good.”

“Thanks,” I croaked. 

Faith turned her attention back to Amy, who had somehow portaled herself into a skintight, sparkly black bodysuit. She twirled for Faith. “What about me, hmm?”

“Yeah, wow. I mean, you both do.” She peered closer at Amy. “Actually, Amy, for some reason your skin looks incredible right now.”

“Yeah??” Amy pretended to be bashful and fanned her face.

“Yes, girl! You’re, like…dewy. You look amazing.”

“Oh, my god, thank you!” Amy skipped to the large 3-way mirror next to us at the end of the hall and turned side-to-side, examining her reflection.

Faith nodded, “Yeah, whatever you’re doing—keep doing it.”

Amy glanced at the mirror to her left and caught me watching her in the reflection. She stared at me, and she licked her lips.

“Oh, I will.”

I could feel the pavement cooking the soles of my shoes, and my shirt stuck to my back, a matted mess. Amy and Faith seemed immune to the 90-degree day, chattering away like kids. How had I let them talk me into this?

The last 24 hours had been a blur. The only thing clear in my mind were images of Amy. 

Amy. Her silhouette cutting through the midday sun in her kitchen. Her hand plunging into the front of her pajama bottoms, fingers working at a breakneck pace. Her pussy juice soaking through the thin fabric, painting an abstract fresco between her legs. My hand holding on to my cock for dear life, trying to stop myself from bursting at the sight. All the while knowing that the physical distance between us was the only thing keeping me from doing something much, much worse.

When I’d gotten off the phone with Amy, I’d realized Faith had texted me about sleeping over at my place that night. I was drowning in shame and rationalization. I texted her back immediately saying yes, and offered to cook her dinner.

She came straight over from work at 8 pm, and immediately climbed into my bed with her laptop. I stood at the stove, stirring garlic in a pan, trying to convince myself I was a good partner to her. But she seemed unconcerned either way–when I walked into my bedroom with her dinner, she was fast asleep with her computer still on her lap.

The next morning I’d tried to find a way to back out of the shopping the three of us had planned, but Faith had snapped at me that I was being flaky.

Her words circled around my head. “Amy’s been really lonely, Will. She needs more friends, people in her life she can rely on.”

I searched for a defense, but she continued. “Amy’s been there for me to an insane degree this year. And if she’s there for me, that benefits both of us. But if you make her feel like the two of you are only friends because she and I are friends, that’s gonna make her really sad.”

I’d just nodded. What else could I do?

Now it was late morning. The crowds on the street were locked in battle with the sun to see who could generate more heat. 

Faith was wearing a tank top and tight jean shorts that showed off her ass, but Amy was dressed even sluttier, if that was possible. She’d chosen a white blouse and ruffled schoolgirl skirt that seemed to turn the heads of every person who walked past. 

Together, Faith and Amy bounced through the throngs of people, sending my defensive instincts off the charts. The girls seemed oblivious as I scanned the crowd ahead. I started at the sound of Faith squealing.

“Oooo, this is CUTE.”

Faith and Amy had stopped in front of a thrift shop. Vintage clothes lined the windows, and the colors were genuinely beautiful. My film editor brain logged the storefront as a potential future location.

“We HAVE to try on some pieces!!” Amy shook Faith’s hand excitedly. 

I pulled the door open and we walked in to find a massive space that belied the six by six window in front. Inside, it was closer to a small warehouse, and I tried to wrap my brain around the optical illusion I’d just experienced.

The aisles hummed with the energy of fellow 20-somethings looking for something special on their day off. The girls skipped to a rack and cooed, smitten with the clothes. 

I wandered several feet behind them, relishing the A/C and the break from the masses outside. I was dubious there was anything here I could wear.

“William, LOOK at this.” Faith called over to me, holding up a dress up to Amy’s torso. It looked straight out of a brothel in the Old West.

I tried to keep my voice even. “That’s…that’s pretty cool.”

“OK, but wouldn’t she look SO hot in this?” Faith looked at me insistently. Amy’s eyes twinkled. I was trapped.

“Totally.” My jaw was set. 

“Oh, my gosh, you’re such a downer! Can you try to be enthusiastic?” she retorted.

Amy saw my expression and jumped in, “It’s OK, Faith. Honestly, I don’t think I’d buy this unless I had someone to absolutely rail me in it.” 

Faith giggled, but Amy’s eyes bored into mine and she sighed dramatically. “Alas…”

I tried to redirect the conversation. “Sorry, baby, I do think it’s really awesome! Are you gonna try on any stuff for yourself?”

“Obviously,” Faith rolled her eyes. “We’re just getting started!”

She grabbed my arm, draping the dress over it, and began flipping through the rack. Amy’s eyes flitted toward me, and she sidled over.

“I’m just gonna squeeze by you here, Will.” I backed up to make room for her and she slid in front of me, brushing her ass against my crotch. I tried to back up more, and she arched her back and bent her knees ever so slightly, somehow finding the bulge of my cock in my jeans, and rubbing down the length of it.

“Fuck!” I stumbled backwards catching myself on the rack behind me, and the horizontal metal pole bent under my weight.

Faith turned around. “William!” She snapped. “What are you doing??”

I tried to gather myself as Amy continued down the aisle to my left, glancing back at me with an eyebrow raised and that fucking smirk. “Tripped,” I muttered. Faith shook her head.

The next half hour continued much the same, with Faith and Amy piling more and more clothes into my arms. Every few minutes, Amy managed to find an excuse to brush past me, her hands finding my stomach or my upper thigh to help herself by. The aisles seemed to be getting steadily narrower as the clothes got heavier and my cock got harder.

Finally, mercifully, Faith announced, “I think we should hit the dressing rooms!”

The fitting rooms were all the way at the back of the store, a long hallway with doors lining either side. A bored looking associate with a septum ring counted our items, gave up halfway through, and walked us to two rooms across from each other at the far end of the hallway.

Faith and Amy each disappeared into one and I was left in the middle of the hallway, questioning my life choices. 

I collapsed into a chair just outside Faith’s room. Across from me I could see Amy’s feet as she slipped out of her sneakers. Her toes arched and I saw her skirt fall to the floor.

Fuck. If I was being honest, I had never quite understood the foot fetish thing–but out of nowhere I was gawking at this girl’s feet, imagining my dick between them. 

I shook my head, trying to clear it, and reached for my phone. Surely someone on the internet was doing something interesting.

I heard creaking across from me and looked up to see Amy’s fitting room door hadn’t fully latched. It was inching open slowly, and I could see a sliver of the mirror in front of her.

My breath caught in my throat as the door drifted open another inch. Amy was fully naked except for her panties. 

She cupped her breasts in both hands, lifting them in the mirror, and then letting them slide from her fingers. I watched them bounce ever so slightly, and my eyes traveled down the lines of her stomach, to the crease where her hips met her legs.

My eyes drifted back up and suddenly she met my gaze. I froze, mortified. 

Amy smiled at me, and then turned slowly and bent over to pick something off the bench next to her. The way her panties bit into the curve of her ass made me want to leave teeth marks on her cheeks.

I heard the latch behind me jiggle and I jumped. Faith swung open the door of her fitting room and I spun to face her. “Hey, baby, I–”

Faith was staring at her phone, annoyed. 

“God dammit, I keep getting work calls.” She shook her head in frustration. “I have to step out, the music is too loud in here.”

She stepped past me and I momentarily panicked. But the door to Amy’s fitting room had magically closed.

Faith knocked. “Hey, girl, got anything good in there?”

Amy opened the door looking shy. She was wearing the first vintage dress Faith had picked out. My stomach dropped.

“Holy shit, girl. I’m telling you, you need to get that.” Faith snapped her fingers. 

“I don’t know…” Amy trailed off, but she smiled at me over Faith’s shoulder.

Faith held up her phone. “Work called me like three times, I have to go outside and call them back.”

Amy grinned and gave a little salute as Faith turned heel. Halfway down the hall, Faith called over her shoulder, “And for god’s sake, help Will find something!”

I stood there wishing I could find a clothes rack big enough to hide in.

“Need some help there, partner?” Amy had materialized at my side, gazing up at me. The corset was pushing her tits up to a ridiculous degree, and I could see straight down her dress.

I tried to avoid her gaze and motioned toward the end of the hall. “I guess I gotta get some new clothes, so I should probably go find the men’s…”

Amy’s demeanor changed, and she spoke quietly, “I don’t know what her problem is, I think you look great.” She tugged gently on the sleeve of my white t-shirt. “This shows off your arms really nicely.” She glanced down, “Though I will say, those jeans look a little tight.”

As she spoke, her fingers brushed my bicep and sent an electric shock through my body. I tensed and shifted backward. Amy’s body so close to mine was dangerous.

Her eyes narrowed. “Whoa, whoa. Why does it feel like you’re trying to get away from me right now? That doesn’t make me feel very good.”

“Amy, I’m just–” I was about to snap. I stopped and took a deep breath. “I think I’m just stressed.”

Her gaze softened again. “I feel like you’re upset. But I think, maybe…not at me?”

My walls crumbled. I finally let my eyes meet hers. I couldn’t reconcile everything that had happened in the last three days with how pure and well-intentioned she looked in that moment.

“Will,” she said. “Why don’t you just let yourself have a good time for a minute? You don’t have to listen to, like, some voice in your head telling you how you should or shouldn’t be.”

“I don’t know what you mean.” I shoved my hands in my pockets and looked away.

“Look. Let’s just go out there for a second. Let me help you pick out a couple pairs of pants and a couple shirts, and maybe we’ll find something fun that you actually like, OK?”

I stood silent for a moment. Then I gave a small nod. She beamed and grabbed my arm with both hands, pulling me towards the clothes. Amy chirped, “We’re coming back to those rooms!” as we passed the sales associate, but they were immersed in their phone.

After a few minutes among the racks, I realized the difference between shopping with Faith and shopping with Amy. I was actually having fun for once.

There was no pressure to fit someone else’s idea of how I should look. Amy held up piece after piece, describing in vivid (and sometimes scathing) detail each kind of person she thought might wear it. A vast array of characters and archetypes seemed burned into her consciousness. She poked fun of some of them, but many of them she spoke of affectionately, half-fantasies she’d spent her life getting to know.

Was this side of her always there? For a moment I had the thought that she was the inverse of Faith–rather than a natural entertainer and people-pleaser who turned brusque when we were alone, Amy was acerbic in crowds, “scary” according to Faith’s other friends. But here now, just the two of us, I found myself reveling in her sweetness.

By the time we’d found a few potential fits for me, we were both laughing and I’d almost let myself forget my frustrations with Faith. We made our way back down the long hallway, Amy still in her dress. 

I stepped into the fitting room where Faith had left her things, set the clothes down on the bench, and turned to close the door—only to find Amy standing in front of me. She stared up at me and clicked the lock behind her.

“Show me,” she commanded, pointing her finger like a duchess. 

“Amy…” I chuckled nervously.

“Will, it is my responsibility to help you find something you like. How can I do that if I’m not here to watch you?”

I sucked in my breath. She was standing so, so close. 

“OK, just… Turn around?”

She sighed dramatically and rolled her eyes. “Whatever.” She turned toward the wall half-heartedly.

I peeled off my t-shirt first, and grabbed one of the button-downs from the pile. I barely had it over my shoulders when Amy turned back to me.

“Oooo, I like this.” She grabbed the plackets and pulled the shirt together, carefully beginning to button it from the bottom up.

I opened my mouth to protest, but gave up. Her fingers brushed my stomach and her eyes wandered from the shirt buttons to my chest.

“You, um…” For once, Amy was the one searching for words. She bit her lip. “You might not fit into this.”

“Honestly, I think you might be right.” I watched her fingers pause on the third button.

“I don’t think I realized how hard you’ve been hitting the gym.” She gawked for a second longer, then made to fasten the next button, but the shirt strained tight across my chest. 

Looking back up at me, she stifled a laugh. “Ok, so not this one!” Her fingers moved back down my stomach, undoing the shirt far more quickly than she’d buttoned it. She reached up and peeled it from my shoulders. 

I tried to protest, “Amy, you don’t have to–” but she already had it off me and tossed it to the bench.

She stood back, admiring her handiwork. “Ok, next!”

I grabbed a henley from the pile and pulled it on before she could offer to help. Her eyes lit up.

“Ooo, wait, I really like this one.”

I turned to the mirror. OK, damn. It actually looked great on me. The fabric draped off my chest and shoulders, loose-fitting, but still outlining my muscles in a way that seemed effortless.

“You know this might be the first time I’ve ever tried on a shirt and felt, um…hot?” I admitted sheepishly.

“Will. What?” Amy looked genuinely angry for a moment, and I was taken aback.

“I–I just mean–” I was confused. Had I upset her?

“That’s fucked up.” She said flatly.

“Sorry, I don’t–”

“You are so fucking hot.” She glared at me as if she was daring me to disagree. I was silent, and she continued, “Like ridiculously, fuckably, dangerously hot. How have you never felt hot?”

“I don’t know, we live in LA, everybody here is a model! I’m just some nerd from Oregon who’s into cameras.”

She shook her head, still visibly upset. “You sound so dumb right now.” 

“What??” 

“That’s not what I–” Amy stopped herself. “What I’m trying to say is that someone should be telling you every fucking day how sexy you are. Until you fucking believe it.”

I had never experienced the sensation before of my heart melting and my dick getting hard at the same time.

I sat down on the bench. I didn’t know what else to do. I felt defeated, turned-on, and nervous all at once. And I was scared for her to see any of it.

“Sorry if that got…corny.” Amy was watching me, trying to read my expression. Then her eyes fell to the pile of clothes, and she grinned. “OK, now pants!”

I burst out laughing. I couldn’t help it. 

“You’re so excited,” I said. “You’re never like this.”

“Don’t always have something worth being excited about.” Her grin was mischievous.

“OK, OK,” I said. “Turn around again.”

She tossed her hands in mock frustration and turned halfway toward the wall.

“All the way,” I said.

“Rude,” she replied and dramatically placed a hand over her eyes to shield them.

I sighed and unbuttoned my jeans, carefully fishing my rock-hard erection from the leg, then prising them the rest of the way off. 

I grabbed the first pair of slacks from the top of the pile, and pulled them on as quickly as I could.

I glanced in the mirror. Jesus. I had them halfway over my ass and my cock was keeping them from going all the way up. I tried to adjust and push my shaft down against my thigh, but the thin wool made it look even more absurd.

“Why are you making me wait??” Amy whined, and she whipped back around, dropping her hand from her eyes.

“Amy, wait–” I tried to yank  my shirt down to cover my crotch but it was too late.

“Oh, they’re so nice–OH.” Her mouth dropped. “Wow, that’s just–” She sucked in her breath, trying to keep a straight face, “...and I thought your jeans were tight.”

I tried to pull myself together. “Right, OK, so not these.”

Amy hesitated. “Wait, I mean, they do look good, though.” She stepped toward me. “Let’s just get them all the way up.”

Before I could say anything, she had a hand on either side of my waistband, tugging the pants up inch by inch.

“Amy, shit.” I reached for my hard-on with a pained expression on my face.

“Oh, my god!” She looked down. “I’m so sorry, I didn’t mean to.”

Suddenly both her hands were on my erection, cupping it as if to keep it safe. She clutched it gently and curled her fingers around my shaft.

“Fuck,” I groaned. “Amy, that’s…”

“Sorry, sorry!” She stepped back. “I just–it was instinctual.”

I was pulsing from her touch, but I tried to shake it off. 

Amy had her hand over her mouth. I couldn’t tell if she was embarrassed or laughing. She flicked open her phone, and before I could react she took a picture.

“Amy, what the fuck??” I was on the edge of freaking out.

“No, but they do look really good, Will!” She waved me backwards. “Just let me get a picture for reference.”

“Amy, we can’t, I’m–look at me!” I whispered loudly, motioning to my crotch.

“I’m looking,” she smirked. “Relax, it doesn’t even come through in the picture.”

I paused, trying to decide if I should be offended. Amy snapped another picture.

“You should definitely get dress pants like these in the future,” she insisted. “Maybe just a size up…”

“Fine.” I kneaded my forehead. “Can I please just take these off?”

Amy nodded. But instead of turning to the wall, she dropped to a crouch in front of me, curled her fingers into the top of my waistband, and yanked straight down.

My pants dropped to my knees, and my erection sprung fully out from the bottom of my boxers and hit Amy square in the face. She gasped at the impact.

“Fuck!” I jumped back, stammering an apology. “I’m sorry!! That was–

Amy’s hand moved like lightning. She reached up and grabbed my throbbing hard-on where it stuck out from the leg of my boxers, putting a finger to her lips. “Shhh,” she whispered.

I didn’t move a muscle. Amy’s hand was wrapped around my shaft. Her fingers rested on the large vein that ran along the top of my dick, and her thumb pressed gently into the underside of my head. She was staring at my length, face red where it had hit her cheek, holding me tight. 

I couldn’t believe it. Images I’d tried to scrape from inside my brain were coming to life in front of me, whether I liked it or not.

She lifted my bare cock upward and turned it slightly to the side, inspecting it. 

“Holy shit,” she muttered and her eyes followed the slight curve of my shaft to my head. It was leaking pre-cum.

“Fuck, Will.” She looked up at me. “Feeling it through your pants does not do it justice. Now I understand why Faith was struggling.”

My face fell. Amy saw it, and immediately she looked guilty.

“I didn’t mean it like that. I promise.”

I clenched my jaw.

“Will, you have to understand. I…I think your cock is beautiful.”

Beautiful? I blushed, and my cock grew harder in her hand.

Amy felt me swelling. “Jesus fucking Christ.” She murmured. “Will, anyone who’s complaining about this is looking a gift horse in the mouth.”

Still embarrassed, I tried to yank my underwear back over my erection. This needed to stop now. Before it got any worse.

Amy clutched me harder, and a look of desperation crossed her face. 

She brought her other hand up and rested it on my stomach. “Will, please. I’m sorry. Let me show you. Let me show you how you should be worshiped. Please.”

My brain was screaming at me. This is it. You can’t come back from this. If you let this happen, there’s no world where you can explain it away.

I could feel the adrenalin in my stomach. Amy’s eyes were searching mine. 

“Look, just–please just let me just take care of this for you. We literally can’t have you walking around in the store like this.” She waved frantically toward the door. “You’re going to get arrested.”

I couldn’t speak. She had been teasing me, groping me, provoking me for hours, days at this point. My brain was a lust-fueled haze.

I watched as Amy brought her other hand to my cock and wrapped her finger around the base of the shaft. She tightened her grip, and we both groaned as a long trail of pre-cum poured from my tip. 

She spoke softly, deliberately.. “If it doesn’t feel good…you can tell me to stop.” 

She peeked up at me shyly, and began to massage my dick slowly with both hands, from the base to the head. 

Once. Then twice. She kept stroking. More pre-cum dripped from the head, pooling on the floor in front of her.

She broke her gaze only to study the thick trail hanging from my cock. Her lips parted. She stretched out her tongue and caught it midair

I watched the string of pre-cum break and collect on her tongue. She followed it upward with her mouth, till she reached the head of my cock. Her eyes slid back up to meet mine as she opened her mouth as wide as she could, and sunk down onto me.

I saw stars and my knees shook. My hand flailed to grab something, anything to support myself, and I managed to brace myself between the two walls.

I couldn’t believe the sight.

Amy’s lips stretched obscenely around my cock. She continued to pump me with both hands, saliva trickling from her mouth and coating my shaft. I could see her breathing through her nose, struggling to take more than the head in her mouth. 

Her cheeks hollowed. The thought entered my mind that she was sucking me. She wasn’t just placing me in her mouth and moving her head up and down. She looked like she wanted to inhale me. To drink me.

Suddenly, she let go of my cock and grabbed my ass cheeks with both hands. She pulled me toward her, forcing me deeper into her mouth. 

Her tongue caressed the bottom of my shaft as I hit the back of her throat. A half-moan, half-gurgle escaped her windpipe. The sound hit a switch inside me.

“Will??”

FUCK. NO. Holy shit. Faith’s voice echoed in the hallway, her steps approaching the door.

I grabbed Amy by the shoulders to pull her off me. She shook her head slightly, still holding me in her mouth. I felt her teeth graze my shaft.

Hands clasped on my ass cheeks, she swiftly maneuvered me 90 degrees so I was facing the bench. She rose slightly from her crouched position, and sat on the bench.

“Will, are you in there?” Faith knocked on the door. I could hear Amy was breathing through her nose, refusing to relinquish my cock.

I hesitated far too long. “Hey…” I finally managed weakly.

“Um, hi! Can I come in??” Faith rattled the locked handle. My heart jumped into my throat. I watched Amy quietly lift her feet from the floor so she was perched on the bench, legs crossed.

“I’m, um, trying something on.”

“Well, I want to see, show me!” 

I tried to steady my breath. “I’m just in my underwear right now, baby, I don’t want to flash the whole store.” 

“Will there’s literally no one around, just let me in!” Frustration creeped into her voice. 

Amy’s eyes narrowed at me. She looked almost angry. Slowly she dragged her mouth up the length of my shaft. My whole body twitched and she immediately sank back down on my cock.

“Fuck.” The word sprang from my mouth on its accord. 

“What??” Faith was taken aback.

The corners of Amy’s mouth twitched as she began to bob up and down on me again. 

I felt feverish. The orgasm I had been seconds away from was building in me again. An emulsion of fear, lust, and adrenalin took hold in my body.

I stumbled over my words, trying to save it. “Faith, can you—would you please just hang on one minute and let me put this on?”

Silence hung in the air. Amy moved faster on my cock. I cleared my throat to try to cover the sound.

Finally, Faith sighed, and stepped back from the door. “Whatever.” I heard her turn toward the other fitting room. “Hey, Amy!”

Amy grabbed my cock with both hands and extracted it from her mouth, pumping. Her eyes widened into an innocent expression. 

That was all it took.

I bit my tongue to stifle a groan, and I felt my whole body convulse. Cum launched from my cock like a canon, painting Amy’s face, her lips. She closed her eyes, reveling in it, then opened them again, watching my face as she continued to stroke more from me.

I thought I might pass out. My legs buckled underneath me, and my cock flung another rope across her tits. They shuddered and quaked in her corset, and the sight heaved one last torrent of cum from me, a flood this time, raining down her neck and dribbling down between her breasts.

Still, Amy pumped me. My body trembled and I shook my head, mouthing silently. It felt like my balls were being turned inside out. My vision went fuzzy and I gripped a clothes hook to try to stay upright.

“Will, fuck’s sake, where is Amy?” Faith was back at my door, knocking again.

“I…uh…ah.” The muscles in my face had apparently died. Through half-closed eyes, I watched Amy grip my cock with both hands and pat it on her outstretched tongue, smiling at me. “I don’t..know. I think she was—went to look for…different pants.”

I felt like I was slurring.

“Are you OK?” Faith sounded more annoyed than concerned.

“Yeah.” My voice was guttural. “Just…tired.”

I shut my eyes hard and opened them again. Amy sat prim and proper in front of me, covered in every ounce of stress, frustration and lust I’d held for the last two days. 

I should have been terrified. But in that moment I resigned to my fate. 

There was no way we were getting out of this. There was too much cum. Too much mess.

Faith sighed again, longer and more dramatic this time. “Fine! Jesus. I’m gonna go find Amy.”

Amy tilted her head down marveling at the deluge between her tits. She twirled two fingers through a long rope of cum draped across her cleavage, gathering as much as she could. She made sure I was watching as she sucked them into her mouth.

Faith’s footsteps receded back down the hall, fading into the distance, and Amy let out a quiet whimper as she let her fingers drop from her lips. She swallowed deep, a look of contentment on her face.

“You–you’re…” I was speechless. I collapsed on the bench next to her, obliterated.

Amy smirked and turned to look at herself in the mirror. Her smirk turned to a look of a shock. “Holy fuck, Will. There’s SO much.”

I nodded vaguely. My brain was mud.

Amy greedily scooped more cum from her face and tits, bringing her fingers to her mouth every few seconds to clean them. I watched her, delirious, as she hummed to herself. “Mm, thank you, Will.”

My cock staggered. The gratitude in her voice was so genuine.

Finally, she grabbed one of the crop-tops from Faith’s pile of clothes, and mopped up what was left on her neck and chest.

I didn’t even have the energy to protest as she cracked open the door and poked her head out to see if the coast was clear. Something in the back of my brain feebly registered how insane it was that she didn’t make me check instead. But she slipped out of the fitting room and across the hall to hers, shutting the door gently. 

The quiet click of the latch seemed to reverberate off the walls far more loudly than it should have. 

I buried my head in my hands. Failure. The word repeated on a loop in my mind.

I’d promised myself. Swore I wouldn’t let this happen. And somehow I’d just given up.

But then another thought began to take hold. Something I couldn’t shake, I couldn’t push back down. 

Better. What Amy had just made me feel was better than anything I’d ever felt with Faith…or ANYONE for that matter. I didn’t even know it was possible to cum that much. Or that hard.

But it didn’t matter. This was WRONG. I could never end things with Faith. I loved her far too much. And even if I did—if she ever found out about Amy, it would absolutely decimate her.

However much I had let things happen, I couldn’t let it go an inch further. This was it.

I recognized the sounds of Faith’s footsteps again.

“I have no idea where Amy went.” Faith said flatly.

“I’m right here!” Amy piped up. I heard her open the door. “Ta-da!” She paused. “Wait…were you looking for me?”

“Amy, I just—“ The irritation was palpable in Faith’s voice, but I heard her hesitate. “I…think we just missed each other.”

I finally pushed open my door. I was still sporting the blue henley, and I’d pulled on the second pair of jeans Amy had found me.

Faith looked over at me, “About damn ti—oh, whoa. Baby, you look…really good.”

“Thanks,” I croaked. 

Faith turned her attention back to Amy, who had somehow portaled herself into a skintight, sparkly black bodysuit. She twirled for Faith. “What about me, hmm?”

“Yeah, wow. I mean, you both do.” She peered closer at Amy. “Actually, Amy, for some reason your skin looks incredible right now.”

“Yeah??” Amy pretended to be bashful and fanned her face.

“Yes, girl! You’re, like…dewy. You look amazing.”

“Oh, my god, thank you!” Amy skipped to the large 3-way mirror next to us at the end of the hall and turned side-to-side, examining her reflection.

Faith nodded, “Yeah, whatever you’re doing—keep doing it.”

Amy glanced at the mirror to her left and caught me watching her in the reflection. She stared at me, and she licked her lips.

“Oh, I will.”

I could feel the pavement cooking the soles of my shoes, and my shirt stuck to my back, a matted mess. Amy and Faith seemed immune to the 90-degree day, chattering away like kids. How had I let them talk me into this?

The last 24 hours had been a blur. The only thing clear in my mind were images of Amy. 

Amy. Her silhouette cutting through the midday sun in her kitchen. Her hand plunging into the front of her pajama bottoms, fingers working at a breakneck pace. Her pussy juice soaking through the thin fabric, painting an abstract fresco between her legs. My hand holding on to my cock for dear life, trying to stop myself from bursting at the sight. All the while knowing that the physical distance between us was the only thing keeping me from doing something much, much worse.

When I’d gotten off the phone with Amy, I’d realized Faith had texted me about sleeping over at my place that night. I was drowning in shame and rationalization. I texted her back immediately saying yes, and offered to cook her dinner.

She came straight over from work at 8 pm, and immediately climbed into my bed with her laptop. I stood at the stove, stirring garlic in a pan, trying to convince myself I was a good partner to her. But she seemed unconcerned either way–when I walked into my bedroom with her dinner, she was fast asleep with her computer still on her lap.

The next morning I’d tried to find a way to back out of the shopping the three of us had planned, but Faith had snapped at me that I was being flaky.

Her words circled around my head. “Amy’s been really lonely, Will. She needs more friends, people in her life she can rely on.”

I searched for a defense, but she continued. “Amy’s been there for me to an insane degree this year. And if she’s there for me, that benefits both of us. But if you make her feel like the two of you are only friends because she and I are friends, that’s gonna make her really sad.”

I’d just nodded. What else could I do?

Now it was late morning. The crowds on the street were locked in battle with the sun to see who could generate more heat. 

Faith was wearing a tank top and tight jean shorts that showed off her ass, but Amy was dressed even sluttier, if that was possible. She’d chosen a white blouse and ruffled schoolgirl skirt that seemed to turn the heads of every person who walked past. 

Together, Faith and Amy bounced through the throngs of people, sending my defensive instincts off the charts. The girls seemed oblivious as I scanned the crowd ahead. I started at the sound of Faith squealing.

“Oooo, this is CUTE.”

Faith and Amy had stopped in front of a thrift shop. Vintage clothes lined the windows, and the colors were genuinely beautiful. My film editor brain logged the storefront as a potential future location.

“We HAVE to try on some pieces!!” Amy shook Faith’s hand excitedly. 

I pulled the door open and we walked in to find a massive space that belied the six by six window in front. Inside, it was closer to a small warehouse, and I tried to wrap my brain around the optical illusion I’d just experienced.

The aisles hummed with the energy of fellow 20-somethings looking for something special on their day off. The girls skipped to a rack and cooed, smitten with the clothes. 

I wandered several feet behind them, relishing the A/C and the break from the masses outside. I was dubious there was anything here I could wear.

“William, LOOK at this.” Faith called over to me, holding up a dress up to Amy’s torso. It looked straight out of a brothel in the Old West.

I tried to keep my voice even. “That’s…that’s pretty cool.”

“OK, but wouldn’t she look SO hot in this?” Faith looked at me insistently. Amy’s eyes twinkled. I was trapped.

“Totally.” My jaw was set. 

“Oh, my gosh, you’re such a downer! Can you try to be enthusiastic?” she retorted.

Amy saw my expression and jumped in, “It’s OK, Faith. Honestly, I don’t think I’d buy this unless I had someone to absolutely rail me in it.” 

Faith giggled, but Amy’s eyes bored into mine and she sighed dramatically. “Alas…”

I tried to redirect the conversation. “Sorry, baby, I do think it’s really awesome! Are you gonna try on any stuff for yourself?”

“Obviously,” Faith rolled her eyes. “We’re just getting started!”

She grabbed my arm, draping the dress over it, and began flipping through the rack. Amy’s eyes flitted toward me, and she sidled over.

“I’m just gonna squeeze by you here, Will.” I backed up to make room for her and she slid in front of me, brushing her ass against my crotch. I tried to back up more, and she arched her back and bent her knees ever so slightly, somehow finding the bulge of my cock in my jeans, and rubbing down the length of it.

“Fuck!” I stumbled backwards catching myself on the rack behind me, and the horizontal metal pole bent under my weight.

Faith turned around. “William!” She snapped. “What are you doing??”

I tried to gather myself as Amy continued down the aisle to my left, glancing back at me with an eyebrow raised and that fucking smirk. “Tripped,” I muttered. Faith shook her head.

The next half hour continued much the same, with Faith and Amy piling more and more clothes into my arms. Every few minutes, Amy managed to find an excuse to brush past me, her hands finding my stomach or my upper thigh to help herself by. The aisles seemed to be getting steadily narrower as the clothes got heavier and my cock got harder.

Finally, mercifully, Faith announced, “I think we should hit the dressing rooms!”

The fitting rooms were all the way at the back of the store, a long hallway with doors lining either side. A bored looking associate with a septum ring counted our items, gave up halfway through, and walked us to two rooms across from each other at the far end of the hallway.

Faith and Amy each disappeared into one and I was left in the middle of the hallway, questioning my life choices. 

I collapsed into a chair just outside Faith’s room. Across from me I could see Amy’s feet as she slipped out of her sneakers. Her toes arched and I saw her skirt fall to the floor.

Fuck. If I was being honest, I had never quite understood the foot fetish thing–but out of nowhere I was gawking at this girl’s feet, imagining my dick between them. 

I shook my head, trying to clear it, and reached for my phone. Surely someone on the internet was doing something interesting.

I heard creaking across from me and looked up to see Amy’s fitting room door hadn’t fully latched. It was inching open slowly, and I could see a sliver of the mirror in front of her.

My breath caught in my throat as the door drifted open another inch. Amy was fully naked except for her panties. 

She cupped her breasts in both hands, lifting them in the mirror, and then letting them slide from her fingers. I watched them bounce ever so slightly, and my eyes traveled down the lines of her stomach, to the crease where her hips met her legs.

My eyes drifted back up and suddenly she met my gaze. I froze, mortified. 

Amy smiled at me, and then turned slowly and bent over to pick something off the bench next to her. The way her panties bit into the curve of her ass made me want to leave teeth marks on her cheeks.

I heard the latch behind me jiggle and I jumped. Faith swung open the door of her fitting room and I spun to face her. “Hey, baby, I–”

Faith was staring at her phone, annoyed. 

“God dammit, I keep getting work calls.” She shook her head in frustration. “I have to step out, the music is too loud in here.”

She stepped past me and I momentarily panicked. But the door to Amy’s fitting room had magically closed.

Faith knocked. “Hey, girl, got anything good in there?”

Amy opened the door looking shy. She was wearing the first vintage dress Faith had picked out. My stomach dropped.

“Holy shit, girl. I’m telling you, you need to get that.” Faith snapped her fingers. 

“I don’t know…” Amy trailed off, but she smiled at me over Faith’s shoulder.

Faith held up her phone. “Work called me like three times, I have to go outside and call them back.”

Amy grinned and gave a little salute as Faith turned heel. Halfway down the hall, Faith called over her shoulder, “And for god’s sake, help Will find something!”

I stood there wishing I could find a clothes rack big enough to hide in.

“Need some help there, partner?” Amy had materialized at my side, gazing up at me. The corset was pushing her tits up to a ridiculous degree, and I could see straight down her dress.

I tried to avoid her gaze and motioned toward the end of the hall. “I guess I gotta get some new clothes, so I should probably go find the men’s…”

Amy’s demeanor changed, and she spoke quietly, “I don’t know what her problem is, I think you look great.” She tugged gently on the sleeve of my white t-shirt. “This shows off your arms really nicely.” She glanced down, “Though I will say, those jeans look a little tight.”

As she spoke, her fingers brushed my bicep and sent an electric shock through my body. I tensed and shifted backward. Amy’s body so close to mine was dangerous.

Her eyes narrowed. “Whoa, whoa. Why does it feel like you’re trying to get away from me right now? That doesn’t make me feel very good.”

“Amy, I’m just–” I was about to snap. I stopped and took a deep breath. “I think I’m just stressed.”

Her gaze softened again. “I feel like you’re upset. But I think, maybe…not at me?”

My walls crumbled. I finally let my eyes meet hers. I couldn’t reconcile everything that had happened in the last three days with how pure and well-intentioned she looked in that moment.

“Will,” she said. “Why don’t you just let yourself have a good time for a minute? You don’t have to listen to, like, some voice in your head telling you how you should or shouldn’t be.”

“I don’t know what you mean.” I shoved my hands in my pockets and looked away.

“Look. Let’s just go out there for a second. Let me help you pick out a couple pairs of pants and a couple shirts, and maybe we’ll find something fun that you actually like, OK?”

I stood silent for a moment. Then I gave a small nod. She beamed and grabbed my arm with both hands, pulling me towards the clothes. Amy chirped, “We’re coming back to those rooms!” as we passed the sales associate, but they were immersed in their phone.

After a few minutes among the racks, I realized the difference between shopping with Faith and shopping with Amy. I was actually having fun for once.

There was no pressure to fit someone else’s idea of how I should look. Amy held up piece after piece, describing in vivid (and sometimes scathing) detail each kind of person she thought might wear it. A vast array of characters and archetypes seemed burned into her consciousness. She poked fun of some of them, but many of them she spoke of affectionately, half-fantasies she’d spent her life getting to know.

Was this side of her always there? For a moment I had the thought that she was the inverse of Faith–rather than a natural entertainer and people-pleaser who turned brusque when we were alone, Amy was acerbic in crowds, “scary” according to Faith’s other friends. But here now, just the two of us, I found myself reveling in her sweetness.

By the time we’d found a few potential fits for me, we were both laughing and I’d almost let myself forget my frustrations with Faith. We made our way back down the long hallway, Amy still in her dress. 

I stepped into the fitting room where Faith had left her things, set the clothes down on the bench, and turned to close the door—only to find Amy standing in front of me. She stared up at me and clicked the lock behind her.

“Show me,” she commanded, pointing her finger like a duchess. 

“Amy…” I chuckled nervously.

“Will, it is my responsibility to help you find something you like. How can I do that if I’m not here to watch you?”

I sucked in my breath. She was standing so, so close. 

“OK, just… Turn around?”

She sighed dramatically and rolled her eyes. “Whatever.” She turned toward the wall half-heartedly.

I peeled off my t-shirt first, and grabbed one of the button-downs from the pile. I barely had it over my shoulders when Amy turned back to me.

“Oooo, I like this.” She grabbed the plackets and pulled the shirt together, carefully beginning to button it from the bottom up.

I opened my mouth to protest, but gave up. Her fingers brushed my stomach and her eyes wandered from the shirt buttons to my chest.

“You, um…” For once, Amy was the one searching for words. She bit her lip. “You might not fit into this.”

“Honestly, I think you might be right.” I watched her fingers pause on the third button.

“I don’t think I realized how hard you’ve been hitting the gym.” She gawked for a second longer, then made to fasten the next button, but the shirt strained tight across my chest. 

Looking back up at me, she stifled a laugh. “Ok, so not this one!” Her fingers moved back down my stomach, undoing the shirt far more quickly than she’d buttoned it. She reached up and peeled it from my shoulders. 

I tried to protest, “Amy, you don’t have to–” but she already had it off me and tossed it to the bench.

She stood back, admiring her handiwork. “Ok, next!”

I grabbed a henley from the pile and pulled it on before she could offer to help. Her eyes lit up.

“Ooo, wait, I really like this one.”

I turned to the mirror. OK, damn. It actually looked great on me. The fabric draped off my chest and shoulders, loose-fitting, but still outlining my muscles in a way that seemed effortless.

“You know this might be the first time I’ve ever tried on a shirt and felt, um…hot?” I admitted sheepishly.

“Will. What?” Amy looked genuinely angry for a moment, and I was taken aback.

“I–I just mean–” I was confused. Had I upset her?

“That’s fucked up.” She said flatly.

“Sorry, I don’t–”

“You are so fucking hot.” She glared at me as if she was daring me to disagree. I was silent, and she continued, “Like ridiculously, fuckably, dangerously hot. How have you never felt hot?”

“I don’t know, we live in LA, everybody here is a model! I’m just some nerd from Oregon who’s into cameras.”

She shook her head, still visibly upset. “You sound so dumb right now.” 

“What??” 

“That’s not what I–” Amy stopped herself. “What I’m trying to say is that someone should be telling you every fucking day how sexy you are. Until you fucking believe it.”

I had never experienced the sensation before of my heart melting and my dick getting hard at the same time.

I sat down on the bench. I didn’t know what else to do. I felt defeated, turned-on, and nervous all at once. And I was scared for her to see any of it.

“Sorry if that got…corny.” Amy was watching me, trying to read my expression. Then her eyes fell to the pile of clothes, and she grinned. “OK, now pants!”

I burst out laughing. I couldn’t help it. 

“You’re so excited,” I said. “You’re never like this.”

“Don’t always have something worth being excited about.” Her grin was mischievous.

“OK, OK,” I said. “Turn around again.”

She tossed her hands in mock frustration and turned halfway toward the wall.

“All the way,” I said.

“Rude,” she replied and dramatically placed a hand over her eyes to shield them.

I sighed and unbuttoned my jeans, carefully fishing my rock-hard erection from the leg, then prising them the rest of the way off. 

I grabbed the first pair of slacks from the top of the pile, and pulled them on as quickly as I could.

I glanced in the mirror. Jesus. I had them halfway over my ass and my cock was keeping them from going all the way up. I tried to adjust and push my shaft down against my thigh, but the thin wool made it look even more absurd.

“Why are you making me wait??” Amy whined, and she whipped back around, dropping her hand from her eyes.

“Amy, wait–” I tried to yank  my shirt down to cover my crotch but it was too late.

“Oh, they’re so nice–OH.” Her mouth dropped. “Wow, that’s just–” She sucked in her breath, trying to keep a straight face, “...and I thought your jeans were tight.”

I tried to pull myself together. “Right, OK, so not these.”

Amy hesitated. “Wait, I mean, they do look good, though.” She stepped toward me. “Let’s just get them all the way up.”

Before I could say anything, she had a hand on either side of my waistband, tugging the pants up inch by inch.

“Amy, shit.” I reached for my hard-on with a pained expression on my face.

“Oh, my god!” She looked down. “I’m so sorry, I didn’t mean to.”

Suddenly both her hands were on my erection, cupping it as if to keep it safe. She clutched it gently and curled her fingers around my shaft.

“Fuck,” I groaned. “Amy, that’s…”

“Sorry, sorry!” She stepped back. “I just–it was instinctual.”

I was pulsing from her touch, but I tried to shake it off. 

Amy had her hand over her mouth. I couldn’t tell if she was embarrassed or laughing. She flicked open her phone, and before I could react she took a picture.

“Amy, what the fuck??” I was on the edge of freaking out.

“No, but they do look really good, Will!” She waved me backwards. “Just let me get a picture for reference.”

“Amy, we can’t, I’m–look at me!” I whispered loudly, motioning to my crotch.

“I’m looking,” she smirked. “Relax, it doesn’t even come through in the picture.”

I paused, trying to decide if I should be offended. Amy snapped another picture.

“You should definitely get dress pants like these in the future,” she insisted. “Maybe just a size up…”

“Fine.” I kneaded my forehead. “Can I please just take these off?”

Amy nodded. But instead of turning to the wall, she dropped to a crouch in front of me, curled her fingers into the top of my waistband, and yanked straight down.

My pants dropped to my knees, and my erection sprung fully out from the bottom of my boxers and hit Amy square in the face. She gasped at the impact.

“Fuck!” I jumped back, stammering an apology. “I’m sorry!! That was–

Amy’s hand moved like lightning. She reached up and grabbed my throbbing hard-on where it stuck out from the leg of my boxers, putting a finger to her lips. “Shhh,” she whispered.

I didn’t move a muscle. Amy’s hand was wrapped around my shaft. Her fingers rested on the large vein that ran along the top of my dick, and her thumb pressed gently into the underside of my head. She was staring at my length, face red where it had hit her cheek, holding me tight. 

I couldn’t believe it. Images I’d tried to scrape from inside my brain were coming to life in front of me, whether I liked it or not.

She lifted my bare cock upward and turned it slightly to the side, inspecting it. 

“Holy shit,” she muttered and her eyes followed the slight curve of my shaft to my head. It was leaking pre-cum.

“Fuck, Will.” She looked up at me. “Feeling it through your pants does not do it justice. Now I understand why Faith was struggling.”

My face fell. Amy saw it, and immediately she looked guilty.

“I didn’t mean it like that. I promise.”

I clenched my jaw.

“Will, you have to understand. I…I think your cock is beautiful.”

Beautiful? I blushed, and my cock grew harder in her hand.

Amy felt me swelling. “Jesus fucking Christ.” She murmured. “Will, anyone who’s complaining about this is looking a gift horse in the mouth.”

Still embarrassed, I tried to yank my underwear back over my erection. This needed to stop now. Before it got any worse.

Amy clutched me harder, and a look of desperation crossed her face. 

She brought her other hand up and rested it on my stomach. “Will, please. I’m sorry. Let me show you. Let me show you how you should be worshiped. Please.”

My brain was screaming at me. This is it. You can’t come back from this. If you let this happen, there’s no world where you can explain it away.

I could feel the adrenalin in my stomach. Amy’s eyes were searching mine. 

“Look, just–please just let me just take care of this for you. We literally can’t have you walking around in the store like this.” She waved frantically toward the door. “You’re going to get arrested.”

I couldn’t speak. She had been teasing me, groping me, provoking me for hours, days at this point. My brain was a lust-fueled haze.

I watched as Amy brought her other hand to my cock and wrapped her finger around the base of the shaft. She tightened her grip, and we both groaned as a long trail of pre-cum poured from my tip. 

She spoke softly, deliberately.. “If it doesn’t feel good…you can tell me to stop.” 

She peeked up at me shyly, and began to massage my dick slowly with both hands, from the base to the head. 

Once. Then twice. She kept stroking. More pre-cum dripped from the head, pooling on the floor in front of her.

She broke her gaze only to study the thick trail hanging from my cock. Her lips parted. She stretched out her tongue and caught it midair

I watched the string of pre-cum break and collect on her tongue. She followed it upward with her mouth, till she reached the head of my cock. Her eyes slid back up to meet mine as she opened her mouth as wide as she could, and sunk down onto me.

I saw stars and my knees shook. My hand flailed to grab something, anything to support myself, and I managed to brace myself between the two walls.

I couldn’t believe the sight.

Amy’s lips stretched obscenely around my cock. She continued to pump me with both hands, saliva trickling from her mouth and coating my shaft. I could see her breathing through her nose, struggling to take more than the head in her mouth. 

Her cheeks hollowed. The thought entered my mind that she was sucking me. She wasn’t just placing me in her mouth and moving her head up and down. She looked like she wanted to inhale me. To drink me.

Suddenly, she let go of my cock and grabbed my ass cheeks with both hands. She pulled me toward her, forcing me deeper into her mouth. 

Her tongue caressed the bottom of my shaft as I hit the back of her throat. A half-moan, half-gurgle escaped her windpipe. The sound hit a switch inside me.

“Will??”

FUCK. NO. Holy shit. Faith’s voice echoed in the hallway, her steps approaching the door.

I grabbed Amy by the shoulders to pull her off me. She shook her head slightly, still holding me in her mouth. I felt her teeth graze my shaft.

Hands clasped on my ass cheeks, she swiftly maneuvered me 90 degrees so I was facing the bench. She rose slightly from her crouched position, and sat on the bench.

“Will, are you in there?” Faith knocked on the door. I could hear Amy was breathing through her nose, refusing to relinquish my cock.

I hesitated far too long. “Hey…” I finally managed weakly.

“Um, hi! Can I come in??” Faith rattled the locked handle. My heart jumped into my throat. I watched Amy quietly lift her feet from the floor so she was perched on the bench, legs crossed.

“I’m, um, trying something on.”

“Well, I want to see, show me!” 

I tried to steady my breath. “I’m just in my underwear right now, baby, I don’t want to flash the whole store.” 

“Will there’s literally no one around, just let me in!” Frustration creeped into her voice. 

Amy’s eyes narrowed at me. She looked almost angry. Slowly she dragged her mouth up the length of my shaft. My whole body twitched and she immediately sank back down on my cock.

“Fuck.” The word sprang from my mouth on its accord. 

“What??” Faith was taken aback.

The corners of Amy’s mouth twitched as she began to bob up and down on me again. 

I felt feverish. The orgasm I had been seconds away from was building in me again. An emulsion of fear, lust, and adrenalin took hold in my body.

I stumbled over my words, trying to save it. “Faith, can you—would you please just hang on one minute and let me put this on?”

Silence hung in the air. Amy moved faster on my cock. I cleared my throat to try to cover the sound.

Finally, Faith sighed, and stepped back from the door. “Whatever.” I heard her turn toward the other fitting room. “Hey, Amy!”

Amy grabbed my cock with both hands and extracted it from her mouth, pumping. Her eyes widened into an innocent expression. 

That was all it took.

I bit my tongue to stifle a groan, and I felt my whole body convulse. Cum launched from my cock like a canon, painting Amy’s face, her lips. She closed her eyes, reveling in it, then opened them again, watching my face as she continued to stroke more from me.

I thought I might pass out. My legs buckled underneath me, and my cock flung another rope across her tits. They shuddered and quaked in her corset, and the sight heaved one last torrent of cum from me, a flood this time, raining down her neck and dribbling down between her breasts.

Still, Amy pumped me. My body trembled and I shook my head, mouthing silently. It felt like my balls were being turned inside out. My vision went fuzzy and I gripped a clothes hook to try to stay upright.

“Will, fuck’s sake, where is Amy?” Faith was back at my door, knocking again.

“I…uh…ah.” The muscles in my face had apparently died. Through half-closed eyes, I watched Amy grip my cock with both hands and pat it on her outstretched tongue, smiling at me. “I don’t..know. I think she was—went to look for…different pants.”

I felt like I was slurring.

“Are you OK?” Faith sounded more annoyed than concerned.

“Yeah.” My voice was guttural. “Just…tired.”

I shut my eyes hard and opened them again. Amy sat prim and proper in front of me, covered in every ounce of stress, frustration and lust I’d held for the last two days. 

I should have been terrified. But in that moment I resigned to my fate. 

There was no way we were getting out of this. There was too much cum. Too much mess.

Faith sighed again, longer and more dramatic this time. “Fine! Jesus. I’m gonna go find Amy.”

Amy tilted her head down marveling at the deluge between her tits. She twirled two fingers through a long rope of cum draped across her cleavage, gathering as much as she could. She made sure I was watching as she sucked them into her mouth.

Faith’s footsteps receded back down the hall, fading into the distance, and Amy let out a quiet whimper as she let her fingers drop from her lips. She swallowed deep, a look of contentment on her face.

“You–you’re…” I was speechless. I collapsed on the bench next to her, obliterated.

Amy smirked and turned to look at herself in the mirror. Her smirk turned to a look of a shock. “Holy fuck, Will. There’s SO much.”

I nodded vaguely. My brain was mud.

Amy greedily scooped more cum from her face and tits, bringing her fingers to her mouth every few seconds to clean them. I watched her, delirious, as she hummed to herself. “Mm, thank you, Will.”

My cock staggered. The gratitude in her voice was so genuine.

Finally, she grabbed one of the crop-tops from Faith’s pile of clothes, and mopped up what was left on her neck and chest.

I didn’t even have the energy to protest as she cracked open the door and poked her head out to see if the coast was clear. Something in the back of my brain feebly registered how insane it was that she didn’t make me check instead. But she slipped out of the fitting room and across the hall to hers, shutting the door gently. 

The quiet click of the latch seemed to reverberate off the walls far more loudly than it should have. 

I buried my head in my hands. Failure. The word repeated on a loop in my mind.

I’d promised myself. Swore I wouldn’t let this happen. And somehow I’d just given up.

But then another thought began to take hold. Something I couldn’t shake, I couldn’t push back down. 

Better. What Amy had just made me feel was better than anything I’d ever felt with Faith…or ANYONE for that matter. I didn’t even know it was possible to cum that much. Or that hard.

But it didn’t matter. This was WRONG. I could never end things with Faith. I loved her far too much. And even if I did—if she ever found out about Amy, it would absolutely decimate her.

However much I had let things happen, I couldn’t let it go an inch further. This was it.

I recognized the sounds of Faith’s footsteps again.

“I have no idea where Amy went.” Faith said flatly.

“I’m right here!” Amy piped up. I heard her open the door. “Ta-da!” She paused. “Wait…were you looking for me?”

“Amy, I just—“ The irritation was palpable in Faith’s voice, but I heard her hesitate. “I…think we just missed each other.”

I finally pushed open my door. I was still sporting the blue henley, and I’d pulled on the second pair of jeans Amy had found me.

Faith looked over at me, “About damn ti—oh, whoa. Baby, you look…really good.”

“Thanks,” I croaked. 

Faith turned her attention back to Amy, who had somehow portaled herself into a skintight, sparkly black bodysuit. She twirled for Faith. “What about me, hmm?”

“Yeah, wow. I mean, you both do.” She peered closer at Amy. “Actually, Amy, for some reason your skin looks incredible right now.”

“Yeah??” Amy pretended to be bashful and fanned her face.

“Yes, girl! You’re, like…dewy. You look amazing.”

“Oh, my god, thank you!” Amy skipped to the large 3-way mirror next to us at the end of the hall and turned side-to-side, examining her reflection.

Faith nodded, “Yeah, whatever you’re doing—keep doing it.”

Amy glanced at the mirror to her left and caught me watching her in the reflection. She stared at me, and she licked her lips.

“Oh, I will.”

I could feel the pavement cooking the soles of my shoes, and my shirt stuck to my back, a matted mess. Amy and Faith seemed immune to the 90-degree day, chattering away like kids. How had I let them talk me into this?

The last 24 hours had been a blur. The only thing clear in my mind were images of Amy. 

Amy. Her silhouette cutting through the midday sun in her kitchen. Her hand plunging into the front of her pajama bottoms, fingers working at a breakneck pace. Her pussy juice soaking through the thin fabric, painting an abstract fresco between her legs. My hand holding on to my cock for dear life, trying to stop myself from bursting at the sight. All the while knowing that the physical distance between us was the only thing keeping me from doing something much, much worse.

When I’d gotten off the phone with Amy, I’d realized Faith had texted me about sleeping over at my place that night. I was drowning in shame and rationalization. I texted her back immediately saying yes, and offered to cook her dinner.

She came straight over from work at 8 pm, and immediately climbed into my bed with her laptop. I stood at the stove, stirring garlic in a pan, trying to convince myself I was a good partner to her. But she seemed unconcerned either way–when I walked into my bedroom with her dinner, she was fast asleep with her computer still on her lap.

The next morning I’d tried to find a way to back out of the shopping the three of us had planned, but Faith had snapped at me that I was being flaky.

Her words circled around my head. “Amy’s been really lonely, Will. She needs more friends, people in her life she can rely on.”

I searched for a defense, but she continued. “Amy’s been there for me to an insane degree this year. And if she’s there for me, that benefits both of us. But if you make her feel like the two of you are only friends because she and I are friends, that’s gonna make her really sad.”

I’d just nodded. What else could I do?

Now it was late morning. The crowds on the street were locked in battle with the sun to see who could generate more heat. 

Faith was wearing a tank top and tight jean shorts that showed off her ass, but Amy was dressed even sluttier, if that was possible. She’d chosen a white blouse and ruffled schoolgirl skirt that seemed to turn the heads of every person who walked past. 

Together, Faith and Amy bounced through the throngs of people, sending my defensive instincts off the charts. The girls seemed oblivious as I scanned the crowd ahead. I started at the sound of Faith squealing.

“Oooo, this is CUTE.”

Faith and Amy had stopped in front of a thrift shop. Vintage clothes lined the windows, and the colors were genuinely beautiful. My film editor brain logged the storefront as a potential future location.

“We HAVE to try on some pieces!!” Amy shook Faith’s hand excitedly. 

I pulled the door open and we walked in to find a massive space that belied the six by six window in front. Inside, it was closer to a small warehouse, and I tried to wrap my brain around the optical illusion I’d just experienced.

The aisles hummed with the energy of fellow 20-somethings looking for something special on their day off. The girls skipped to a rack and cooed, smitten with the clothes. 

I wandered several feet behind them, relishing the A/C and the break from the masses outside. I was dubious there was anything here I could wear.

“William, LOOK at this.” Faith called over to me, holding up a dress up to Amy’s torso. It looked straight out of a brothel in the Old West.

I tried to keep my voice even. “That’s…that’s pretty cool.”

“OK, but wouldn’t she look SO hot in this?” Faith looked at me insistently. Amy’s eyes twinkled. I was trapped.

“Totally.” My jaw was set. 

“Oh, my gosh, you’re such a downer! Can you try to be enthusiastic?” she retorted.

Amy saw my expression and jumped in, “It’s OK, Faith. Honestly, I don’t think I’d buy this unless I had someone to absolutely rail me in it.” 

Faith giggled, but Amy’s eyes bored into mine and she sighed dramatically. “Alas…”

I tried to redirect the conversation. “Sorry, baby, I do think it’s really awesome! Are you gonna try on any stuff for yourself?”

“Obviously,” Faith rolled her eyes. “We’re just getting started!”

She grabbed my arm, draping the dress over it, and began flipping through the rack. Amy’s eyes flitted toward me, and she sidled over.

“I’m just gonna squeeze by you here, Will.” I backed up to make room for her and she slid in front of me, brushing her ass against my crotch. I tried to back up more, and she arched her back and bent her knees ever so slightly, somehow finding the bulge of my cock in my jeans, and rubbing down the length of it.

“Fuck!” I stumbled backwards catching myself on the rack behind me, and the horizontal metal pole bent under my weight.

Faith turned around. “William!” She snapped. “What are you doing??”

I tried to gather myself as Amy continued down the aisle to my left, glancing back at me with an eyebrow raised and that fucking smirk. “Tripped,” I muttered. Faith shook her head.

The next half hour continued much the same, with Faith and Amy piling more and more clothes into my arms. Every few minutes, Amy managed to find an excuse to brush past me, her hands finding my stomach or my upper thigh to help herself by. The aisles seemed to be getting steadily narrower as the clothes got heavier and my cock got harder.

Finally, mercifully, Faith announced, “I think we should hit the dressing rooms!”

The fitting rooms were all the way at the back of the store, a long hallway with doors lining either side. A bored looking associate with a septum ring counted our items, gave up halfway through, and walked us to two rooms across from each other at the far end of the hallway.

Faith and Amy each disappeared into one and I was left in the middle of the hallway, questioning my life choices. 

I collapsed into a chair just outside Faith’s room. Across from me I could see Amy’s feet as she slipped out of her sneakers. Her toes arched and I saw her skirt fall to the floor.

Fuck. If I was being honest, I had never quite understood the foot fetish thing–but out of nowhere I was gawking at this girl’s feet, imagining my dick between them. 

I shook my head, trying to clear it, and reached for my phone. Surely someone on the internet was doing something interesting.

I heard creaking across from me and looked up to see Amy’s fitting room door hadn’t fully latched. It was inching open slowly, and I could see a sliver of the mirror in front of her.

My breath caught in my throat as the door drifted open another inch. Amy was fully naked except for her panties. 

She cupped her breasts in both hands, lifting them in the mirror, and then letting them slide from her fingers. I watched them bounce ever so slightly, and my eyes traveled down the lines of her stomach, to the crease where her hips met her legs.

My eyes drifted back up and suddenly she met my gaze. I froze, mortified. 

Amy smiled at me, and then turned slowly and bent over to pick something off the bench next to her. The way her panties bit into the curve of her ass made me want to leave teeth marks on her cheeks.

I heard the latch behind me jiggle and I jumped. Faith swung open the door of her fitting room and I spun to face her. “Hey, baby, I–”

Faith was staring at her phone, annoyed. 

“God dammit, I keep getting work calls.” She shook her head in frustration. “I have to step out, the music is too loud in here.”

She stepped past me and I momentarily panicked. But the door to Amy’s fitting room had magically closed.

Faith knocked. “Hey, girl, got anything good in there?”

Amy opened the door looking shy. She was wearing the first vintage dress Faith had picked out. My stomach dropped.

“Holy shit, girl. I’m telling you, you need to get that.” Faith snapped her fingers. 

“I don’t know…” Amy trailed off, but she smiled at me over Faith’s shoulder.

Faith held up her phone. “Work called me like three times, I have to go outside and call them back.”

Amy grinned and gave a little salute as Faith turned heel. Halfway down the hall, Faith called over her shoulder, “And for god’s sake, help Will find something!”

I stood there wishing I could find a clothes rack big enough to hide in.

“Need some help there, partner?” Amy had materialized at my side, gazing up at me. The corset was pushing her tits up to a ridiculous degree, and I could see straight down her dress.

I tried to avoid her gaze and motioned toward the end of the hall. “I guess I gotta get some new clothes, so I should probably go find the men’s…”

Amy’s demeanor changed, and she spoke quietly, “I don’t know what her problem is, I think you look great.” She tugged gently on the sleeve of my white t-shirt. “This shows off your arms really nicely.” She glanced down, “Though I will say, those jeans look a little tight.”

As she spoke, her fingers brushed my bicep and sent an electric shock through my body. I tensed and shifted backward. Amy’s body so close to mine was dangerous.

Her eyes narrowed. “Whoa, whoa. Why does it feel like you’re trying to get away from me right now? That doesn’t make me feel very good.”

“Amy, I’m just–” I was about to snap. I stopped and took a deep breath. “I think I’m just stressed.”

Her gaze softened again. “I feel like you’re upset. But I think, maybe…not at me?”

My walls crumbled. I finally let my eyes meet hers. I couldn’t reconcile everything that had happened in the last three days with how pure and well-intentioned she looked in that moment.

“Will,” she said. “Why don’t you just let yourself have a good time for a minute? You don’t have to listen to, like, some voice in your head telling you how you should or shouldn’t be.”

“I don’t know what you mean.” I shoved my hands in my pockets and looked away.

“Look. Let’s just go out there for a second. Let me help you pick out a couple pairs of pants and a couple shirts, and maybe we’ll find something fun that you actually like, OK?”

I stood silent for a moment. Then I gave a small nod. She beamed and grabbed my arm with both hands, pulling me towards the clothes. Amy chirped, “We’re coming back to those rooms!” as we passed the sales associate, but they were immersed in their phone.

After a few minutes among the racks, I realized the difference between shopping with Faith and shopping with Amy. I was actually having fun for once.

There was no pressure to fit someone else’s idea of how I should look. Amy held up piece after piece, describing in vivid (and sometimes scathing) detail each kind of person she thought might wear it. A vast array of characters and archetypes seemed burned into her consciousness. She poked fun of some of them, but many of them she spoke of affectionately, half-fantasies she’d spent her life getting to know.

Was this side of her always there? For a moment I had the thought that she was the inverse of Faith–rather than a natural entertainer and people-pleaser who turned brusque when we were alone, Amy was acerbic in crowds, “scary” according to Faith’s other friends. But here now, just the two of us, I found myself reveling in her sweetness.

By the time we’d found a few potential fits for me, we were both laughing and I’d almost let myself forget my frustrations with Faith. We made our way back down the long hallway, Amy still in her dress. 

I stepped into the fitting room where Faith had left her things, set the clothes down on the bench, and turned to close the door—only to find Amy standing in front of me. She stared up at me and clicked the lock behind her.

“Show me,” she commanded, pointing her finger like a duchess. 

“Amy…” I chuckled nervously.

“Will, it is my responsibility to help you find something you like. How can I do that if I’m not here to watch you?”

I sucked in my breath. She was standing so, so close. 

“OK, just… Turn around?”

She sighed dramatically and rolled her eyes. “Whatever.” She turned toward the wall half-heartedly.

I peeled off my t-shirt first, and grabbed one of the button-downs from the pile. I barely had it over my shoulders when Amy turned back to me.

“Oooo, I like this.” She grabbed the plackets and pulled the shirt together, carefully beginning to button it from the bottom up.

I opened my mouth to protest, but gave up. Her fingers brushed my stomach and her eyes wandered from the shirt buttons to my chest.

“You, um…” For once, Amy was the one searching for words. She bit her lip. “You might not fit into this.”

“Honestly, I think you might be right.” I watched her fingers pause on the third button.

“I don’t think I realized how hard you’ve been hitting the gym.” She gawked for a second longer, then made to fasten the next button, but the shirt strained tight across my chest. 

Looking back up at me, she stifled a laugh. “Ok, so not this one!” Her fingers moved back down my stomach, undoing the shirt far more quickly than she’d buttoned it. She reached up and peeled it from my shoulders. 

I tried to protest, “Amy, you don’t have to–” but she already had it off me and tossed it to the bench.

She stood back, admiring her handiwork. “Ok, next!”

I grabbed a henley from the pile and pulled it on before she could offer to help. Her eyes lit up.

“Ooo, wait, I really like this one.”

I turned to the mirror. OK, damn. It actually looked great on me. The fabric draped off my chest and shoulders, loose-fitting, but still outlining my muscles in a way that seemed effortless.

“You know this might be the first time I’ve ever tried on a shirt and felt, um…hot?” I admitted sheepishly.

“Will. What?” Amy looked genuinely angry for a moment, and I was taken aback.

“I–I just mean–” I was confused. Had I upset her?

“That’s fucked up.” She said flatly.

“Sorry, I don’t–”

“You are so fucking hot.” She glared at me as if she was daring me to disagree. I was silent, and she continued, “Like ridiculously, fuckably, dangerously hot. How have you never felt hot?”

“I don’t know, we live in LA, everybody here is a model! I’m just some nerd from Oregon who’s into cameras.”

She shook her head, still visibly upset. “You sound so dumb right now.” 

“What??” 

“That’s not what I–” Amy stopped herself. “What I’m trying to say is that someone should be telling you every fucking day how sexy you are. Until you fucking believe it.”

I had never experienced the sensation before of my heart melting and my dick getting hard at the same time.

I sat down on the bench. I didn’t know what else to do. I felt defeated, turned-on, and nervous all at once. And I was scared for her to see any of it.

“Sorry if that got…corny.” Amy was watching me, trying to read my expression. Then her eyes fell to the pile of clothes, and she grinned. “OK, now pants!”

I burst out laughing. I couldn’t help it. 

“You’re so excited,” I said. “You’re never like this.”

“Don’t always have something worth being excited about.” Her grin was mischievous.

“OK, OK,” I said. “Turn around again.”

She tossed her hands in mock frustration and turned halfway toward the wall.

“All the way,” I said.

“Rude,” she replied and dramatically placed a hand over her eyes to shield them.

I sighed and unbuttoned my jeans, carefully fishing my rock-hard erection from the leg, then prising them the rest of the way off. 

I grabbed the first pair of slacks from the top of the pile, and pulled them on as quickly as I could.

I glanced in the mirror. Jesus. I had them halfway over my ass and my cock was keeping them from going all the way up. I tried to adjust and push my shaft down against my thigh, but the thin wool made it look even more absurd.

“Why are you making me wait??” Amy whined, and she whipped back around, dropping her hand from her eyes.

“Amy, wait–” I tried to yank  my shirt down to cover my crotch but it was too late.

“Oh, they’re so nice–OH.” Her mouth dropped. “Wow, that’s just–” She sucked in her breath, trying to keep a straight face, “...and I thought your jeans were tight.”

I tried to pull myself together. “Right, OK, so not these.”

Amy hesitated. “Wait, I mean, they do look good, though.” She stepped toward me. “Let’s just get them all the way up.”

Before I could say anything, she had a hand on either side of my waistband, tugging the pants up inch by inch.

“Amy, shit.” I reached for my hard-on with a pained expression on my face.

“Oh, my god!” She looked down. “I’m so sorry, I didn’t mean to.”

Suddenly both her hands were on my erection, cupping it as if to keep it safe. She clutched it gently and curled her fingers around my shaft.

“Fuck,” I groaned. “Amy, that’s…”

“Sorry, sorry!” She stepped back. “I just–it was instinctual.”

I was pulsing from her touch, but I tried to shake it off. 

Amy had her hand over her mouth. I couldn’t tell if she was embarrassed or laughing. She flicked open her phone, and before I could react she took a picture.

“Amy, what the fuck??” I was on the edge of freaking out.

“No, but they do look really good, Will!” She waved me backwards. “Just let me get a picture for reference.”

“Amy, we can’t, I’m–look at me!” I whispered loudly, motioning to my crotch.

“I’m looking,” she smirked. “Relax, it doesn’t even come through in the picture.”

I paused, trying to decide if I should be offended. Amy snapped another picture.

“You should definitely get dress pants like these in the future,” she insisted. “Maybe just a size up…”

“Fine.” I kneaded my forehead. “Can I please just take these off?”

Amy nodded. But instead of turning to the wall, she dropped to a crouch in front of me, curled her fingers into the top of my waistband, and yanked straight down.

My pants dropped to my knees, and my erection sprung fully out from the bottom of my boxers and hit Amy square in the face. She gasped at the impact.

“Fuck!” I jumped back, stammering an apology. “I’m sorry!! That was–

Amy’s hand moved like lightning. She reached up and grabbed my throbbing hard-on where it stuck out from the leg of my boxers, putting a finger to her lips. “Shhh,” she whispered.

I didn’t move a muscle. Amy’s hand was wrapped around my shaft. Her fingers rested on the large vein that ran along the top of my dick, and her thumb pressed gently into the underside of my head. She was staring at my length, face red where it had hit her cheek, holding me tight. 

I couldn’t believe it. Images I’d tried to scrape from inside my brain were coming to life in front of me, whether I liked it or not.

She lifted my bare cock upward and turned it slightly to the side, inspecting it. 

“Holy shit,” she muttered and her eyes followed the slight curve of my shaft to my head. It was leaking pre-cum.

“Fuck, Will.” She looked up at me. “Feeling it through your pants does not do it justice. Now I understand why Faith was struggling.”

My face fell. Amy saw it, and immediately she looked guilty.

“I didn’t mean it like that. I promise.”

I clenched my jaw.

“Will, you have to understand. I…I think your cock is beautiful.”

Beautiful? I blushed, and my cock grew harder in her hand.

Amy felt me swelling. “Jesus fucking Christ.” She murmured. “Will, anyone who’s complaining about this is looking a gift horse in the mouth.”

Still embarrassed, I tried to yank my underwear back over my erection. This needed to stop now. Before it got any worse.

Amy clutched me harder, and a look of desperation crossed her face. 

She brought her other hand up and rested it on my stomach. “Will, please. I’m sorry. Let me show you. Let me show you how you should be worshiped. Please.”

My brain was screaming at me. This is it. You can’t come back from this. If you let this happen, there’s no world where you can explain it away.

I could feel the adrenalin in my stomach. Amy’s eyes were searching mine. 

“Look, just–please just let me just take care of this for you. We literally can’t have you walking around in the store like this.” She waved frantically toward the door. “You’re going to get arrested.”

I couldn’t speak. She had been teasing me, groping me, provoking me for hours, days at this point. My brain was a lust-fueled haze.

I watched as Amy brought her other hand to my cock and wrapped her finger around the base of the shaft. She tightened her grip, and we both groaned as a long trail of pre-cum poured from my tip. 

She spoke softly, deliberately.. “If it doesn’t feel good…you can tell me to stop.” 

She peeked up at me shyly, and began to massage my dick slowly with both hands, from the base to the head. 

Once. Then twice. She kept stroking. More pre-cum dripped from the head, pooling on the floor in front of her.

She broke her gaze only to study the thick trail hanging from my cock. Her lips parted. She stretched out her tongue and caught it midair

I watched the string of pre-cum break and collect on her tongue. She followed it upward with her mouth, till she reached the head of my cock. Her eyes slid back up to meet mine as she opened her mouth as wide as she could, and sunk down onto me.

I saw stars and my knees shook. My hand flailed to grab something, anything to support myself, and I managed to brace myself between the two walls.

I couldn’t believe the sight.

Amy’s lips stretched obscenely around my cock. She continued to pump me with both hands, saliva trickling from her mouth and coating my shaft. I could see her breathing through her nose, struggling to take more than the head in her mouth. 

Her cheeks hollowed. The thought entered my mind that she was sucking me. She wasn’t just placing me in her mouth and moving her head up and down. She looked like she wanted to inhale me. To drink me.

Suddenly, she let go of my cock and grabbed my ass cheeks with both hands. She pulled me toward her, forcing me deeper into her mouth. 

Her tongue caressed the bottom of my shaft as I hit the back of her throat. A half-moan, half-gurgle escaped her windpipe. The sound hit a switch inside me.

“Will??”

FUCK. NO. Holy shit. Faith’s voice echoed in the hallway, her steps approaching the door.

I grabbed Amy by the shoulders to pull her off me. She shook her head slightly, still holding me in her mouth. I felt her teeth graze my shaft.

Hands clasped on my ass cheeks, she swiftly maneuvered me 90 degrees so I was facing the bench. She rose slightly from her crouched position, and sat on the bench.

“Will, are you in there?” Faith knocked on the door. I could hear Amy was breathing through her nose, refusing to relinquish my cock.

I hesitated far too long. “Hey…” I finally managed weakly.

“Um, hi! Can I come in??” Faith rattled the locked handle. My heart jumped into my throat. I watched Amy quietly lift her feet from the floor so she was perched on the bench, legs crossed.

“I’m, um, trying something on.”

“Well, I want to see, show me!” 

I tried to steady my breath. “I’m just in my underwear right now, baby, I don’t want to flash the whole store.” 

“Will there’s literally no one around, just let me in!” Frustration creeped into her voice. 

Amy’s eyes narrowed at me. She looked almost angry. Slowly she dragged her mouth up the length of my shaft. My whole body twitched and she immediately sank back down on my cock.

“Fuck.” The word sprang from my mouth on its accord. 

“What??” Faith was taken aback.

The corners of Amy’s mouth twitched as she began to bob up and down on me again. 

I felt feverish. The orgasm I had been seconds away from was building in me again. An emulsion of fear, lust, and adrenalin took hold in my body.

I stumbled over my words, trying to save it. “Faith, can you—would you please just hang on one minute and let me put this on?”

Silence hung in the air. Amy moved faster on my cock. I cleared my throat to try to cover the sound.

Finally, Faith sighed, and stepped back from the door. “Whatever.” I heard her turn toward the other fitting room. “Hey, Amy!”

Amy grabbed my cock with both hands and extracted it from her mouth, pumping. Her eyes widened into an innocent expression. 

That was all it took.

I bit my tongue to stifle a groan, and I felt my whole body convulse. Cum launched from my cock like a canon, painting Amy’s face, her lips. She closed her eyes, reveling in it, then opened them again, watching my face as she continued to stroke more from me.

I thought I might pass out. My legs buckled underneath me, and my cock flung another rope across her tits. They shuddered and quaked in her corset, and the sight heaved one last torrent of cum from me, a flood this time, raining down her neck and dribbling down between her breasts.

Still, Amy pumped me. My body trembled and I shook my head, mouthing silently. It felt like my balls were being turned inside out. My vision went fuzzy and I gripped a clothes hook to try to stay upright.

“Will, fuck’s sake, where is Amy?” Faith was back at my door, knocking again.

“I…uh…ah.” The muscles in my face had apparently died. Through half-closed eyes, I watched Amy grip my cock with both hands and pat it on her outstretched tongue, smiling at me. “I don’t..know. I think she was—went to look for…different pants.”

I felt like I was slurring.

“Are you OK?” Faith sounded more annoyed than concerned.

“Yeah.” My voice was guttural. “Just…tired.”

I shut my eyes hard and opened them again. Amy sat prim and proper in front of me, covered in every ounce of stress, frustration and lust I’d held for the last two days. 

I should have been terrified. But in that moment I resigned to my fate. 

There was no way we were getting out of this. There was too much cum. Too much mess.

Faith sighed again, longer and more dramatic this time. “Fine! Jesus. I’m gonna go find Amy.”

Amy tilted her head down marveling at the deluge between her tits. She twirled two fingers through a long rope of cum draped across her cleavage, gathering as much as she could. She made sure I was watching as she sucked them into her mouth.

Faith’s footsteps receded back down the hall, fading into the distance, and Amy let out a quiet whimper as she let her fingers drop from her lips. She swallowed deep, a look of contentment on her face.

“You–you’re…” I was speechless. I collapsed on the bench next to her, obliterated.

Amy smirked and turned to look at herself in the mirror. Her smirk turned to a look of a shock. “Holy fuck, Will. There’s SO much.”

I nodded vaguely. My brain was mud.

Amy greedily scooped more cum from her face and tits, bringing her fingers to her mouth every few seconds to clean them. I watched her, delirious, as she hummed to herself. “Mm, thank you, Will.”

My cock staggered. The gratitude in her voice was so genuine.

Finally, she grabbed one of the crop-tops from Faith’s pile of clothes, and mopped up what was left on her neck and chest.

I didn’t even have the energy to protest as she cracked open the door and poked her head out to see if the coast was clear. Something in the back of my brain feebly registered how insane it was that she didn’t make me check instead. But she slipped out of the fitting room and across the hall to hers, shutting the door gently. 

The quiet click of the latch seemed to reverberate off the walls far more loudly than it should have. 

I buried my head in my hands. Failure. The word repeated on a loop in my mind.

I’d promised myself. Swore I wouldn’t let this happen. And somehow I’d just given up.

But then another thought began to take hold. Something I couldn’t shake, I couldn’t push back down. 

Better. What Amy had just made me feel was better than anything I’d ever felt with Faith…or ANYONE for that matter. I didn’t even know it was possible to cum that much. Or that hard.

But it didn’t matter. This was WRONG. I could never end things with Faith. I loved her far too much. And even if I did—if she ever found out about Amy, it would absolutely decimate her.

However much I had let things happen, I couldn’t let it go an inch further. This was it.

I recognized the sounds of Faith’s footsteps again.

“I have no idea where Amy went.” Faith said flatly.

“I’m right here!” Amy piped up. I heard her open the door. “Ta-da!” She paused. “Wait…were you looking for me?”

“Amy, I just—“ The irritation was palpable in Faith’s voice, but I heard her hesitate. “I…think we just missed each other.”

I finally pushed open my door. I was still sporting the blue henley, and I’d pulled on the second pair of jeans Amy had found me.

Faith looked over at me, “About damn ti—oh, whoa. Baby, you look…really good.”

“Thanks,” I croaked. 

Faith turned her attention back to Amy, who had somehow portaled herself into a skintight, sparkly black bodysuit. She twirled for Faith. “What about me, hmm?”

“Yeah, wow. I mean, you both do.” She peered closer at Amy. “Actually, Amy, for some reason your skin looks incredible right now.”

“Yeah??” Amy pretended to be bashful and fanned her face.

“Yes, girl! You’re, like…dewy. You look amazing.”

“Oh, my god, thank you!” Amy skipped to the large 3-way mirror next to us at the end of the hall and turned side-to-side, examining her reflection.

Faith nodded, “Yeah, whatever you’re doing—keep doing it.”

Amy glanced at the mirror to her left and caught me watching her in the reflection. She stared at me, and she licked her lips.

“Oh, I will.”

I could feel the pavement cooking the soles of my shoes, and my shirt stuck to my back, a matted mess. Amy and Faith seemed immune to the 90-degree day, chattering away like kids. How had I let them talk me into this?

The last 24 hours had been a blur. The only thing clear in my mind were images of Amy. 

Amy. Her silhouette cutting through the midday sun in her kitchen. Her hand plunging into the front of her pajama bottoms, fingers working at a breakneck pace. Her pussy juice soaking through the thin fabric, painting an abstract fresco between her legs. My hand holding on to my cock for dear life, trying to stop myself from bursting at the sight. All the while knowing that the physical distance between us was the only thing keeping me from doing something much, much worse.

When I’d gotten off the phone with Amy, I’d realized Faith had texted me about sleeping over at my place that night. I was drowning in shame and rationalization. I texted her back immediately saying yes, and offered to cook her dinner.

She came straight over from work at 8 pm, and immediately climbed into my bed with her laptop. I stood at the stove, stirring garlic in a pan, trying to convince myself I was a good partner to her. But she seemed unconcerned either way–when I walked into my bedroom with her dinner, she was fast asleep with her computer still on her lap.

The next morning I’d tried to find a way to back out of the shopping the three of us had planned, but Faith had snapped at me that I was being flaky.

Her words circled around my head. “Amy’s been really lonely, Will. She needs more friends, people in her life she can rely on.”

I searched for a defense, but she continued. “Amy’s been there for me to an insane degree this year. And if she’s there for me, that benefits both of us. But if you make her feel like the two of you are only friends because she and I are friends, that’s gonna make her really sad.”

I’d just nodded. What else could I do?

Now it was late morning. The crowds on the street were locked in battle with the sun to see who could generate more heat. 

Faith was wearing a tank top and tight jean shorts that showed off her ass, but Amy was dressed even sluttier, if that was possible. She’d chosen a white blouse and ruffled schoolgirl skirt that seemed to turn the heads of every person who walked past. 

Together, Faith and Amy bounced through the throngs of people, sending my defensive instincts off the charts. The girls seemed oblivious as I scanned the crowd ahead. I started at the sound of Faith squealing.

“Oooo, this is CUTE.”

Faith and Amy had stopped in front of a thrift shop. Vintage clothes lined the windows, and the colors were genuinely beautiful. My film editor brain logged the storefront as a potential future location.

“We HAVE to try on some pieces!!” Amy shook Faith’s hand excitedly. 

I pulled the door open and we walked in to find a massive space that belied the six by six window in front. Inside, it was closer to a small warehouse, and I tried to wrap my brain around the optical illusion I’d just experienced.

The aisles hummed with the energy of fellow 20-somethings looking for something special on their day off. The girls skipped to a rack and cooed, smitten with the clothes. 

I wandered several feet behind them, relishing the A/C and the break from the masses outside. I was dubious there was anything here I could wear.

“William, LOOK at this.” Faith called over to me, holding up a dress up to Amy’s torso. It looked straight out of a brothel in the Old West.

I tried to keep my voice even. “That’s…that’s pretty cool.”

“OK, but wouldn’t she look SO hot in this?” Faith looked at me insistently. Amy’s eyes twinkled. I was trapped.

“Totally.” My jaw was set. 

“Oh, my gosh, you’re such a downer! Can you try to be enthusiastic?” she retorted.

Amy saw my expression and jumped in, “It’s OK, Faith. Honestly, I don’t think I’d buy this unless I had someone to absolutely rail me in it.” 

Faith giggled, but Amy’s eyes bored into mine and she sighed dramatically. “Alas…”

I tried to redirect the conversation. “Sorry, baby, I do think it’s really awesome! Are you gonna try on any stuff for yourself?”

“Obviously,” Faith rolled her eyes. “We’re just getting started!”

She grabbed my arm, draping the dress over it, and began flipping through the rack. Amy’s eyes flitted toward me, and she sidled over.

“I’m just gonna squeeze by you here, Will.” I backed up to make room for her and she slid in front of me, brushing her ass against my crotch. I tried to back up more, and she arched her back and bent her knees ever so slightly, somehow finding the bulge of my cock in my jeans, and rubbing down the length of it.

“Fuck!” I stumbled backwards catching myself on the rack behind me, and the horizontal metal pole bent under my weight.

Faith turned around. “William!” She snapped. “What are you doing??”

I tried to gather myself as Amy continued down the aisle to my left, glancing back at me with an eyebrow raised and that fucking smirk. “Tripped,” I muttered. Faith shook her head.

The next half hour continued much the same, with Faith and Amy piling more and more clothes into my arms. Every few minutes, Amy managed to find an excuse to brush past me, her hands finding my stomach or my upper thigh to help herself by. The aisles seemed to be getting steadily narrower as the clothes got heavier and my cock got harder.

Finally, mercifully, Faith announced, “I think we should hit the dressing rooms!”

The fitting rooms were all the way at the back of the store, a long hallway with doors lining either side. A bored looking associate with a septum ring counted our items, gave up halfway through, and walked us to two rooms across from each other at the far end of the hallway.

Faith and Amy each disappeared into one and I was left in the middle of the hallway, questioning my life choices. 

I collapsed into a chair just outside Faith’s room. Across from me I could see Amy’s feet as she slipped out of her sneakers. Her toes arched and I saw her skirt fall to the floor.

Fuck. If I was being honest, I had never quite understood the foot fetish thing–but out of nowhere I was gawking at this girl’s feet, imagining my dick between them. 

I shook my head, trying to clear it, and reached for my phone. Surely someone on the internet was doing something interesting.

I heard creaking across from me and looked up to see Amy’s fitting room door hadn’t fully latched. It was inching open slowly, and I could see a sliver of the mirror in front of her.

My breath caught in my throat as the door drifted open another inch. Amy was fully naked except for her panties. 

She cupped her breasts in both hands, lifting them in the mirror, and then letting them slide from her fingers. I watched them bounce ever so slightly, and my eyes traveled down the lines of her stomach, to the crease where her hips met her legs.

My eyes drifted back up and suddenly she met my gaze. I froze, mortified. 

Amy smiled at me, and then turned slowly and bent over to pick something off the bench next to her. The way her panties bit into the curve of her ass made me want to leave teeth marks on her cheeks.

I heard the latch behind me jiggle and I jumped. Faith swung open the door of her fitting room and I spun to face her. “Hey, baby, I–”

Faith was staring at her phone, annoyed. 

“God dammit, I keep getting work calls.” She shook her head in frustration. “I have to step out, the music is too loud in here.”

She stepped past me and I momentarily panicked. But the door to Amy’s fitting room had magically closed.

Faith knocked. “Hey, girl, got anything good in there?”

Amy opened the door looking shy. She was wearing the first vintage dress Faith had picked out. My stomach dropped.

“Holy shit, girl. I’m telling you, you need to get that.” Faith snapped her fingers. 

“I don’t know…” Amy trailed off, but she smiled at me over Faith’s shoulder.

Faith held up her phone. “Work called me like three times, I have to go outside and call them back.”

Amy grinned and gave a little salute as Faith turned heel. Halfway down the hall, Faith called over her shoulder, “And for god’s sake, help Will find something!”

I stood there wishing I could find a clothes rack big enough to hide in.

“Need some help there, partner?” Amy had materialized at my side, gazing up at me. The corset was pushing her tits up to a ridiculous degree, and I could see straight down her dress.

I tried to avoid her gaze and motioned toward the end of the hall. “I guess I gotta get some new clothes, so I should probably go find the men’s…”

Amy’s demeanor changed, and she spoke quietly, “I don’t know what her problem is, I think you look great.” She tugged gently on the sleeve of my white t-shirt. “This shows off your arms really nicely.” She glanced down, “Though I will say, those jeans look a little tight.”

As she spoke, her fingers brushed my bicep and sent an electric shock through my body. I tensed and shifted backward. Amy’s body so close to mine was dangerous.

Her eyes narrowed. “Whoa, whoa. Why does it feel like you’re trying to get away from me right now? That doesn’t make me feel very good.”

“Amy, I’m just–” I was about to snap. I stopped and took a deep breath. “I think I’m just stressed.”

Her gaze softened again. “I feel like you’re upset. But I think, maybe…not at me?”

My walls crumbled. I finally let my eyes meet hers. I couldn’t reconcile everything that had happened in the last three days with how pure and well-intentioned she looked in that moment.

“Will,” she said. “Why don’t you just let yourself have a good time for a minute? You don’t have to listen to, like, some voice in your head telling you how you should or shouldn’t be.”

“I don’t know what you mean.” I shoved my hands in my pockets and looked away.

“Look. Let’s just go out there for a second. Let me help you pick out a couple pairs of pants and a couple shirts, and maybe we’ll find something fun that you actually like, OK?”

I stood silent for a moment. Then I gave a small nod. She beamed and grabbed my arm with both hands, pulling me towards the clothes. Amy chirped, “We’re coming back to those rooms!” as we passed the sales associate, but they were immersed in their phone.

After a few minutes among the racks, I realized the difference between shopping with Faith and shopping with Amy. I was actually having fun for once.

There was no pressure to fit someone else’s idea of how I should look. Amy held up piece after piece, describing in vivid (and sometimes scathing) detail each kind of person she thought might wear it. A vast array of characters and archetypes seemed burned into her consciousness. She poked fun of some of them, but many of them she spoke of affectionately, half-fantasies she’d spent her life getting to know.

Was this side of her always there? For a moment I had the thought that she was the inverse of Faith–rather than a natural entertainer and people-pleaser who turned brusque when we were alone, Amy was acerbic in crowds, “scary” according to Faith’s other friends. But here now, just the two of us, I found myself reveling in her sweetness.

By the time we’d found a few potential fits for me, we were both laughing and I’d almost let myself forget my frustrations with Faith. We made our way back down the long hallway, Amy still in her dress. 

I stepped into the fitting room where Faith had left her things, set the clothes down on the bench, and turned to close the door—only to find Amy standing in front of me. She stared up at me and clicked the lock behind her.

“Show me,” she commanded, pointing her finger like a duchess. 

“Amy…” I chuckled nervously.

“Will, it is my responsibility to help you find something you like. How can I do that if I’m not here to watch you?”

I sucked in my breath. She was standing so, so close. 

“OK, just… Turn around?”

She sighed dramatically and rolled her eyes. “Whatever.” She turned toward the wall half-heartedly.

I peeled off my t-shirt first, and grabbed one of the button-downs from the pile. I barely had it over my shoulders when Amy turned back to me.

“Oooo, I like this.” She grabbed the plackets and pulled the shirt together, carefully beginning to button it from the bottom up.

I opened my mouth to protest, but gave up. Her fingers brushed my stomach and her eyes wandered from the shirt buttons to my chest.

“You, um…” For once, Amy was the one searching for words. She bit her lip. “You might not fit into this.”

“Honestly, I think you might be right.” I watched her fingers pause on the third button.

“I don’t think I realized how hard you’ve been hitting the gym.” She gawked for a second longer, then made to fasten the next button, but the shirt strained tight across my chest. 

Looking back up at me, she stifled a laugh. “Ok, so not this one!” Her fingers moved back down my stomach, undoing the shirt far more quickly than she’d buttoned it. She reached up and peeled it from my shoulders. 

I tried to protest, “Amy, you don’t have to–” but she already had it off me and tossed it to the bench.

She stood back, admiring her handiwork. “Ok, next!”

I grabbed a henley from the pile and pulled it on before she could offer to help. Her eyes lit up.

“Ooo, wait, I really like this one.”

I turned to the mirror. OK, damn. It actually looked great on me. The fabric draped off my chest and shoulders, loose-fitting, but still outlining my muscles in a way that seemed effortless.

“You know this might be the first time I’ve ever tried on a shirt and felt, um…hot?” I admitted sheepishly.

“Will. What?” Amy looked genuinely angry for a moment, and I was taken aback.

“I–I just mean–” I was confused. Had I upset her?

“That’s fucked up.” She said flatly.

“Sorry, I don’t–”

“You are so fucking hot.” She glared at me as if she was daring me to disagree. I was silent, and she continued, “Like ridiculously, fuckably, dangerously hot. How have you never felt hot?”

“I don’t know, we live in LA, everybody here is a model! I’m just some nerd from Oregon who’s into cameras.”

She shook her head, still visibly upset. “You sound so dumb right now.” 

“What??” 

“That’s not what I–” Amy stopped herself. “What I’m trying to say is that someone should be telling you every fucking day how sexy you are. Until you fucking believe it.”

I had never experienced the sensation before of my heart melting and my dick getting hard at the same time.

I sat down on the bench. I didn’t know what else to do. I felt defeated, turned-on, and nervous all at once. And I was scared for her to see any of it.

“Sorry if that got…corny.” Amy was watching me, trying to read my expression. Then her eyes fell to the pile of clothes, and she grinned. “OK, now pants!”

I burst out laughing. I couldn’t help it. 

“You’re so excited,” I said. “You’re never like this.”

“Don’t always have something worth being excited about.” Her grin was mischievous.

“OK, OK,” I said. “Turn around again.”

She tossed her hands in mock frustration and turned halfway toward the wall.

“All the way,” I said.

“Rude,” she replied and dramatically placed a hand over her eyes to shield them.

I sighed and unbuttoned my jeans, carefully fishing my rock-hard erection from the leg, then prising them the rest of the way off. 

I grabbed the first pair of slacks from the top of the pile, and pulled them on as quickly as I could.

I glanced in the mirror. Jesus. I had them halfway over my ass and my cock was keeping them from going all the way up. I tried to adjust and push my shaft down against my thigh, but the thin wool made it look even more absurd.

“Why are you making me wait??” Amy whined, and she whipped back around, dropping her hand from her eyes.

“Amy, wait–” I tried to yank  my shirt down to cover my crotch but it was too late.

“Oh, they’re so nice–OH.” Her mouth dropped. “Wow, that’s just–” She sucked in her breath, trying to keep a straight face, “...and I thought your jeans were tight.”

I tried to pull myself together. “Right, OK, so not these.”

Amy hesitated. “Wait, I mean, they do look good, though.” She stepped toward me. “Let’s just get them all the way up.”

Before I could say anything, she had a hand on either side of my waistband, tugging the pants up inch by inch.

“Amy, shit.” I reached for my hard-on with a pained expression on my face.

“Oh, my god!” She looked down. “I’m so sorry, I didn’t mean to.”

Suddenly both her hands were on my erection, cupping it as if to keep it safe. She clutched it gently and curled her fingers around my shaft.

“Fuck,” I groaned. “Amy, that’s…”

“Sorry, sorry!” She stepped back. “I just–it was instinctual.”

I was pulsing from her touch, but I tried to shake it off. 

Amy had her hand over her mouth. I couldn’t tell if she was embarrassed or laughing. She flicked open her phone, and before I could react she took a picture.

“Amy, what the fuck??” I was on the edge of freaking out.

“No, but they do look really good, Will!” She waved me backwards. “Just let me get a picture for reference.”

“Amy, we can’t, I’m–look at me!” I whispered loudly, motioning to my crotch.

“I’m looking,” she smirked. “Relax, it doesn’t even come through in the picture.”

I paused, trying to decide if I should be offended. Amy snapped another picture.

“You should definitely get dress pants like these in the future,” she insisted. “Maybe just a size up…”

“Fine.” I kneaded my forehead. “Can I please just take these off?”

Amy nodded. But instead of turning to the wall, she dropped to a crouch in front of me, curled her fingers into the top of my waistband, and yanked straight down.

My pants dropped to my knees, and my erection sprung fully out from the bottom of my boxers and hit Amy square in the face. She gasped at the impact.

“Fuck!” I jumped back, stammering an apology. “I’m sorry!! That was–

Amy’s hand moved like lightning. She reached up and grabbed my throbbing hard-on where it stuck out from the leg of my boxers, putting a finger to her lips. “Shhh,” she whispered.

I didn’t move a muscle. Amy’s hand was wrapped around my shaft. Her fingers rested on the large vein that ran along the top of my dick, and her thumb pressed gently into the underside of my head. She was staring at my length, face red where it had hit her cheek, holding me tight. 

I couldn’t believe it. Images I’d tried to scrape from inside my brain were coming to life in front of me, whether I liked it or not.

She lifted my bare cock upward and turned it slightly to the side, inspecting it. 

“Holy shit,” she muttered and her eyes followed the slight curve of my shaft to my head. It was leaking pre-cum.

“Fuck, Will.” She looked up at me. “Feeling it through your pants does not do it justice. Now I understand why Faith was struggling.”

My face fell. Amy saw it, and immediately she looked guilty.

“I didn’t mean it like that. I promise.”

I clenched my jaw.

“Will, you have to understand. I…I think your cock is beautiful.”

Beautiful? I blushed, and my cock grew harder in her hand.

Amy felt me swelling. “Jesus fucking Christ.” She murmured. “Will, anyone who’s complaining about this is looking a gift horse in the mouth.”

Still embarrassed, I tried to yank my underwear back over my erection. This needed to stop now. Before it got any worse.

Amy clutched me harder, and a look of desperation crossed her face. 

She brought her other hand up and rested it on my stomach. “Will, please. I’m sorry. Let me show you. Let me show you how you should be worshiped. Please.”

My brain was screaming at me. This is it. You can’t come back from this. If you let this happen, there’s no world where you can explain it away.

I could feel the adrenalin in my stomach. Amy’s eyes were searching mine. 

“Look, just–please just let me just take care of this for you. We literally can’t have you walking around in the store like this.” She waved frantically toward the door. “You’re going to get arrested.”

I couldn’t speak. She had been teasing me, groping me, provoking me for hours, days at this point. My brain was a lust-fueled haze.

I watched as Amy brought her other hand to my cock and wrapped her finger around the base of the shaft. She tightened her grip, and we both groaned as a long trail of pre-cum poured from my tip. 

She spoke softly, deliberately.. “If it doesn’t feel good…you can tell me to stop.” 

She peeked up at me shyly, and began to massage my dick slowly with both hands, from the base to the head. 

Once. Then twice. She kept stroking. More pre-cum dripped from the head, pooling on the floor in front of her.

She broke her gaze only to study the thick trail hanging from my cock. Her lips parted. She stretched out her tongue and caught it midair

I watched the string of pre-cum break and collect on her tongue. She followed it upward with her mouth, till she reached the head of my cock. Her eyes slid back up to meet mine as she opened her mouth as wide as she could, and sunk down onto me.

I saw stars and my knees shook. My hand flailed to grab something, anything to support myself, and I managed to brace myself between the two walls.

I couldn’t believe the sight.

Amy’s lips stretched obscenely around my cock. She continued to pump me with both hands, saliva trickling from her mouth and coating my shaft. I could see her breathing through her nose, struggling to take more than the head in her mouth. 

Her cheeks hollowed. The thought entered my mind that she was sucking me. She wasn’t just placing me in her mouth and moving her head up and down. She looked like she wanted to inhale me. To drink me.

Suddenly, she let go of my cock and grabbed my ass cheeks with both hands. She pulled me toward her, forcing me deeper into her mouth. 

Her tongue caressed the bottom of my shaft as I hit the back of her throat. A half-moan, half-gurgle escaped her windpipe. The sound hit a switch inside me.

“Will??”

FUCK. NO. Holy shit. Faith’s voice echoed in the hallway, her steps approaching the door.

I grabbed Amy by the shoulders to pull her off me. She shook her head slightly, still holding me in her mouth. I felt her teeth graze my shaft.

Hands clasped on my ass cheeks, she swiftly maneuvered me 90 degrees so I was facing the bench. She rose slightly from her crouched position, and sat on the bench.

“Will, are you in there?” Faith knocked on the door. I could hear Amy was breathing through her nose, refusing to relinquish my cock.

I hesitated far too long. “Hey…” I finally managed weakly.

“Um, hi! Can I come in??” Faith rattled the locked handle. My heart jumped into my throat. I watched Amy quietly lift her feet from the floor so she was perched on the bench, legs crossed.

“I’m, um, trying something on.”

“Well, I want to see, show me!” 

I tried to steady my breath. “I’m just in my underwear right now, baby, I don’t want to flash the whole store.” 

“Will there’s literally no one around, just let me in!” Frustration creeped into her voice. 

Amy’s eyes narrowed at me. She looked almost angry. Slowly she dragged her mouth up the length of my shaft. My whole body twitched and she immediately sank back down on my cock.

“Fuck.” The word sprang from my mouth on its accord. 

“What??” Faith was taken aback.

The corners of Amy’s mouth twitched as she began to bob up and down on me again. 

I felt feverish. The orgasm I had been seconds away from was building in me again. An emulsion of fear, lust, and adrenalin took hold in my body.

I stumbled over my words, trying to save it. “Faith, can you—would you please just hang on one minute and let me put this on?”

Silence hung in the air. Amy moved faster on my cock. I cleared my throat to try to cover the sound.

Finally, Faith sighed, and stepped back from the door. “Whatever.” I heard her turn toward the other fitting room. “Hey, Amy!”

Amy grabbed my cock with both hands and extracted it from her mouth, pumping. Her eyes widened into an innocent expression. 

That was all it took.

I bit my tongue to stifle a groan, and I felt my whole body convulse. Cum launched from my cock like a canon, painting Amy’s face, her lips. She closed her eyes, reveling in it, then opened them again, watching my face as she continued to stroke more from me.

I thought I might pass out. My legs buckled underneath me, and my cock flung another rope across her tits. They shuddered and quaked in her corset, and the sight heaved one last torrent of cum from me, a flood this time, raining down her neck and dribbling down between her breasts.

Still, Amy pumped me. My body trembled and I shook my head, mouthing silently. It felt like my balls were being turned inside out. My vision went fuzzy and I gripped a clothes hook to try to stay upright.

“Will, fuck’s sake, where is Amy?” Faith was back at my door, knocking again.

“I…uh…ah.” The muscles in my face had apparently died. Through half-closed eyes, I watched Amy grip my cock with both hands and pat it on her outstretched tongue, smiling at me. “I don’t..know. I think she was—went to look for…different pants.”

I felt like I was slurring.

“Are you OK?” Faith sounded more annoyed than concerned.

“Yeah.” My voice was guttural. “Just…tired.”

I shut my eyes hard and opened them again. Amy sat prim and proper in front of me, covered in every ounce of stress, frustration and lust I’d held for the last two days. 

I should have been terrified. But in that moment I resigned to my fate. 

There was no way we were getting out of this. There was too much cum. Too much mess.

Faith sighed again, longer and more dramatic this time. “Fine! Jesus. I’m gonna go find Amy.”

Amy tilted her head down marveling at the deluge between her tits. She twirled two fingers through a long rope of cum draped across her cleavage, gathering as much as she could. She made sure I was watching as she sucked them into her mouth.

Faith’s footsteps receded back down the hall, fading into the distance, and Amy let out a quiet whimper as she let her fingers drop from her lips. She swallowed deep, a look of contentment on her face.

“You–you’re…” I was speechless. I collapsed on the bench next to her, obliterated.

Amy smirked and turned to look at herself in the mirror. Her smirk turned to a look of a shock. “Holy fuck, Will. There’s SO much.”

I nodded vaguely. My brain was mud.

Amy greedily scooped more cum from her face and tits, bringing her fingers to her mouth every few seconds to clean them. I watched her, delirious, as she hummed to herself. “Mm, thank you, Will.”

My cock staggered. The gratitude in her voice was so genuine.

Finally, she grabbed one of the crop-tops from Faith’s pile of clothes, and mopped up what was left on her neck and chest.

I didn’t even have the energy to protest as she cracked open the door and poked her head out to see if the coast was clear. Something in the back of my brain feebly registered how insane it was that she didn’t make me check instead. But she slipped out of the fitting room and across the hall to hers, shutting the door gently. 

The quiet click of the latch seemed to reverberate off the walls far more loudly than it should have. 

I buried my head in my hands. Failure. The word repeated on a loop in my mind.

I’d promised myself. Swore I wouldn’t let this happen. And somehow I’d just given up.

But then another thought began to take hold. Something I couldn’t shake, I couldn’t push back down. 

Better. What Amy had just made me feel was better than anything I’d ever felt with Faith…or ANYONE for that matter. I didn’t even know it was possible to cum that much. Or that hard.

But it didn’t matter. This was WRONG. I could never end things with Faith. I loved her far too much. And even if I did—if she ever found out about Amy, it would absolutely decimate her.

However much I had let things happen, I couldn’t let it go an inch further. This was it.

I recognized the sounds of Faith’s footsteps again.

“I have no idea where Amy went.” Faith said flatly.

“I’m right here!” Amy piped up. I heard her open the door. “Ta-da!” She paused. “Wait…were you looking for me?”

“Amy, I just—“ The irritation was palpable in Faith’s voice, but I heard her hesitate. “I…think we just missed each other.”

I finally pushed open my door. I was still sporting the blue henley, and I’d pulled on the second pair of jeans Amy had found me.

Faith looked over at me, “About damn ti—oh, whoa. Baby, you look…really good.”

“Thanks,” I croaked. 

Faith turned her attention back to Amy, who had somehow portaled herself into a skintight, sparkly black bodysuit. She twirled for Faith. “What about me, hmm?”

“Yeah, wow. I mean, you both do.” She peered closer at Amy. “Actually, Amy, for some reason your skin looks incredible right now.”

“Yeah??” Amy pretended to be bashful and fanned her face.

“Yes, girl! You’re, like…dewy. You look amazing.”

“Oh, my god, thank you!” Amy skipped to the large 3-way mirror next to us at the end of the hall and turned side-to-side, examining her reflection.

Faith nodded, “Yeah, whatever you’re doing—keep doing it.”

Amy glanced at the mirror to her left and caught me watching her in the reflection. She stared at me, and she licked her lips.

“Oh, I will.”

I could feel the pavement cooking the soles of my shoes, and my shirt stuck to my back, a matted mess. Amy and Faith seemed immune to the 90-degree day, chattering away like kids. How had I let them talk me into this?

The last 24 hours had been a blur. The only thing clear in my mind were images of Amy. 

Amy. Her silhouette cutting through the midday sun in her kitchen. Her hand plunging into the front of her pajama bottoms, fingers working at a breakneck pace. Her pussy juice soaking through the thin fabric, painting an abstract fresco between her legs. My hand holding on to my cock for dear life, trying to stop myself from bursting at the sight. All the while knowing that the physical distance between us was the only thing keeping me from doing something much, much worse.

When I’d gotten off the phone with Amy, I’d realized Faith had texted me about sleeping over at my place that night. I was drowning in shame and rationalization. I texted her back immediately saying yes, and offered to cook her dinner.

She came straight over from work at 8 pm, and immediately climbed into my bed with her laptop. I stood at the stove, stirring garlic in a pan, trying to convince myself I was a good partner to her. But she seemed unconcerned either way–when I walked into my bedroom with her dinner, she was fast asleep with her computer still on her lap.

The next morning I’d tried to find a way to back out of the shopping the three of us had planned, but Faith had snapped at me that I was being flaky.

Her words circled around my head. “Amy’s been really lonely, Will. She needs more friends, people in her life she can rely on.”

I searched for a defense, but she continued. “Amy’s been there for me to an insane degree this year. And if she’s there for me, that benefits both of us. But if you make her feel like the two of you are only friends because she and I are friends, that’s gonna make her really sad.”

I’d just nodded. What else could I do?

Now it was late morning. The crowds on the street were locked in battle with the sun to see who could generate more heat. 

Faith was wearing a tank top and tight jean shorts that showed off her ass, but Amy was dressed even sluttier, if that was possible. She’d chosen a white blouse and ruffled schoolgirl skirt that seemed to turn the heads of every person who walked past. 

Together, Faith and Amy bounced through the throngs of people, sending my defensive instincts off the charts. The girls seemed oblivious as I scanned the crowd ahead. I started at the sound of Faith squealing.

“Oooo, this is CUTE.”

Faith and Amy had stopped in front of a thrift shop. Vintage clothes lined the windows, and the colors were genuinely beautiful. My film editor brain logged the storefront as a potential future location.

“We HAVE to try on some pieces!!” Amy shook Faith’s hand excitedly. 

I pulled the door open and we walked in to find a massive space that belied the six by six window in front. Inside, it was closer to a small warehouse, and I tried to wrap my brain around the optical illusion I’d just experienced.

The aisles hummed with the energy of fellow 20-somethings looking for something special on their day off. The girls skipped to a rack and cooed, smitten with the clothes. 

I wandered several feet behind them, relishing the A/C and the break from the masses outside. I was dubious there was anything here I could wear.

“William, LOOK at this.” Faith called over to me, holding up a dress up to Amy’s torso. It looked straight out of a brothel in the Old West.

I tried to keep my voice even. “That’s…that’s pretty cool.”

“OK, but wouldn’t she look SO hot in this?” Faith looked at me insistently. Amy’s eyes twinkled. I was trapped.

“Totally.” My jaw was set. 

“Oh, my gosh, you’re such a downer! Can you try to be enthusiastic?” she retorted.

Amy saw my expression and jumped in, “It’s OK, Faith. Honestly, I don’t think I’d buy this unless I had someone to absolutely rail me in it.” 

Faith giggled, but Amy’s eyes bored into mine and she sighed dramatically. “Alas…”

I tried to redirect the conversation. “Sorry, baby, I do think it’s really awesome! Are you gonna try on any stuff for yourself?”

“Obviously,” Faith rolled her eyes. “We’re just getting started!”

She grabbed my arm, draping the dress over it, and began flipping through the rack. Amy’s eyes flitted toward me, and she sidled over.

“I’m just gonna squeeze by you here, Will.” I backed up to make room for her and she slid in front of me, brushing her ass against my crotch. I tried to back up more, and she arched her back and bent her knees ever so slightly, somehow finding the bulge of my cock in my jeans, and rubbing down the length of it.

“Fuck!” I stumbled backwards catching myself on the rack behind me, and the horizontal metal pole bent under my weight.

Faith turned around. “William!” She snapped. “What are you doing??”

I tried to gather myself as Amy continued down the aisle to my left, glancing back at me with an eyebrow raised and that fucking smirk. “Tripped,” I muttered. Faith shook her head.

The next half hour continued much the same, with Faith and Amy piling more and more clothes into my arms. Every few minutes, Amy managed to find an excuse to brush past me, her hands finding my stomach or my upper thigh to help herself by. The aisles seemed to be getting steadily narrower as the clothes got heavier and my cock got harder.

Finally, mercifully, Faith announced, “I think we should hit the dressing rooms!”

The fitting rooms were all the way at the back of the store, a long hallway with doors lining either side. A bored looking associate with a septum ring counted our items, gave up halfway through, and walked us to two rooms across from each other at the far end of the hallway.

Faith and Amy each disappeared into one and I was left in the middle of the hallway, questioning my life choices. 

I collapsed into a chair just outside Faith’s room. Across from me I could see Amy’s feet as she slipped out of her sneakers. Her toes arched and I saw her skirt fall to the floor.

Fuck. If I was being honest, I had never quite understood the foot fetish thing–but out of nowhere I was gawking at this girl’s feet, imagining my dick between them. 

I shook my head, trying to clear it, and reached for my phone. Surely someone on the internet was doing something interesting.

I heard creaking across from me and looked up to see Amy’s fitting room door hadn’t fully latched. It was inching open slowly, and I could see a sliver of the mirror in front of her.

My breath caught in my throat as the door drifted open another inch. Amy was fully naked except for her panties. 

She cupped her breasts in both hands, lifting them in the mirror, and then letting them slide from her fingers. I watched them bounce ever so slightly, and my eyes traveled down the lines of her stomach, to the crease where her hips met her legs.

My eyes drifted back up and suddenly she met my gaze. I froze, mortified. 

Amy smiled at me, and then turned slowly and bent over to pick something off the bench next to her. The way her panties bit into the curve of her ass made me want to leave teeth marks on her cheeks.

I heard the latch behind me jiggle and I jumped. Faith swung open the door of her fitting room and I spun to face her. “Hey, baby, I–”

Faith was staring at her phone, annoyed. 

“God dammit, I keep getting work calls.” She shook her head in frustration. “I have to step out, the music is too loud in here.”

She stepped past me and I momentarily panicked. But the door to Amy’s fitting room had magically closed.

Faith knocked. “Hey, girl, got anything good in there?”

Amy opened the door looking shy. She was wearing the first vintage dress Faith had picked out. My stomach dropped.

“Holy shit, girl. I’m telling you, you need to get that.” Faith snapped her fingers. 

“I don’t know…” Amy trailed off, but she smiled at me over Faith’s shoulder.

Faith held up her phone. “Work called me like three times, I have to go outside and call them back.”

Amy grinned and gave a little salute as Faith turned heel. Halfway down the hall, Faith called over her shoulder, “And for god’s sake, help Will find something!”

I stood there wishing I could find a clothes rack big enough to hide in.

“Need some help there, partner?” Amy had materialized at my side, gazing up at me. The corset was pushing her tits up to a ridiculous degree, and I could see straight down her dress.

I tried to avoid her gaze and motioned toward the end of the hall. “I guess I gotta get some new clothes, so I should probably go find the men’s…”

Amy’s demeanor changed, and she spoke quietly, “I don’t know what her problem is, I think you look great.” She tugged gently on the sleeve of my white t-shirt. “This shows off your arms really nicely.” She glanced down, “Though I will say, those jeans look a little tight.”

As she spoke, her fingers brushed my bicep and sent an electric shock through my body. I tensed and shifted backward. Amy’s body so close to mine was dangerous.

Her eyes narrowed. “Whoa, whoa. Why does it feel like you’re trying to get away from me right now? That doesn’t make me feel very good.”

“Amy, I’m just–” I was about to snap. I stopped and took a deep breath. “I think I’m just stressed.”

Her gaze softened again. “I feel like you’re upset. But I think, maybe…not at me?”

My walls crumbled. I finally let my eyes meet hers. I couldn’t reconcile everything that had happened in the last three days with how pure and well-intentioned she looked in that moment.

“Will,” she said. “Why don’t you just let yourself have a good time for a minute? You don’t have to listen to, like, some voice in your head telling you how you should or shouldn’t be.”

“I don’t know what you mean.” I shoved my hands in my pockets and looked away.

“Look. Let’s just go out there for a second. Let me help you pick out a couple pairs of pants and a couple shirts, and maybe we’ll find something fun that you actually like, OK?”

I stood silent for a moment. Then I gave a small nod. She beamed and grabbed my arm with both hands, pulling me towards the clothes. Amy chirped, “We’re coming back to those rooms!” as we passed the sales associate, but they were immersed in their phone.

After a few minutes among the racks, I realized the difference between shopping with Faith and shopping with Amy. I was actually having fun for once.

There was no pressure to fit someone else’s idea of how I should look. Amy held up piece after piece, describing in vivid (and sometimes scathing) detail each kind of person she thought might wear it. A vast array of characters and archetypes seemed burned into her consciousness. She poked fun of some of them, but many of them she spoke of affectionately, half-fantasies she’d spent her life getting to know.

Was this side of her always there? For a moment I had the thought that she was the inverse of Faith–rather than a natural entertainer and people-pleaser who turned brusque when we were alone, Amy was acerbic in crowds, “scary” according to Faith’s other friends. But here now, just the two of us, I found myself reveling in her sweetness.

By the time we’d found a few potential fits for me, we were both laughing and I’d almost let myself forget my frustrations with Faith. We made our way back down the long hallway, Amy still in her dress. 

I stepped into the fitting room where Faith had left her things, set the clothes down on the bench, and turned to close the door—only to find Amy standing in front of me. She stared up at me and clicked the lock behind her.

“Show me,” she commanded, pointing her finger like a duchess. 

“Amy…” I chuckled nervously.

“Will, it is my responsibility to help you find something you like. How can I do that if I’m not here to watch you?”

I sucked in my breath. She was standing so, so close. 

“OK, just… Turn around?”

She sighed dramatically and rolled her eyes. “Whatever.” She turned toward the wall half-heartedly.

I peeled off my t-shirt first, and grabbed one of the button-downs from the pile. I barely had it over my shoulders when Amy turned back to me.

“Oooo, I like this.” She grabbed the plackets and pulled the shirt together, carefully beginning to button it from the bottom up.

I opened my mouth to protest, but gave up. Her fingers brushed my stomach and her eyes wandered from the shirt buttons to my chest.

“You, um…” For once, Amy was the one searching for words. She bit her lip. “You might not fit into this.”

“Honestly, I think you might be right.” I watched her fingers pause on the third button.

“I don’t think I realized how hard you’ve been hitting the gym.” She gawked for a second longer, then made to fasten the next button, but the shirt strained tight across my chest. 

Looking back up at me, she stifled a laugh. “Ok, so not this one!” Her fingers moved back down my stomach, undoing the shirt far more quickly than she’d buttoned it. She reached up and peeled it from my shoulders. 

I tried to protest, “Amy, you don’t have to–” but she already had it off me and tossed it to the bench.

She stood back, admiring her handiwork. “Ok, next!”

I grabbed a henley from the pile and pulled it on before she could offer to help. Her eyes lit up.

“Ooo, wait, I really like this one.”

I turned to the mirror. OK, damn. It actually looked great on me. The fabric draped off my chest and shoulders, loose-fitting, but still outlining my muscles in a way that seemed effortless.

“You know this might be the first time I’ve ever tried on a shirt and felt, um…hot?” I admitted sheepishly.

“Will. What?” Amy looked genuinely angry for a moment, and I was taken aback.

“I–I just mean–” I was confused. Had I upset her?

“That’s fucked up.” She said flatly.

“Sorry, I don’t–”

“You are so fucking hot.” She glared at me as if she was daring me to disagree. I was silent, and she continued, “Like ridiculously, fuckably, dangerously hot. How have you never felt hot?”

“I don’t know, we live in LA, everybody here is a model! I’m just some nerd from Oregon who’s into cameras.”

She shook her head, still visibly upset. “You sound so dumb right now.” 

“What??” 

“That’s not what I–” Amy stopped herself. “What I’m trying to say is that someone should be telling you every fucking day how sexy you are. Until you fucking believe it.”

I had never experienced the sensation before of my heart melting and my dick getting hard at the same time.

I sat down on the bench. I didn’t know what else to do. I felt defeated, turned-on, and nervous all at once. And I was scared for her to see any of it.

“Sorry if that got…corny.” Amy was watching me, trying to read my expression. Then her eyes fell to the pile of clothes, and she grinned. “OK, now pants!”

I burst out laughing. I couldn’t help it. 

“You’re so excited,” I said. “You’re never like this.”

“Don’t always have something worth being excited about.” Her grin was mischievous.

“OK, OK,” I said. “Turn around again.”

She tossed her hands in mock frustration and turned halfway toward the wall.

“All the way,” I said.

“Rude,” she replied and dramatically placed a hand over her eyes to shield them.

I sighed and unbuttoned my jeans, carefully fishing my rock-hard erection from the leg, then prising them the rest of the way off. 

I grabbed the first pair of slacks from the top of the pile, and pulled them on as quickly as I could.

I glanced in the mirror. Jesus. I had them halfway over my ass and my cock was keeping them from going all the way up. I tried to adjust and push my shaft down against my thigh, but the thin wool made it look even more absurd.

“Why are you making me wait??” Amy whined, and she whipped back around, dropping her hand from her eyes.

“Amy, wait–” I tried to yank  my shirt down to cover my crotch but it was too late.

“Oh, they’re so nice–OH.” Her mouth dropped. “Wow, that’s just–” She sucked in her breath, trying to keep a straight face, “...and I thought your jeans were tight.”

I tried to pull myself together. “Right, OK, so not these.”

Amy hesitated. “Wait, I mean, they do look good, though.” She stepped toward me. “Let’s just get them all the way up.”

Before I could say anything, she had a hand on either side of my waistband, tugging the pants up inch by inch.

“Amy, shit.” I reached for my hard-on with a pained expression on my face.

“Oh, my god!” She looked down. “I’m so sorry, I didn’t mean to.”

Suddenly both her hands were on my erection, cupping it as if to keep it safe. She clutched it gently and curled her fingers around my shaft.

“Fuck,” I groaned. “Amy, that’s…”

“Sorry, sorry!” She stepped back. “I just–it was instinctual.”

I was pulsing from her touch, but I tried to shake it off. 

Amy had her hand over her mouth. I couldn’t tell if she was embarrassed or laughing. She flicked open her phone, and before I could react she took a picture.

“Amy, what the fuck??” I was on the edge of freaking out.

“No, but they do look really good, Will!” She waved me backwards. “Just let me get a picture for reference.”

“Amy, we can’t, I’m–look at me!” I whispered loudly, motioning to my crotch.

“I’m looking,” she smirked. “Relax, it doesn’t even come through in the picture.”

I paused, trying to decide if I should be offended. Amy snapped another picture.

“You should definitely get dress pants like these in the future,” she insisted. “Maybe just a size up…”

“Fine.” I kneaded my forehead. “Can I please just take these off?”

Amy nodded. But instead of turning to the wall, she dropped to a crouch in front of me, curled her fingers into the top of my waistband, and yanked straight down.

My pants dropped to my knees, and my erection sprung fully out from the bottom of my boxers and hit Amy square in the face. She gasped at the impact.

“Fuck!” I jumped back, stammering an apology. “I’m sorry!! That was–

Amy’s hand moved like lightning. She reached up and grabbed my throbbing hard-on where it stuck out from the leg of my boxers, putting a finger to her lips. “Shhh,” she whispered.

I didn’t move a muscle. Amy’s hand was wrapped around my shaft. Her fingers rested on the large vein that ran along the top of my dick, and her thumb pressed gently into the underside of my head. She was staring at my length, face red where it had hit her cheek, holding me tight. 

I couldn’t believe it. Images I’d tried to scrape from inside my brain were coming to life in front of me, whether I liked it or not.

She lifted my bare cock upward and turned it slightly to the side, inspecting it. 

“Holy shit,” she muttered and her eyes followed the slight curve of my shaft to my head. It was leaking pre-cum.

“Fuck, Will.” She looked up at me. “Feeling it through your pants does not do it justice. Now I understand why Faith was struggling.”

My face fell. Amy saw it, and immediately she looked guilty.

“I didn’t mean it like that. I promise.”

I clenched my jaw.

“Will, you have to understand. I…I think your cock is beautiful.”

Beautiful? I blushed, and my cock grew harder in her hand.

Amy felt me swelling. “Jesus fucking Christ.” She murmured. “Will, anyone who’s complaining about this is looking a gift horse in the mouth.”

Still embarrassed, I tried to yank my underwear back over my erection. This needed to stop now. Before it got any worse.

Amy clutched me harder, and a look of desperation crossed her face. 

She brought her other hand up and rested it on my stomach. “Will, please. I’m sorry. Let me show you. Let me show you how you should be worshiped. Please.”

My brain was screaming at me. This is it. You can’t come back from this. If you let this happen, there’s no world where you can explain it away.

I could feel the adrenalin in my stomach. Amy’s eyes were searching mine. 

“Look, just–please just let me just take care of this for you. We literally can’t have you walking around in the store like this.” She waved frantically toward the door. “You’re going to get arrested.”

I couldn’t speak. She had been teasing me, groping me, provoking me for hours, days at this point. My brain was a lust-fueled haze.

I watched as Amy brought her other hand to my cock and wrapped her finger around the base of the shaft. She tightened her grip, and we both groaned as a long trail of pre-cum poured from my tip. 

She spoke softly, deliberately.. “If it doesn’t feel good…you can tell me to stop.” 

She peeked up at me shyly, and began to massage my dick slowly with both hands, from the base to the head. 

Once. Then twice. She kept stroking. More pre-cum dripped from the head, pooling on the floor in front of her.

She broke her gaze only to study the thick trail hanging from my cock. Her lips parted. She stretched out her tongue and caught it midair

I watched the string of pre-cum break and collect on her tongue. She followed it upward with her mouth, till she reached the head of my cock. Her eyes slid back up to meet mine as she opened her mouth as wide as she could, and sunk down onto me.

I saw stars and my knees shook. My hand flailed to grab something, anything to support myself, and I managed to brace myself between the two walls.

I couldn’t believe the sight.

Amy’s lips stretched obscenely around my cock. She continued to pump me with both hands, saliva trickling from her mouth and coating my shaft. I could see her breathing through her nose, struggling to take more than the head in her mouth. 

Her cheeks hollowed. The thought entered my mind that she was sucking me. She wasn’t just placing me in her mouth and moving her head up and down. She looked like she wanted to inhale me. To drink me.

Suddenly, she let go of my cock and grabbed my ass cheeks with both hands. She pulled me toward her, forcing me deeper into her mouth. 

Her tongue caressed the bottom of my shaft as I hit the back of her throat. A half-moan, half-gurgle escaped her windpipe. The sound hit a switch inside me.

“Will??”

FUCK. NO. Holy shit. Faith’s voice echoed in the hallway, her steps approaching the door.

I grabbed Amy by the shoulders to pull her off me. She shook her head slightly, still holding me in her mouth. I felt her teeth graze my shaft.

Hands clasped on my ass cheeks, she swiftly maneuvered me 90 degrees so I was facing the bench. She rose slightly from her crouched position, and sat on the bench.

“Will, are you in there?” Faith knocked on the door. I could hear Amy was breathing through her nose, refusing to relinquish my cock.

I hesitated far too long. “Hey…” I finally managed weakly.

“Um, hi! Can I come in??” Faith rattled the locked handle. My heart jumped into my throat. I watched Amy quietly lift her feet from the floor so she was perched on the bench, legs crossed.

“I’m, um, trying something on.”

“Well, I want to see, show me!” 

I tried to steady my breath. “I’m just in my underwear right now, baby, I don’t want to flash the whole store.” 

“Will there’s literally no one around, just let me in!” Frustration creeped into her voice. 

Amy’s eyes narrowed at me. She looked almost angry. Slowly she dragged her mouth up the length of my shaft. My whole body twitched and she immediately sank back down on my cock.

“Fuck.” The word sprang from my mouth on its accord. 

“What??” Faith was taken aback.

The corners of Amy’s mouth twitched as she began to bob up and down on me again. 

I felt feverish. The orgasm I had been seconds away from was building in me again. An emulsion of fear, lust, and adrenalin took hold in my body.

I stumbled over my words, trying to save it. “Faith, can you—would you please just hang on one minute and let me put this on?”

Silence hung in the air. Amy moved faster on my cock. I cleared my throat to try to cover the sound.

Finally, Faith sighed, and stepped back from the door. “Whatever.” I heard her turn toward the other fitting room. “Hey, Amy!”

Amy grabbed my cock with both hands and extracted it from her mouth, pumping. Her eyes widened into an innocent expression. 

That was all it took.

I bit my tongue to stifle a groan, and I felt my whole body convulse. Cum launched from my cock like a canon, painting Amy’s face, her lips. She closed her eyes, reveling in it, then opened them again, watching my face as she continued to stroke more from me.

I thought I might pass out. My legs buckled underneath me, and my cock flung another rope across her tits. They shuddered and quaked in her corset, and the sight heaved one last torrent of cum from me, a flood this time, raining down her neck and dribbling down between her breasts.

Still, Amy pumped me. My body trembled and I shook my head, mouthing silently. It felt like my balls were being turned inside out. My vision went fuzzy and I gripped a clothes hook to try to stay upright.

“Will, fuck’s sake, where is Amy?” Faith was back at my door, knocking again.

“I…uh…ah.” The muscles in my face had apparently died. Through half-closed eyes, I watched Amy grip my cock with both hands and pat it on her outstretched tongue, smiling at me. “I don’t..know. I think she was—went to look for…different pants.”

I felt like I was slurring.

“Are you OK?” Faith sounded more annoyed than concerned.

“Yeah.” My voice was guttural. “Just…tired.”

I shut my eyes hard and opened them again. Amy sat prim and proper in front of me, covered in every ounce of stress, frustration and lust I’d held for the last two days. 

I should have been terrified. But in that moment I resigned to my fate. 

There was no way we were getting out of this. There was too much cum. Too much mess.

Faith sighed again, longer and more dramatic this time. “Fine! Jesus. I’m gonna go find Amy.”

Amy tilted her head down marveling at the deluge between her tits. She twirled two fingers through a long rope of cum draped across her cleavage, gathering as much as she could. She made sure I was watching as she sucked them into her mouth.

Faith’s footsteps receded back down the hall, fading into the distance, and Amy let out a quiet whimper as she let her fingers drop from her lips. She swallowed deep, a look of contentment on her face.

“You–you’re…” I was speechless. I collapsed on the bench next to her, obliterated.

Amy smirked and turned to look at herself in the mirror. Her smirk turned to a look of a shock. “Holy fuck, Will. There’s SO much.”

I nodded vaguely. My brain was mud.

Amy greedily scooped more cum from her face and tits, bringing her fingers to her mouth every few seconds to clean them. I watched her, delirious, as she hummed to herself. “Mm, thank you, Will.”

My cock staggered. The gratitude in her voice was so genuine.

Finally, she grabbed one of the crop-tops from Faith’s pile of clothes, and mopped up what was left on her neck and chest.

I didn’t even have the energy to protest as she cracked open the door and poked her head out to see if the coast was clear. Something in the back of my brain feebly registered how insane it was that she didn’t make me check instead. But she slipped out of the fitting room and across the hall to hers, shutting the door gently. 

The quiet click of the latch seemed to reverberate off the walls far more loudly than it should have. 

I buried my head in my hands. Failure. The word repeated on a loop in my mind.

I’d promised myself. Swore I wouldn’t let this happen. And somehow I’d just given up.

But then another thought began to take hold. Something I couldn’t shake, I couldn’t push back down. 

Better. What Amy had just made me feel was better than anything I’d ever felt with Faith…or ANYONE for that matter. I didn’t even know it was possible to cum that much. Or that hard.

But it didn’t matter. This was WRONG. I could never end things with Faith. I loved her far too much. And even if I did—if she ever found out about Amy, it would absolutely decimate her.

However much I had let things happen, I couldn’t let it go an inch further. This was it.

I recognized the sounds of Faith’s footsteps again.

“I have no idea where Amy went.” Faith said flatly.

“I’m right here!” Amy piped up. I heard her open the door. “Ta-da!” She paused. “Wait…were you looking for me?”

“Amy, I just—“ The irritation was palpable in Faith’s voice, but I heard her hesitate. “I…think we just missed each other.”

I finally pushed open my door. I was still sporting the blue henley, and I’d pulled on the second pair of jeans Amy had found me.

Faith looked over at me, “About damn ti—oh, whoa. Baby, you look…really good.”

“Thanks,” I croaked. 

Faith turned her attention back to Amy, who had somehow portaled herself into a skintight, sparkly black bodysuit. She twirled for Faith. “What about me, hmm?”

“Yeah, wow. I mean, you both do.” She peered closer at Amy. “Actually, Amy, for some reason your skin looks incredible right now.”

“Yeah??” Amy pretended to be bashful and fanned her face.

“Yes, girl! You’re, like…dewy. You look amazing.”

“Oh, my god, thank you!” Amy skipped to the large 3-way mirror next to us at the end of the hall and turned side-to-side, examining her reflection.

Faith nodded, “Yeah, whatever you’re doing—keep doing it.”

Amy glanced at the mirror to her left and caught me watching her in the reflection. She stared at me, and she licked her lips.

“Oh, I will.”

I could feel the pavement cooking the soles of my shoes, and my shirt stuck to my back, a matted mess. Amy and Faith seemed immune to the 90-degree day, chattering away like kids. How had I let them talk me into this?

The last 24 hours had been a blur. The only thing clear in my mind were images of Amy. 

Amy. Her silhouette cutting through the midday sun in her kitchen. Her hand plunging into the front of her pajama bottoms, fingers working at a breakneck pace. Her pussy juice soaking through the thin fabric, painting an abstract fresco between her legs. My hand holding on to my cock for dear life, trying to stop myself from bursting at the sight. All the while knowing that the physical distance between us was the only thing keeping me from doing something much, much worse.

When I’d gotten off the phone with Amy, I’d realized Faith had texted me about sleeping over at my place that night. I was drowning in shame and rationalization. I texted her back immediately saying yes, and offered to cook her dinner.

She came straight over from work at 8 pm, and immediately climbed into my bed with her laptop. I stood at the stove, stirring garlic in a pan, trying to convince myself I was a good partner to her. But she seemed unconcerned either way–when I walked into my bedroom with her dinner, she was fast asleep with her computer still on her lap.

The next morning I’d tried to find a way to back out of the shopping the three of us had planned, but Faith had snapped at me that I was being flaky.

Her words circled around my head. “Amy’s been really lonely, Will. She needs more friends, people in her life she can rely on.”

I searched for a defense, but she continued. “Amy’s been there for me to an insane degree this year. And if she’s there for me, that benefits both of us. But if you make her feel like the two of you are only friends because she and I are friends, that’s gonna make her really sad.”

I’d just nodded. What else could I do?

Now it was late morning. The crowds on the street were locked in battle with the sun to see who could generate more heat. 

Faith was wearing a tank top and tight jean shorts that showed off her ass, but Amy was dressed even sluttier, if that was possible. She’d chosen a white blouse and ruffled schoolgirl skirt that seemed to turn the heads of every person who walked past. 

Together, Faith and Amy bounced through the throngs of people, sending my defensive instincts off the charts. The girls seemed oblivious as I scanned the crowd ahead. I started at the sound of Faith squealing.

“Oooo, this is CUTE.”

Faith and Amy had stopped in front of a thrift shop. Vintage clothes lined the windows, and the colors were genuinely beautiful. My film editor brain logged the storefront as a potential future location.

“We HAVE to try on some pieces!!” Amy shook Faith’s hand excitedly. 

I pulled the door open and we walked in to find a massive space that belied the six by six window in front. Inside, it was closer to a small warehouse, and I tried to wrap my brain around the optical illusion I’d just experienced.

The aisles hummed with the energy of fellow 20-somethings looking for something special on their day off. The girls skipped to a rack and cooed, smitten with the clothes. 

I wandered several feet behind them, relishing the A/C and the break from the masses outside. I was dubious there was anything here I could wear.

“William, LOOK at this.” Faith called over to me, holding up a dress up to Amy’s torso. It looked straight out of a brothel in the Old West.

I tried to keep my voice even. “That’s…that’s pretty cool.”

“OK, but wouldn’t she look SO hot in this?” Faith looked at me insistently. Amy’s eyes twinkled. I was trapped.

“Totally.” My jaw was set. 

“Oh, my gosh, you’re such a downer! Can you try to be enthusiastic?” she retorted.

Amy saw my expression and jumped in, “It’s OK, Faith. Honestly, I don’t think I’d buy this unless I had someone to absolutely rail me in it.” 

Faith giggled, but Amy’s eyes bored into mine and she sighed dramatically. “Alas…”

I tried to redirect the conversation. “Sorry, baby, I do think it’s really awesome! Are you gonna try on any stuff for yourself?”

“Obviously,” Faith rolled her eyes. “We’re just getting started!”

She grabbed my arm, draping the dress over it, and began flipping through the rack. Amy’s eyes flitted toward me, and she sidled over.

“I’m just gonna squeeze by you here, Will.” I backed up to make room for her and she slid in front of me, brushing her ass against my crotch. I tried to back up more, and she arched her back and bent her knees ever so slightly, somehow finding the bulge of my cock in my jeans, and rubbing down the length of it.

“Fuck!” I stumbled backwards catching myself on the rack behind me, and the horizontal metal pole bent under my weight.

Faith turned around. “William!” She snapped. “What are you doing??”

I tried to gather myself as Amy continued down the aisle to my left, glancing back at me with an eyebrow raised and that fucking smirk. “Tripped,” I muttered. Faith shook her head.

The next half hour continued much the same, with Faith and Amy piling more and more clothes into my arms. Every few minutes, Amy managed to find an excuse to brush past me, her hands finding my stomach or my upper thigh to help herself by. The aisles seemed to be getting steadily narrower as the clothes got heavier and my cock got harder.

Finally, mercifully, Faith announced, “I think we should hit the dressing rooms!”

The fitting rooms were all the way at the back of the store, a long hallway with doors lining either side. A bored looking associate with a septum ring counted our items, gave up halfway through, and walked us to two rooms across from each other at the far end of the hallway.

Faith and Amy each disappeared into one and I was left in the middle of the hallway, questioning my life choices. 

I collapsed into a chair just outside Faith’s room. Across from me I could see Amy’s feet as she slipped out of her sneakers. Her toes arched and I saw her skirt fall to the floor.

Fuck. If I was being honest, I had never quite understood the foot fetish thing–but out of nowhere I was gawking at this girl’s feet, imagining my dick between them. 

I shook my head, trying to clear it, and reached for my phone. Surely someone on the internet was doing something interesting.

I heard creaking across from me and looked up to see Amy’s fitting room door hadn’t fully latched. It was inching open slowly, and I could see a sliver of the mirror in front of her.

My breath caught in my throat as the door drifted open another inch. Amy was fully naked except for her panties. 

She cupped her breasts in both hands, lifting them in the mirror, and then letting them slide from her fingers. I watched them bounce ever so slightly, and my eyes traveled down the lines of her stomach, to the crease where her hips met her legs.

My eyes drifted back up and suddenly she met my gaze. I froze, mortified. 

Amy smiled at me, and then turned slowly and bent over to pick something off the bench next to her. The way her panties bit into the curve of her ass made me want to leave teeth marks on her cheeks.

I heard the latch behind me jiggle and I jumped. Faith swung open the door of her fitting room and I spun to face her. “Hey, baby, I–”

Faith was staring at her phone, annoyed. 

“God dammit, I keep getting work calls.” She shook her head in frustration. “I have to step out, the music is too loud in here.”

She stepped past me and I momentarily panicked. But the door to Amy’s fitting room had magically closed.

Faith knocked. “Hey, girl, got anything good in there?”

Amy opened the door looking shy. She was wearing the first vintage dress Faith had picked out. My stomach dropped.

“Holy shit, girl. I’m telling you, you need to get that.” Faith snapped her fingers. 

“I don’t know…” Amy trailed off, but she smiled at me over Faith’s shoulder.

Faith held up her phone. “Work called me like three times, I have to go outside and call them back.”

Amy grinned and gave a little salute as Faith turned heel. Halfway down the hall, Faith called over her shoulder, “And for god’s sake, help Will find something!”

I stood there wishing I could find a clothes rack big enough to hide in.

“Need some help there, partner?” Amy had materialized at my side, gazing up at me. The corset was pushing her tits up to a ridiculous degree, and I could see straight down her dress.

I tried to avoid her gaze and motioned toward the end of the hall. “I guess I gotta get some new clothes, so I should probably go find the men’s…”

Amy’s demeanor changed, and she spoke quietly, “I don’t know what her problem is, I think you look great.” She tugged gently on the sleeve of my white t-shirt. “This shows off your arms really nicely.” She glanced down, “Though I will say, those jeans look a little tight.”

As she spoke, her fingers brushed my bicep and sent an electric shock through my body. I tensed and shifted backward. Amy’s body so close to mine was dangerous.

Her eyes narrowed. “Whoa, whoa. Why does it feel like you’re trying to get away from me right now? That doesn’t make me feel very good.”

“Amy, I’m just–” I was about to snap. I stopped and took a deep breath. “I think I’m just stressed.”

Her gaze softened again. “I feel like you’re upset. But I think, maybe…not at me?”

My walls crumbled. I finally let my eyes meet hers. I couldn’t reconcile everything that had happened in the last three days with how pure and well-intentioned she looked in that moment.

“Will,” she said. “Why don’t you just let yourself have a good time for a minute? You don’t have to listen to, like, some voice in your head telling you how you should or shouldn’t be.”

“I don’t know what you mean.” I shoved my hands in my pockets and looked away.

“Look. Let’s just go out there for a second. Let me help you pick out a couple pairs of pants and a couple shirts, and maybe we’ll find something fun that you actually like, OK?”

I stood silent for a moment. Then I gave a small nod. She beamed and grabbed my arm with both hands, pulling me towards the clothes. Amy chirped, “We’re coming back to those rooms!” as we passed the sales associate, but they were immersed in their phone.

After a few minutes among the racks, I realized the difference between shopping with Faith and shopping with Amy. I was actually having fun for once.

There was no pressure to fit someone else’s idea of how I should look. Amy held up piece after piece, describing in vivid (and sometimes scathing) detail each kind of person she thought might wear it. A vast array of characters and archetypes seemed burned into her consciousness. She poked fun of some of them, but many of them she spoke of affectionately, half-fantasies she’d spent her life getting to know.

Was this side of her always there? For a moment I had the thought that she was the inverse of Faith–rather than a natural entertainer and people-pleaser who turned brusque when we were alone, Amy was acerbic in crowds, “scary” according to Faith’s other friends. But here now, just the two of us, I found myself reveling in her sweetness.

By the time we’d found a few potential fits for me, we were both laughing and I’d almost let myself forget my frustrations with Faith. We made our way back down the long hallway, Amy still in her dress. 

I stepped into the fitting room where Faith had left her things, set the clothes down on the bench, and turned to close the door—only to find Amy standing in front of me. She stared up at me and clicked the lock behind her.

“Show me,” she commanded, pointing her finger like a duchess. 

“Amy…” I chuckled nervously.

“Will, it is my responsibility to help you find something you like. How can I do that if I’m not here to watch you?”

I sucked in my breath. She was standing so, so close. 

“OK, just… Turn around?”

She sighed dramatically and rolled her eyes. “Whatever.” She turned toward the wall half-heartedly.

I peeled off my t-shirt first, and grabbed one of the button-downs from the pile. I barely had it over my shoulders when Amy turned back to me.

“Oooo, I like this.” She grabbed the plackets and pulled the shirt together, carefully beginning to button it from the bottom up.

I opened my mouth to protest, but gave up. Her fingers brushed my stomach and her eyes wandered from the shirt buttons to my chest.

“You, um…” For once, Amy was the one searching for words. She bit her lip. “You might not fit into this.”

“Honestly, I think you might be right.” I watched her fingers pause on the third button.

“I don’t think I realized how hard you’ve been hitting the gym.” She gawked for a second longer, then made to fasten the next button, but the shirt strained tight across my chest. 

Looking back up at me, she stifled a laugh. “Ok, so not this one!” Her fingers moved back down my stomach, undoing the shirt far more quickly than she’d buttoned it. She reached up and peeled it from my shoulders. 

I tried to protest, “Amy, you don’t have to–” but she already had it off me and tossed it to the bench.

She stood back, admiring her handiwork. “Ok, next!”

I grabbed a henley from the pile and pulled it on before she could offer to help. Her eyes lit up.

“Ooo, wait, I really like this one.”

I turned to the mirror. OK, damn. It actually looked great on me. The fabric draped off my chest and shoulders, loose-fitting, but still outlining my muscles in a way that seemed effortless.

“You know this might be the first time I’ve ever tried on a shirt and felt, um…hot?” I admitted sheepishly.

“Will. What?” Amy looked genuinely angry for a moment, and I was taken aback.

“I–I just mean–” I was confused. Had I upset her?

“That’s fucked up.” She said flatly.

“Sorry, I don’t–”

“You are so fucking hot.” She glared at me as if she was daring me to disagree. I was silent, and she continued, “Like ridiculously, fuckably, dangerously hot. How have you never felt hot?”

“I don’t know, we live in LA, everybody here is a model! I’m just some nerd from Oregon who’s into cameras.”

She shook her head, still visibly upset. “You sound so dumb right now.” 

“What??” 

“That’s not what I–” Amy stopped herself. “What I’m trying to say is that someone should be telling you every fucking day how sexy you are. Until you fucking believe it.”

I had never experienced the sensation before of my heart melting and my dick getting hard at the same time.

I sat down on the bench. I didn’t know what else to do. I felt defeated, turned-on, and nervous all at once. And I was scared for her to see any of it.

“Sorry if that got…corny.” Amy was watching me, trying to read my expression. Then her eyes fell to the pile of clothes, and she grinned. “OK, now pants!”

I burst out laughing. I couldn’t help it. 

“You’re so excited,” I said. “You’re never like this.”

“Don’t always have something worth being excited about.” Her grin was mischievous.

“OK, OK,” I said. “Turn around again.”

She tossed her hands in mock frustration and turned halfway toward the wall.

“All the way,” I said.

“Rude,” she replied and dramatically placed a hand over her eyes to shield them.

I sighed and unbuttoned my jeans, carefully fishing my rock-hard erection from the leg, then prising them the rest of the way off. 

I grabbed the first pair of slacks from the top of the pile, and pulled them on as quickly as I could.

I glanced in the mirror. Jesus. I had them halfway over my ass and my cock was keeping them from going all the way up. I tried to adjust and push my shaft down against my thigh, but the thin wool made it look even more absurd.

“Why are you making me wait??” Amy whined, and she whipped back around, dropping her hand from her eyes.

“Amy, wait–” I tried to yank  my shirt down to cover my crotch but it was too late.

“Oh, they’re so nice–OH.” Her mouth dropped. “Wow, that’s just–” She sucked in her breath, trying to keep a straight face, “...and I thought your jeans were tight.”

I tried to pull myself together. “Right, OK, so not these.”

Amy hesitated. “Wait, I mean, they do look good, though.” She stepped toward me. “Let’s just get them all the way up.”

Before I could say anything, she had a hand on either side of my waistband, tugging the pants up inch by inch.

“Amy, shit.” I reached for my hard-on with a pained expression on my face.

“Oh, my god!” She looked down. “I’m so sorry, I didn’t mean to.”

Suddenly both her hands were on my erection, cupping it as if to keep it safe. She clutched it gently and curled her fingers around my shaft.

“Fuck,” I groaned. “Amy, that’s…”

“Sorry, sorry!” She stepped back. “I just–it was instinctual.”

I was pulsing from her touch, but I tried to shake it off. 

Amy had her hand over her mouth. I couldn’t tell if she was embarrassed or laughing. She flicked open her phone, and before I could react she took a picture.

“Amy, what the fuck??” I was on the edge of freaking out.

“No, but they do look really good, Will!” She waved me backwards. “Just let me get a picture for reference.”

“Amy, we can’t, I’m–look at me!” I whispered loudly, motioning to my crotch.

“I’m looking,” she smirked. “Relax, it doesn’t even come through in the picture.”

I paused, trying to decide if I should be offended. Amy snapped another picture.

“You should definitely get dress pants like these in the future,” she insisted. “Maybe just a size up…”

“Fine.” I kneaded my forehead. “Can I please just take these off?”

Amy nodded. But instead of turning to the wall, she dropped to a crouch in front of me, curled her fingers into the top of my waistband, and yanked straight down.

My pants dropped to my knees, and my erection sprung fully out from the bottom of my boxers and hit Amy square in the face. She gasped at the impact.

“Fuck!” I jumped back, stammering an apology. “I’m sorry!! That was–

Amy’s hand moved like lightning. She reached up and grabbed my throbbing hard-on where it stuck out from the leg of my boxers, putting a finger to her lips. “Shhh,” she whispered.

I didn’t move a muscle. Amy’s hand was wrapped around my shaft. Her fingers rested on the large vein that ran along the top of my dick, and her thumb pressed gently into the underside of my head. She was staring at my length, face red where it had hit her cheek, holding me tight. 

I couldn’t believe it. Images I’d tried to scrape from inside my brain were coming to life in front of me, whether I liked it or not.

She lifted my bare cock upward and turned it slightly to the side, inspecting it. 

“Holy shit,” she muttered and her eyes followed the slight curve of my shaft to my head. It was leaking pre-cum.

“Fuck, Will.” She looked up at me. “Feeling it through your pants does not do it justice. Now I understand why Faith was struggling.”

My face fell. Amy saw it, and immediately she looked guilty.

“I didn’t mean it like that. I promise.”

I clenched my jaw.

“Will, you have to understand. I…I think your cock is beautiful.”

Beautiful? I blushed, and my cock grew harder in her hand.

Amy felt me swelling. “Jesus fucking Christ.” She murmured. “Will, anyone who’s complaining about this is looking a gift horse in the mouth.”

Still embarrassed, I tried to yank my underwear back over my erection. This needed to stop now. Before it got any worse.

Amy clutched me harder, and a look of desperation crossed her face. 

She brought her other hand up and rested it on my stomach. “Will, please. I’m sorry. Let me show you. Let me show you how you should be worshiped. Please.”

My brain was screaming at me. This is it. You can’t come back from this. If you let this happen, there’s no world where you can explain it away.

I could feel the adrenalin in my stomach. Amy’s eyes were searching mine. 

“Look, just–please just let me just take care of this for you. We literally can’t have you walking around in the store like this.” She waved frantically toward the door. “You’re going to get arrested.”

I couldn’t speak. She had been teasing me, groping me, provoking me for hours, days at this point. My brain was a lust-fueled haze.

I watched as Amy brought her other hand to my cock and wrapped her finger around the base of the shaft. She tightened her grip, and we both groaned as a long trail of pre-cum poured from my tip. 

She spoke softly, deliberately.. “If it doesn’t feel good…you can tell me to stop.” 

She peeked up at me shyly, and began to massage my dick slowly with both hands, from the base to the head. 

Once. Then twice. She kept stroking. More pre-cum dripped from the head, pooling on the floor in front of her.

She broke her gaze only to study the thick trail hanging from my cock. Her lips parted. She stretched out her tongue and caught it midair

I watched the string of pre-cum break and collect on her tongue. She followed it upward with her mouth, till she reached the head of my cock. Her eyes slid back up to meet mine as she opened her mouth as wide as she could, and sunk down onto me.

I saw stars and my knees shook. My hand flailed to grab something, anything to support myself, and I managed to brace myself between the two walls.

I couldn’t believe the sight.

Amy’s lips stretched obscenely around my cock. She continued to pump me with both hands, saliva trickling from her mouth and coating my shaft. I could see her breathing through her nose, struggling to take more than the head in her mouth. 

Her cheeks hollowed. The thought entered my mind that she was sucking me. She wasn’t just placing me in her mouth and moving her head up and down. She looked like she wanted to inhale me. To drink me.

Suddenly, she let go of my cock and grabbed my ass cheeks with both hands. She pulled me toward her, forcing me deeper into her mouth. 

Her tongue caressed the bottom of my shaft as I hit the back of her throat. A half-moan, half-gurgle escaped her windpipe. The sound hit a switch inside me.

“Will??”

FUCK. NO. Holy shit. Faith’s voice echoed in the hallway, her steps approaching the door.

I grabbed Amy by the shoulders to pull her off me. She shook her head slightly, still holding me in her mouth. I felt her teeth graze my shaft.

Hands clasped on my ass cheeks, she swiftly maneuvered me 90 degrees so I was facing the bench. She rose slightly from her crouched position, and sat on the bench.

“Will, are you in there?” Faith knocked on the door. I could hear Amy was breathing through her nose, refusing to relinquish my cock.

I hesitated far too long. “Hey…” I finally managed weakly.

“Um, hi! Can I come in??” Faith rattled the locked handle. My heart jumped into my throat. I watched Amy quietly lift her feet from the floor so she was perched on the bench, legs crossed.

“I’m, um, trying something on.”

“Well, I want to see, show me!” 

I tried to steady my breath. “I’m just in my underwear right now, baby, I don’t want to flash the whole store.” 

“Will there’s literally no one around, just let me in!” Frustration creeped into her voice. 

Amy’s eyes narrowed at me. She looked almost angry. Slowly she dragged her mouth up the length of my shaft. My whole body twitched and she immediately sank back down on my cock.

“Fuck.” The word sprang from my mouth on its accord. 

“What??” Faith was taken aback.

The corners of Amy’s mouth twitched as she began to bob up and down on me again. 

I felt feverish. The orgasm I had been seconds away from was building in me again. An emulsion of fear, lust, and adrenalin took hold in my body.

I stumbled over my words, trying to save it. “Faith, can you—would you please just hang on one minute and let me put this on?”

Silence hung in the air. Amy moved faster on my cock. I cleared my throat to try to cover the sound.

Finally, Faith sighed, and stepped back from the door. “Whatever.” I heard her turn toward the other fitting room. “Hey, Amy!”

Amy grabbed my cock with both hands and extracted it from her mouth, pumping. Her eyes widened into an innocent expression. 

That was all it took.

I bit my tongue to stifle a groan, and I felt my whole body convulse. Cum launched from my cock like a canon, painting Amy’s face, her lips. She closed her eyes, reveling in it, then opened them again, watching my face as she continued to stroke more from me.

I thought I might pass out. My legs buckled underneath me, and my cock flung another rope across her tits. They shuddered and quaked in her corset, and the sight heaved one last torrent of cum from me, a flood this time, raining down her neck and dribbling down between her breasts.

Still, Amy pumped me. My body trembled and I shook my head, mouthing silently. It felt like my balls were being turned inside out. My vision went fuzzy and I gripped a clothes hook to try to stay upright.

“Will, fuck’s sake, where is Amy?” Faith was back at my door, knocking again.

“I…uh…ah.” The muscles in my face had apparently died. Through half-closed eyes, I watched Amy grip my cock with both hands and pat it on her outstretched tongue, smiling at me. “I don’t..know. I think she was—went to look for…different pants.”

I felt like I was slurring.

“Are you OK?” Faith sounded more annoyed than concerned.

“Yeah.” My voice was guttural. “Just…tired.”

I shut my eyes hard and opened them again. Amy sat prim and proper in front of me, covered in every ounce of stress, frustration and lust I’d held for the last two days. 

I should have been terrified. But in that moment I resigned to my fate. 

There was no way we were getting out of this. There was too much cum. Too much mess.

Faith sighed again, longer and more dramatic this time. “Fine! Jesus. I’m gonna go find Amy.”

Amy tilted her head down marveling at the deluge between her tits. She twirled two fingers through a long rope of cum draped across her cleavage, gathering as much as she could. She made sure I was watching as she sucked them into her mouth.

Faith’s footsteps receded back down the hall, fading into the distance, and Amy let out a quiet whimper as she let her fingers drop from her lips. She swallowed deep, a look of contentment on her face.

“You–you’re…” I was speechless. I collapsed on the bench next to her, obliterated.

Amy smirked and turned to look at herself in the mirror. Her smirk turned to a look of a shock. “Holy fuck, Will. There’s SO much.”

I nodded vaguely. My brain was mud.

Amy greedily scooped more cum from her face and tits, bringing her fingers to her mouth every few seconds to clean them. I watched her, delirious, as she hummed to herself. “Mm, thank you, Will.”

My cock staggered. The gratitude in her voice was so genuine.

Finally, she grabbed one of the crop-tops from Faith’s pile of clothes, and mopped up what was left on her neck and chest.

I didn’t even have the energy to protest as she cracked open the door and poked her head out to see if the coast was clear. Something in the back of my brain feebly registered how insane it was that she didn’t make me check instead. But she slipped out of the fitting room and across the hall to hers, shutting the door gently. 

The quiet click of the latch seemed to reverberate off the walls far more loudly than it should have. 

I buried my head in my hands. Failure. The word repeated on a loop in my mind.

I’d promised myself. Swore I wouldn’t let this happen. And somehow I’d just given up.

But then another thought began to take hold. Something I couldn’t shake, I couldn’t push back down. 

Better. What Amy had just made me feel was better than anything I’d ever felt with Faith…or ANYONE for that matter. I didn’t even know it was possible to cum that much. Or that hard.

But it didn’t matter. This was WRONG. I could never end things with Faith. I loved her far too much. And even if I did—if she ever found out about Amy, it would absolutely decimate her.

However much I had let things happen, I couldn’t let it go an inch further. This was it.

I recognized the sounds of Faith’s footsteps again.

“I have no idea where Amy went.” Faith said flatly.

“I’m right here!” Amy piped up. I heard her open the door. “Ta-da!” She paused. “Wait…were you looking for me?”

“Amy, I just—“ The irritation was palpable in Faith’s voice, but I heard her hesitate. “I…think we just missed each other.”

I finally pushed open my door. I was still sporting the blue henley, and I’d pulled on the second pair of jeans Amy had found me.

Faith looked over at me, “About damn ti—oh, whoa. Baby, you look…really good.”

“Thanks,” I croaked. 

Faith turned her attention back to Amy, who had somehow portaled herself into a skintight, sparkly black bodysuit. She twirled for Faith. “What about me, hmm?”

“Yeah, wow. I mean, you both do.” She peered closer at Amy. “Actually, Amy, for some reason your skin looks incredible right now.”

“Yeah??” Amy pretended to be bashful and fanned her face.

“Yes, girl! You’re, like…dewy. You look amazing.”

“Oh, my god, thank you!” Amy skipped to the large 3-way mirror next to us at the end of the hall and turned side-to-side, examining her reflection.

Faith nodded, “Yeah, whatever you’re doing—keep doing it.”

Amy glanced at the mirror to her left and caught me watching her in the reflection. She stared at me, and she licked her lips.

“Oh, I will.”

I could feel the pavement cooking the soles of my shoes, and my shirt stuck to my back, a matted mess. Amy and Faith seemed immune to the 90-degree day, chattering away like kids. How had I let them talk me into this?

The last 24 hours had been a blur. The only thing clear in my mind were images of Amy. 

Amy. Her silhouette cutting through the midday sun in her kitchen. Her hand plunging into the front of her pajama bottoms, fingers working at a breakneck pace. Her pussy juice soaking through the thin fabric, painting an abstract fresco between her legs. My hand holding on to my cock for dear life, trying to stop myself from bursting at the sight. All the while knowing that the physical distance between us was the only thing keeping me from doing something much, much worse.

When I’d gotten off the phone with Amy, I’d realized Faith had texted me about sleeping over at my place that night. I was drowning in shame and rationalization. I texted her back immediately saying yes, and offered to cook her dinner.

She came straight over from work at 8 pm, and immediately climbed into my bed with her laptop. I stood at the stove, stirring garlic in a pan, trying to convince myself I was a good partner to her. But she seemed unconcerned either way–when I walked into my bedroom with her dinner, she was fast asleep with her computer still on her lap.

The next morning I’d tried to find a way to back out of the shopping the three of us had planned, but Faith had snapped at me that I was being flaky.

Her words circled around my head. “Amy’s been really lonely, Will. She needs more friends, people in her life she can rely on.”

I searched for a defense, but she continued. “Amy’s been there for me to an insane degree this year. And if she’s there for me, that benefits both of us. But if you make her feel like the two of you are only friends because she and I are friends, that’s gonna make her really sad.”

I’d just nodded. What else could I do?

Now it was late morning. The crowds on the street were locked in battle with the sun to see who could generate more heat. 

Faith was wearing a tank top and tight jean shorts that showed off her ass, but Amy was dressed even sluttier, if that was possible. She’d chosen a white blouse and ruffled schoolgirl skirt that seemed to turn the heads of every person who walked past. 

Together, Faith and Amy bounced through the throngs of people, sending my defensive instincts off the charts. The girls seemed oblivious as I scanned the crowd ahead. I started at the sound of Faith squealing.

“Oooo, this is CUTE.”

Faith and Amy had stopped in front of a thrift shop. Vintage clothes lined the windows, and the colors were genuinely beautiful. My film editor brain logged the storefront as a potential future location.

“We HAVE to try on some pieces!!” Amy shook Faith’s hand excitedly. 

I pulled the door open and we walked in to find a massive space that belied the six by six window in front. Inside, it was closer to a small warehouse, and I tried to wrap my brain around the optical illusion I’d just experienced.

The aisles hummed with the energy of fellow 20-somethings looking for something special on their day off. The girls skipped to a rack and cooed, smitten with the clothes. 

I wandered several feet behind them, relishing the A/C and the break from the masses outside. I was dubious there was anything here I could wear.

“William, LOOK at this.” Faith called over to me, holding up a dress up to Amy’s torso. It looked straight out of a brothel in the Old West.

I tried to keep my voice even. “That’s…that’s pretty cool.”

“OK, but wouldn’t she look SO hot in this?” Faith looked at me insistently. Amy’s eyes twinkled. I was trapped.

“Totally.” My jaw was set. 

“Oh, my gosh, you’re such a downer! Can you try to be enthusiastic?” she retorted.

Amy saw my expression and jumped in, “It’s OK, Faith. Honestly, I don’t think I’d buy this unless I had someone to absolutely rail me in it.” 

Faith giggled, but Amy’s eyes bored into mine and she sighed dramatically. “Alas…”

I tried to redirect the conversation. “Sorry, baby, I do think it’s really awesome! Are you gonna try on any stuff for yourself?”

“Obviously,” Faith rolled her eyes. “We’re just getting started!”

She grabbed my arm, draping the dress over it, and began flipping through the rack. Amy’s eyes flitted toward me, and she sidled over.

“I’m just gonna squeeze by you here, Will.” I backed up to make room for her and she slid in front of me, brushing her ass against my crotch. I tried to back up more, and she arched her back and bent her knees ever so slightly, somehow finding the bulge of my cock in my jeans, and rubbing down the length of it.

“Fuck!” I stumbled backwards catching myself on the rack behind me, and the horizontal metal pole bent under my weight.

Faith turned around. “William!” She snapped. “What are you doing??”

I tried to gather myself as Amy continued down the aisle to my left, glancing back at me with an eyebrow raised and that fucking smirk. “Tripped,” I muttered. Faith shook her head.

The next half hour continued much the same, with Faith and Amy piling more and more clothes into my arms. Every few minutes, Amy managed to find an excuse to brush past me, her hands finding my stomach or my upper thigh to help herself by. The aisles seemed to be getting steadily narrower as the clothes got heavier and my cock got harder.

Finally, mercifully, Faith announced, “I think we should hit the dressing rooms!”

The fitting rooms were all the way at the back of the store, a long hallway with doors lining either side. A bored looking associate with a septum ring counted our items, gave up halfway through, and walked us to two rooms across from each other at the far end of the hallway.

Faith and Amy each disappeared into one and I was left in the middle of the hallway, questioning my life choices. 

I collapsed into a chair just outside Faith’s room. Across from me I could see Amy’s feet as she slipped out of her sneakers. Her toes arched and I saw her skirt fall to the floor.

Fuck. If I was being honest, I had never quite understood the foot fetish thing–but out of nowhere I was gawking at this girl’s feet, imagining my dick between them. 

I shook my head, trying to clear it, and reached for my phone. Surely someone on the internet was doing something interesting.

I heard creaking across from me and looked up to see Amy’s fitting room door hadn’t fully latched. It was inching open slowly, and I could see a sliver of the mirror in front of her.

My breath caught in my throat as the door drifted open another inch. Amy was fully naked except for her panties. 

She cupped her breasts in both hands, lifting them in the mirror, and then letting them slide from her fingers. I watched them bounce ever so slightly, and my eyes traveled down the lines of her stomach, to the crease where her hips met her legs.

My eyes drifted back up and suddenly she met my gaze. I froze, mortified. 

Amy smiled at me, and then turned slowly and bent over to pick something off the bench next to her. The way her panties bit into the curve of her ass made me want to leave teeth marks on her cheeks.

I heard the latch behind me jiggle and I jumped. Faith swung open the door of her fitting room and I spun to face her. “Hey, baby, I–”

Faith was staring at her phone, annoyed. 

“God dammit, I keep getting work calls.” She shook her head in frustration. “I have to step out, the music is too loud in here.”

She stepped past me and I momentarily panicked. But the door to Amy’s fitting room had magically closed.

Faith knocked. “Hey, girl, got anything good in there?”

Amy opened the door looking shy. She was wearing the first vintage dress Faith had picked out. My stomach dropped.

“Holy shit, girl. I’m telling you, you need to get that.” Faith snapped her fingers. 

“I don’t know…” Amy trailed off, but she smiled at me over Faith’s shoulder.

Faith held up her phone. “Work called me like three times, I have to go outside and call them back.”

Amy grinned and gave a little salute as Faith turned heel. Halfway down the hall, Faith called over her shoulder, “And for god’s sake, help Will find something!”

I stood there wishing I could find a clothes rack big enough to hide in.

“Need some help there, partner?” Amy had materialized at my side, gazing up at me. The corset was pushing her tits up to a ridiculous degree, and I could see straight down her dress.

I tried to avoid her gaze and motioned toward the end of the hall. “I guess I gotta get some new clothes, so I should probably go find the men’s…”

Amy’s demeanor changed, and she spoke quietly, “I don’t know what her problem is, I think you look great.” She tugged gently on the sleeve of my white t-shirt. “This shows off your arms really nicely.” She glanced down, “Though I will say, those jeans look a little tight.”

As she spoke, her fingers brushed my bicep and sent an electric shock through my body. I tensed and shifted backward. Amy’s body so close to mine was dangerous.

Her eyes narrowed. “Whoa, whoa. Why does it feel like you’re trying to get away from me right now? That doesn’t make me feel very good.”

“Amy, I’m just–” I was about to snap. I stopped and took a deep breath. “I think I’m just stressed.”

Her gaze softened again. “I feel like you’re upset. But I think, maybe…not at me?”

My walls crumbled. I finally let my eyes meet hers. I couldn’t reconcile everything that had happened in the last three days with how pure and well-intentioned she looked in that moment.

“Will,” she said. “Why don’t you just let yourself have a good time for a minute? You don’t have to listen to, like, some voice in your head telling you how you should or shouldn’t be.”

“I don’t know what you mean.” I shoved my hands in my pockets and looked away.

“Look. Let’s just go out there for a second. Let me help you pick out a couple pairs of pants and a couple shirts, and maybe we’ll find something fun that you actually like, OK?”

I stood silent for a moment. Then I gave a small nod. She beamed and grabbed my arm with both hands, pulling me towards the clothes. Amy chirped, “We’re coming back to those rooms!” as we passed the sales associate, but they were immersed in their phone.

After a few minutes among the racks, I realized the difference between shopping with Faith and shopping with Amy. I was actually having fun for once.

There was no pressure to fit someone else’s idea of how I should look. Amy held up piece after piece, describing in vivid (and sometimes scathing) detail each kind of person she thought might wear it. A vast array of characters and archetypes seemed burned into her consciousness. She poked fun of some of them, but many of them she spoke of affectionately, half-fantasies she’d spent her life getting to know.

Was this side of her always there? For a moment I had the thought that she was the inverse of Faith–rather than a natural entertainer and people-pleaser who turned brusque when we were alone, Amy was acerbic in crowds, “scary” according to Faith’s other friends. But here now, just the two of us, I found myself reveling in her sweetness.

By the time we’d found a few potential fits for me, we were both laughing and I’d almost let myself forget my frustrations with Faith. We made our way back down the long hallway, Amy still in her dress. 

I stepped into the fitting room where Faith had left her things, set the clothes down on the bench, and turned to close the door—only to find Amy standing in front of me. She stared up at me and clicked the lock behind her.

“Show me,” she commanded, pointing her finger like a duchess. 

“Amy…” I chuckled nervously.

“Will, it is my responsibility to help you find something you like. How can I do that if I’m not here to watch you?”

I sucked in my breath. She was standing so, so close. 

“OK, just… Turn around?”

She sighed dramatically and rolled her eyes. “Whatever.” She turned toward the wall half-heartedly.

I peeled off my t-shirt first, and grabbed one of the button-downs from the pile. I barely had it over my shoulders when Amy turned back to me.

“Oooo, I like this.” She grabbed the plackets and pulled the shirt together, carefully beginning to button it from the bottom up.

I opened my mouth to protest, but gave up. Her fingers brushed my stomach and her eyes wandered from the shirt buttons to my chest.

“You, um…” For once, Amy was the one searching for words. She bit her lip. “You might not fit into this.”

“Honestly, I think you might be right.” I watched her fingers pause on the third button.

“I don’t think I realized how hard you’ve been hitting the gym.” She gawked for a second longer, then made to fasten the next button, but the shirt strained tight across my chest. 

Looking back up at me, she stifled a laugh. “Ok, so not this one!” Her fingers moved back down my stomach, undoing the shirt far more quickly than she’d buttoned it. She reached up and peeled it from my shoulders. 

I tried to protest, “Amy, you don’t have to–” but she already had it off me and tossed it to the bench.

She stood back, admiring her handiwork. “Ok, next!”

I grabbed a henley from the pile and pulled it on before she could offer to help. Her eyes lit up.

“Ooo, wait, I really like this one.”

I turned to the mirror. OK, damn. It actually looked great on me. The fabric draped off my chest and shoulders, loose-fitting, but still outlining my muscles in a way that seemed effortless.

“You know this might be the first time I’ve ever tried on a shirt and felt, um…hot?” I admitted sheepishly.

“Will. What?” Amy looked genuinely angry for a moment, and I was taken aback.

“I–I just mean–” I was confused. Had I upset her?

“That’s fucked up.” She said flatly.

“Sorry, I don’t–”

“You are so fucking hot.” She glared at me as if she was daring me to disagree. I was silent, and she continued, “Like ridiculously, fuckably, dangerously hot. How have you never felt hot?”

“I don’t know, we live in LA, everybody here is a model! I’m just some nerd from Oregon who’s into cameras.”

She shook her head, still visibly upset. “You sound so dumb right now.” 

“What??” 

“That’s not what I–” Amy stopped herself. “What I’m trying to say is that someone should be telling you every fucking day how sexy you are. Until you fucking believe it.”

I had never experienced the sensation before of my heart melting and my dick getting hard at the same time.

I sat down on the bench. I didn’t know what else to do. I felt defeated, turned-on, and nervous all at once. And I was scared for her to see any of it.

“Sorry if that got…corny.” Amy was watching me, trying to read my expression. Then her eyes fell to the pile of clothes, and she grinned. “OK, now pants!”

I burst out laughing. I couldn’t help it. 

“You’re so excited,” I said. “You’re never like this.”

“Don’t always have something worth being excited about.” Her grin was mischievous.

“OK, OK,” I said. “Turn around again.”

She tossed her hands in mock frustration and turned halfway toward the wall.

“All the way,” I said.

“Rude,” she replied and dramatically placed a hand over her eyes to shield them.

I sighed and unbuttoned my jeans, carefully fishing my rock-hard erection from the leg, then prising them the rest of the way off. 

I grabbed the first pair of slacks from the top of the pile, and pulled them on as quickly as I could.

I glanced in the mirror. Jesus. I had them halfway over my ass and my cock was keeping them from going all the way up. I tried to adjust and push my shaft down against my thigh, but the thin wool made it look even more absurd.

“Why are you making me wait??” Amy whined, and she whipped back around, dropping her hand from her eyes.

“Amy, wait–” I tried to yank  my shirt down to cover my crotch but it was too late.

“Oh, they’re so nice–OH.” Her mouth dropped. “Wow, that’s just–” She sucked in her breath, trying to keep a straight face, “...and I thought your jeans were tight.”

I tried to pull myself together. “Right, OK, so not these.”

Amy hesitated. “Wait, I mean, they do look good, though.” She stepped toward me. “Let’s just get them all the way up.”

Before I could say anything, she had a hand on either side of my waistband, tugging the pants up inch by inch.

“Amy, shit.” I reached for my hard-on with a pained expression on my face.

“Oh, my god!” She looked down. “I’m so sorry, I didn’t mean to.”

Suddenly both her hands were on my erection, cupping it as if to keep it safe. She clutched it gently and curled her fingers around my shaft.

“Fuck,” I groaned. “Amy, that’s…”

“Sorry, sorry!” She stepped back. “I just–it was instinctual.”

I was pulsing from her touch, but I tried to shake it off. 

Amy had her hand over her mouth. I couldn’t tell if she was embarrassed or laughing. She flicked open her phone, and before I could react she took a picture.

“Amy, what the fuck??” I was on the edge of freaking out.

“No, but they do look really good, Will!” She waved me backwards. “Just let me get a picture for reference.”

“Amy, we can’t, I’m–look at me!” I whispered loudly, motioning to my crotch.

“I’m looking,” she smirked. “Relax, it doesn’t even come through in the picture.”

I paused, trying to decide if I should be offended. Amy snapped another picture.

“You should definitely get dress pants like these in the future,” she insisted. “Maybe just a size up…”

“Fine.” I kneaded my forehead. “Can I please just take these off?”

Amy nodded. But instead of turning to the wall, she dropped to a crouch in front of me, curled her fingers into the top of my waistband, and yanked straight down.

My pants dropped to my knees, and my erection sprung fully out from the bottom of my boxers and hit Amy square in the face. She gasped at the impact.

“Fuck!” I jumped back, stammering an apology. “I’m sorry!! That was–

Amy’s hand moved like lightning. She reached up and grabbed my throbbing hard-on where it stuck out from the leg of my boxers, putting a finger to her lips. “Shhh,” she whispered.

I didn’t move a muscle. Amy’s hand was wrapped around my shaft. Her fingers rested on the large vein that ran along the top of my dick, and her thumb pressed gently into the underside of my head. She was staring at my length, face red where it had hit her cheek, holding me tight. 

I couldn’t believe it. Images I’d tried to scrape from inside my brain were coming to life in front of me, whether I liked it or not.

She lifted my bare cock upward and turned it slightly to the side, inspecting it. 

“Holy shit,” she muttered and her eyes followed the slight curve of my shaft to my head. It was leaking pre-cum.

“Fuck, Will.” She looked up at me. “Feeling it through your pants does not do it justice. Now I understand why Faith was struggling.”

My face fell. Amy saw it, and immediately she looked guilty.

“I didn’t mean it like that. I promise.”

I clenched my jaw.

“Will, you have to understand. I…I think your cock is beautiful.”

Beautiful? I blushed, and my cock grew harder in her hand.

Amy felt me swelling. “Jesus fucking Christ.” She murmured. “Will, anyone who’s complaining about this is looking a gift horse in the mouth.”

Still embarrassed, I tried to yank my underwear back over my erection. This needed to stop now. Before it got any worse.

Amy clutched me harder, and a look of desperation crossed her face. 

She brought her other hand up and rested it on my stomach. “Will, please. I’m sorry. Let me show you. Let me show you how you should be worshiped. Please.”

My brain was screaming at me. This is it. You can’t come back from this. If you let this happen, there’s no world where you can explain it away.

I could feel the adrenalin in my stomach. Amy’s eyes were searching mine. 

“Look, just–please just let me just take care of this for you. We literally can’t have you walking around in the store like this.” She waved frantically toward the door. “You’re going to get arrested.”

I couldn’t speak. She had been teasing me, groping me, provoking me for hours, days at this point. My brain was a lust-fueled haze.

I watched as Amy brought her other hand to my cock and wrapped her finger around the base of the shaft. She tightened her grip, and we both groaned as a long trail of pre-cum poured from my tip. 

She spoke softly, deliberately.. “If it doesn’t feel good…you can tell me to stop.” 

She peeked up at me shyly, and began to massage my dick slowly with both hands, from the base to the head. 

Once. Then twice. She kept stroking. More pre-cum dripped from the head, pooling on the floor in front of her.

She broke her gaze only to study the thick trail hanging from my cock. Her lips parted. She stretched out her tongue and caught it midair

I watched the string of pre-cum break and collect on her tongue. She followed it upward with her mouth, till she reached the head of my cock. Her eyes slid back up to meet mine as she opened her mouth as wide as she could, and sunk down onto me.

I saw stars and my knees shook. My hand flailed to grab something, anything to support myself, and I managed to brace myself between the two walls.

I couldn’t believe the sight.

Amy’s lips stretched obscenely around my cock. She continued to pump me with both hands, saliva trickling from her mouth and coating my shaft. I could see her breathing through her nose, struggling to take more than the head in her mouth. 

Her cheeks hollowed. The thought entered my mind that she was sucking me. She wasn’t just placing me in her mouth and moving her head up and down. She looked like she wanted to inhale me. To drink me.

Suddenly, she let go of my cock and grabbed my ass cheeks with both hands. She pulled me toward her, forcing me deeper into her mouth. 

Her tongue caressed the bottom of my shaft as I hit the back of her throat. A half-moan, half-gurgle escaped her windpipe. The sound hit a switch inside me.

“Will??”

FUCK. NO. Holy shit. Faith’s voice echoed in the hallway, her steps approaching the door.

I grabbed Amy by the shoulders to pull her off me. She shook her head slightly, still holding me in her mouth. I felt her teeth graze my shaft.

Hands clasped on my ass cheeks, she swiftly maneuvered me 90 degrees so I was facing the bench. She rose slightly from her crouched position, and sat on the bench.

“Will, are you in there?” Faith knocked on the door. I could hear Amy was breathing through her nose, refusing to relinquish my cock.

I hesitated far too long. “Hey…” I finally managed weakly.

“Um, hi! Can I come in??” Faith rattled the locked handle. My heart jumped into my throat. I watched Amy quietly lift her feet from the floor so she was perched on the bench, legs crossed.

“I’m, um, trying something on.”

“Well, I want to see, show me!” 

I tried to steady my breath. “I’m just in my underwear right now, baby, I don’t want to flash the whole store.” 

“Will there’s literally no one around, just let me in!” Frustration creeped into her voice. 

Amy’s eyes narrowed at me. She looked almost angry. Slowly she dragged her mouth up the length of my shaft. My whole body twitched and she immediately sank back down on my cock.

“Fuck.” The word sprang from my mouth on its accord. 

“What??” Faith was taken aback.

The corners of Amy’s mouth twitched as she began to bob up and down on me again. 

I felt feverish. The orgasm I had been seconds away from was building in me again. An emulsion of fear, lust, and adrenalin took hold in my body.

I stumbled over my words, trying to save it. “Faith, can you—would you please just hang on one minute and let me put this on?”

Silence hung in the air. Amy moved faster on my cock. I cleared my throat to try to cover the sound.

Finally, Faith sighed, and stepped back from the door. “Whatever.” I heard her turn toward the other fitting room. “Hey, Amy!”

Amy grabbed my cock with both hands and extracted it from her mouth, pumping. Her eyes widened into an innocent expression. 

That was all it took.

I bit my tongue to stifle a groan, and I felt my whole body convulse. Cum launched from my cock like a canon, painting Amy’s face, her lips. She closed her eyes, reveling in it, then opened them again, watching my face as she continued to stroke more from me.

I thought I might pass out. My legs buckled underneath me, and my cock flung another rope across her tits. They shuddered and quaked in her corset, and the sight heaved one last torrent of cum from me, a flood this time, raining down her neck and dribbling down between her breasts.

Still, Amy pumped me. My body trembled and I shook my head, mouthing silently. It felt like my balls were being turned inside out. My vision went fuzzy and I gripped a clothes hook to try to stay upright.

“Will, fuck’s sake, where is Amy?” Faith was back at my door, knocking again.

“I…uh…ah.” The muscles in my face had apparently died. Through half-closed eyes, I watched Amy grip my cock with both hands and pat it on her outstretched tongue, smiling at me. “I don’t..know. I think she was—went to look for…different pants.”

I felt like I was slurring.

“Are you OK?” Faith sounded more annoyed than concerned.

“Yeah.” My voice was guttural. “Just…tired.”

I shut my eyes hard and opened them again. Amy sat prim and proper in front of me, covered in every ounce of stress, frustration and lust I’d held for the last two days. 

I should have been terrified. But in that moment I resigned to my fate. 

There was no way we were getting out of this. There was too much cum. Too much mess.

Faith sighed again, longer and more dramatic this time. “Fine! Jesus. I’m gonna go find Amy.”

Amy tilted her head down marveling at the deluge between her tits. She twirled two fingers through a long rope of cum draped across her cleavage, gathering as much as she could. She made sure I was watching as she sucked them into her mouth.

Faith’s footsteps receded back down the hall, fading into the distance, and Amy let out a quiet whimper as she let her fingers drop from her lips. She swallowed deep, a look of contentment on her face.

“You–you’re…” I was speechless. I collapsed on the bench next to her, obliterated.

Amy smirked and turned to look at herself in the mirror. Her smirk turned to a look of a shock. “Holy fuck, Will. There’s SO much.”

I nodded vaguely. My brain was mud.

Amy greedily scooped more cum from her face and tits, bringing her fingers to her mouth every few seconds to clean them. I watched her, delirious, as she hummed to herself. “Mm, thank you, Will.”

My cock staggered. The gratitude in her voice was so genuine.

Finally, she grabbed one of the crop-tops from Faith’s pile of clothes, and mopped up what was left on her neck and chest.

I didn’t even have the energy to protest as she cracked open the door and poked her head out to see if the coast was clear. Something in the back of my brain feebly registered how insane it was that she didn’t make me check instead. But she slipped out of the fitting room and across the hall to hers, shutting the door gently. 

The quiet click of the latch seemed to reverberate off the walls far more loudly than it should have. 

I buried my head in my hands. Failure. The word repeated on a loop in my mind.

I’d promised myself. Swore I wouldn’t let this happen. And somehow I’d just given up.

But then another thought began to take hold. Something I couldn’t shake, I couldn’t push back down. 

Better. What Amy had just made me feel was better than anything I’d ever felt with Faith…or ANYONE for that matter. I didn’t even know it was possible to cum that much. Or that hard.

But it didn’t matter. This was WRONG. I could never end things with Faith. I loved her far too much. And even if I did—if she ever found out about Amy, it would absolutely decimate her.

However much I had let things happen, I couldn’t let it go an inch further. This was it.

I recognized the sounds of Faith’s footsteps again.

“I have no idea where Amy went.” Faith said flatly.

“I’m right here!” Amy piped up. I heard her open the door. “Ta-da!” She paused. “Wait…were you looking for me?”

“Amy, I just—“ The irritation was palpable in Faith’s voice, but I heard her hesitate. “I…think we just missed each other.”

I finally pushed open my door. I was still sporting the blue henley, and I’d pulled on the second pair of jeans Amy had found me.

Faith looked over at me, “About damn ti—oh, whoa. Baby, you look…really good.”

“Thanks,” I croaked. 

Faith turned her attention back to Amy, who had somehow portaled herself into a skintight, sparkly black bodysuit. She twirled for Faith. “What about me, hmm?”

“Yeah, wow. I mean, you both do.” She peered closer at Amy. “Actually, Amy, for some reason your skin looks incredible right now.”

“Yeah??” Amy pretended to be bashful and fanned her face.

“Yes, girl! You’re, like…dewy. You look amazing.”

“Oh, my god, thank you!” Amy skipped to the large 3-way mirror next to us at the end of the hall and turned side-to-side, examining her reflection.

Faith nodded, “Yeah, whatever you’re doing—keep doing it.”

Amy glanced at the mirror to her left and caught me watching her in the reflection. She stared at me, and she licked her lips.

“Oh, I will.”

Amy’s lips parted to let out a moan. She stroked me faster. In my haze I realized she was mouthing words at me, but I couldn’t make them out. Her left hand wrapped around the base of my shaft, so she could pump me with both hands. She kissed the underside of my head and then stared at my cock with a determined look on her face. The whisper came from her mouth again. “I’m taking it all. I’m taking it all.” My balls drew tight to my body. I felt a hand on my shoulder and realized Faith was standing over me, shocked, staring down at Amy. But the orgasm had already started in me, I couldn’t stop the cum as it was forced from my body, splashing against Amy’s outstretched tongue, as she-

Ping. PING. My phone was insistent. I rolled over to look at the screen and squinted at the sunlight singeing the edges of the curtain.

11:15. Shit. How had I slept so late? I couldn’t remember the last time my body hadn’t woken me up by 7am.

I tried to grasp the last tendrils of my dream as they slipped from my mind. I felt the guilt flare in my chest.

I took a deep breath and closed my eyes, searching again for my phone lost in the covers. I needed something, anything to distract me. I found it and brought it to my face, searching for whatever notification had shaken me awake.

I had three texts. One was from Faith. I read the preview, “hey baby, left for work and I’m-” but didn’t open it. 

The second was from my client. Again, I skimmed the preview, “Hi, Will. Loving the latest draft but-” I rolled my eyes and scrolled to the next notification. 

Amy. The preview just said “Attachment: 1 Photo”.

What the fuck was this? My hand shook as I opened the text. 

The photo was a mirror selfie. Amy was turned away from the mirror at an angle, her right hand holding her phone up over her shoulder. She was shirtless, and her left hand rested across her breasts, leaving her curves still visible in profile. I felt my cock immediately stiffen and I shot a nervous glance at the bedroom door.

Three bubbles appeared. She was typing. Then ping. 

“You’re too strong!!! 😅” I swallowed and looked closer at the photo. Dark bruises had formed on both of her shoulders where I had massaged her last night. Jesus Christ, did I do that?

My thumbs moved fast across the screen. “Fuck, I’m sorry!”

The response came immediately. “It’s OK, it felt good ☺️” 

Then another text. “I needed that. And I’m gonna need you to do it again soon.”

Fuck fuck fuck. I needed to find a way out of this. I typed slowly, choosing my words carefully.

“I’m glad it felt good. I think maybe next time we keep it to movie-watching just to be safe.”

Send. I stared at the text. 30 seconds went by. Nothing.

Maybe that was it?

…or maybe she was planning how she would tell Faith. Maybe she’d realized how fucked up this situation was and that it was time to come clean. 

I didn’t know what was worse, the idea of telling Faith, or the idea of having to keep this secret forever.

Ping. 

“Did we do something you didn’t like?”

Of course. What a great question. It was like she was daring me to say out-loud what had happened. Daring me to put it in writing.

“i just never want to cross a line and make anybody uncomfortable!” My thumbs trembled from the adrenalin pumping through my veins, and I couldn’t tell if it was fight, flight, or fuck.

The response came fast again this time “Men always sexualize everything 🙄”

God fucking dammit. What?? Where was she coming up with this? What could I even say to that?

My phone pinged again. “You didn’t answer my question. Did I do a good job? Did I make you feel good too?”

All I could hear was the blood pounding in my ears. I tensed, as if to throw my phone across the room. But my arms were paralyzed. 

My fingers betrayed me, tapping the keyboard. Three letters.

“yes”

Ping. “Good :)”

I closed my eyes and buried my head in my pillow. 

I could feel the lust in my stomach crashing against the guilt in my chest. Waves carving out an immovable stone mountainside.

My phone pinged again and I opened my eyes.

“So are you gonna make me feel guilty for sending that photo too?”

The photo. God help me. I scrolled back up and looked at it again. My cock throbbed insistently against my leg. 

“No, of course not. Sorry I’m being weird.” I felt helpless, and yet simultaneously positive this was all my fault.

“It’s all good :)”

Her little smiley faces. Why did they look just like her self-satisfied smirk?

Suddenly my phone was ringing in my hand. “FACETIME - Amy”.

I lay there petrified, staring at it in my hand. Finally on the fifth ring, I answered.

“Hey…” I held the phone close so only my face was showing.

“Oh my god, finally–wait, why are you in the dark right now??” Amy giggled. She was wearing the thinnest of white tank tops and pajama bottoms, standing in her kitchen. The midday sun streamed through her windows and made her skin look like it was painted with gold leaf.

She looked closer at her phone. “Will. Are you still in bed?”

 “…Yeah.” I admitted sheepishly.

“Willlll, you slept so late!!” 

The way she stretched out my name did something to my stomach. I flashed back to last night. She had said savored the word “fucking” the same way.

“What got you so sleepy?” She grinned triumphantly.

“Nothing, I-“

“I mean, I will say you went in on my shoulders.” Her eyes flashed. “You earned that rest.”

She rested her elbows on the counter, leaning forward so her tits pressed together. 

I tried not to react. Why did her body look wet? Was she sweating, or had she just showered? 

Images took over my brain—Amy stroking me, my cum raining down on her skin and mixing with the sweat from her exertion.

No. NO. STOP.

I shook my head. “Nah, it was…it was nothing.”

“Oh, so you’re saying it was MY massage that put YOU to sleep?” Her hand lazily trailed up to her shoulder, then down across her chest.

I was at a loss for words. I shook my head vaguely.

Her face went serious. “Look. I called because I wanted to talk to you about something.”

Oh, god. Here it was. 

She was going to tell Faith. 

I had taken advantage of her in a vulnerable moment. My life, my relationship flashed before my eyes.

“Amy–“

She held her hand up. “Before you say anything, Will. I just want you to know I felt really taken care of last night.”

What? I saw my dumbfounded expression in the camera and tried to pull myself together.

“Look, I was really honest and vulnerable with you last night and you didn’t make me feel weird or embarrassed about it. And I just…I want it to stay that way.” 

She suddenly looked as if she might cry. “I just don’t want anything I share with you to ever change the way you see me.”

I nodded stupidly, pretending I had any clue where this was going.

She paused, looking at the floor. “I feel like you get me. Like you see me. Faith’s been an incredible friend to me. And now…now I feel like you and I are getting close too. And like I can share things with you. Stuff I haven’t even shared with Faith. And that’s really special, and I want you to know I treasure that.”

Her words circled around me, hugging me like a cobra. Squeezing the fear from my heart.

“Does that make sense?” She looked back up, searching my face for answers.

“I…I think so?” I swallowed.

“I’m just saying, like, it’s OK if some things are just between us, you know?”

I nodded again. What else could I do? She had Faith’s ear, her trust. 

I was at Amy’s mercy.

She continued, “Since my break-up it’s been so hard to find people I feel like I can be myself around. Let alone men. Is that…is that weird?”

“No! Of course not!”

It was a relief, something I finally had an answer to. I knew what it was like to feel alone, even surrounded by friends.

Still, I hesitated. “I just want to make sure I’m…I’m being respectful.”

Amy laughed. It sparkled off the walls of her kitchen and vibrated my phone’s speakers. 

“Will. You are the most respectful man I have ever met. I daresay you could stand to be a little more disrespectful sometimes.”

I was bemused. “I have no idea what that means.”

She smiled at me, “Oh, I know you don’t.” Her tone was soothing, reassuring. 

I could breathe again. The anxiety was still there, but now just an extra in a cast of emotions.

“Thank you for letting me confide in you.” Amy sounded so warm and genuine, I almost forgot what had triggered the conversation.

“That bed looks soo comfy.” She straightened and stood back up, stretching her arms over her head. The fabric of her shirt stretched across her nipples, and for a moment I glimpsed the curve of the underside of her breasts. 

I tried to focus. Small talk. 

“Honestly, this new mattress is problematically comfortable.”

“I believe that,” she sighed. “Makes me miss cuddling.”

“Well…” I trailed off. “I can send you a link for the mattress.”

She laughed and rolled her eyes. “Can you send me a link for a professional cuddler?”

“Damn, top-tier occupation,” I smirked. We were riffing now, it felt good. “Wonder if that’s a real thing.”

“Well, If it was, I know you’d make a killing.” Her voice turned sly again.

I let myself bite. “You think so?” 

I was an idiot. A weak idiot.

“Oh, absolutely. I would pay good money for what Faith gets every day. She’s a lucky girl.” 

“Actually…” I paused. “Never mind.” 

Her curiosity piqued. “Oh my god, Will. Don’t do that. What?”

I shook my head. “No, I- I don’t know what I was gonna say.”

“Will, if you don’t tell me what you were going to say right now, I will literally drive over there and END you.”

I laughed, trying to ignore the mental image of Amy in her sleepwear bursting through my door and jumping into my bed.

“Yeah…right,” was all I could manage.

She swiped her phone off the countertop. I heard her keys jingle and she made to walk from the kitchen.

“OK! OK, damn.” I protested.

She slowed, looking down at her phone. “Well?…”

“It’s not that big a deal. I just…I was just going to say Faith isn’t really a cuddler. She’ll fall asleep pretty much anywhere but on me.”

“Oh…” Her eyes turned gentle. “I’m sorry, Will, I didn’t mean to press.”

Her sympathy was too much. “No, it’s OK. Really. It’s not something I have, like, a problem with.”

“Still.” She bit her lip and leaned back against the wall, slowly sliding down until she was sitting on the floor. “You deserve to have that.”

“It’s…like I said, it’s not a big deal.”

“Will.” She repeated my name, and let it linger for a moment in the air. She stared at me through the phone, and I could feel her eyes burning through my lie. 

She let out a sigh and pursed her lips. “Now I feel bad. Like I should still come over there after all. Just so I can give you that.”

My stomach flipped, and I felt myself getting hard again under the covers. I grabbed myself instinctively and squeezed.

She was silent, looking back at me, waiting for my answer.

“That’s really-” I searched for the words. I couldn’t make her feel rejected, but I couldn’t allow this to go further than what had already happened.

“That’s really nice of you to say. But I absolutely HAVE to be productive today. And I’ve already spent way too many hours in bed today.”

She nodded, “Valid.” I could see her mind turning. “I totally get that, honestly. When I was still with Caleb, I felt like cuddling made me so unproductive.”

“So, you get it.” I smiled, relieved she was taking the “no” well.

“Yeah,” she continued, “And you know a really good cuddle, you’re just lying there getting horny, and then you need to do something about it, and then you cuddle again after, and then you’re horny again, and it just turns into this vicious cycle.” The words spilled out of her faster as she went on.

I felt my cheeks flush at the thought of her “doing something about it.” I gripped myself harder under the sheets, as if it would choke the thoughts rushing into my mind, but they only came faster. Amy, rubbing her ass up against me. Wrenching her white top off, my mouth on her dark nipples. Her endless endurance, draining me over and over again, leaving me slick in her juices. 

She sighed again and smiled. “That’s just in a relationship, obviously. If you ever want a platonic cuddle, I’d love to be there for you.” She shifted, hugging her knees to her chest. She seemed to have an encyclopedic knowledge of ways to show off her tits without looking like she was trying.

If I shut this down, I ran the risk of upsetting her. I had to find a non-commital way of leaving this open-ended.

“Maybe I’ll take you up on that sometime.”

She beamed. “Good.”

Aaaand too enthusiastic. I’d waltzed right into the trap.

She hugged herself harder, her tits pushing upward more. For some reason, I found myself imagining her in a Victorian-style corset and stockings. I closed my eyes but it only made the image more vivid.

“God, I’m so horny.”

My eyes snapped open. She was looking off wistfully, talking so absent-mindedly I could’ve almost believed she was musing about the weather.

“Uh, what?” I laughed nervously.

“Oh, sorry, I thought I could talk about this stuff with you!” She dropped her knees and threw up her hands in frustration. I couldn’t tell if she was serious.

“We’re friends and we’re adults, Will, why are you acting like this is 1956???”

“No, I don’t–“ I tried to save myself. There was no way I was telling her I’d just been fantasizing about her in 1656.

She interrupted, “Faith and I talk about this stuff all the time, it’s not a big deal. I just wanna be able to be honest and be myself around you!”

“What do you mean, you and Faith talk about this all the time?”

She squinted at me. “That’s what friends do, ya know. We talk about sex, we talk about boys! We talk about you all the time obviously.”

“You talk about me?” I repeated, like an idiot.

I could see her try to suppress a laugh. “Yes, Will. We talk about you. Faith tells me everything!”

My eyes grew wide. “Like…everything?”

“She tells me how attentive you are. How much you guys laugh together. How hard you make her cum.” 

“Jesus.” I didn't know whether to feel betrayed or turned on.

“She tells me the other stuff too.”

“Other stuff?”

“How you work out obsessively. So much it makes her insecure. How you’re too big for her.”

“Wait, WHAT?” I was stunned. “What does that even– How could she–“ I felt shame, but it was outweighed by confusion—sure, I worked out pretty regularly, but I was more…cut than muscle-bound.

I protested, “There’s lots of dudes at the gym way more jacked than me…”

Amy cut in, “OK, first off all–shut the fuck up, you have a six-pack and you look like a Roman sculpture.”

I blushed at her words. They had poured out of her without hesitation, like she’d been waiting to say them to me.

“Second of all,” she continued, “Not too big, like, muscle-wise. Too big, like…you know.”

My cheeks burned with the heat of a thousand suns. What the fuck? There was no way that was true. 

All at once, I flashed back on every time I’d seen Faith flinch or grimace as we made love. But…I’d always checked in with her, always made adjustments to make sure she was comfortable. I’d assumed some angles were just not her cup of tea. She’d never once even hinted there was a size issue.

Embarrassment flooded my face, and I could see Amy saw it.

“Oh, no, WILL. You didn’t do anything wrong. There’s literally nothing to be ashamed of.”

Her words were little comfort. 

All this time. All those years. Had Faith just been putting up with me in bed?

“Faith doesn’t blame you!! Don’t you understand? She never felt like she could tell you! How could she? It’s not like it’s something you have any control over.”

I was silent.

“Look, Will. I’m being honest with you because I care about you. I don’t ever want to hide something from you like that. You deserve to know the truth and make your decisions from it.”

I nodded. “Thanks,” I said quietly.

“Fuck, you look so sad,” Amy blurted out. “I shouldn’t have said anything.”

“No, it’s OK.” I shook my head firmly. “I’m glad I know. I wish she’d told me, like, years ago.”

She nodded. “You should feel adored and wanted. You should feel like your body is a treasure.” Her voice broke and she paused. “Now I just want to cheer you up…”

I was silent, sitting with Faith’s secret.

“Will, you know a lot of people have the opposite problem. That was definitely how it was when I was with Caleb. Not that he got to choose how his body was either. But there was plenty he could’ve done to make up for it. Unfortunately his initiative was about as thin as his dick.”

An involuntary laugh burst through my mouth at the ridiculousness of the sentence. She looked relieved and smiled. 

“That’s better, that’s what I wanted,” she beamed. 

“You know,” she continued, “It’s not about bigger or smaller, thinner or thicker, at the end of the day. It’s about finding someone whose body and needs are compatible with yours.”

I realized my entire body had been clenched for the last two minutes straight, and I finally felt myself begin to relax.

“Sorry,” I murmured. “It’s just…a lot to take in.”

“Um, YEAH, apparently it is!” She grinned at me.

I laughed again, “Ha-HA, fuck YOU.” I pretended to throw the phone down, but I was smiling. It felt like I had someone in my corner. Someone who understood what I was feeling.

“This hasn’t helped my horniness at all, you know,” she teased me. “All this talk about sex.”

“Well, whose fault is that?” I raised my eyebrows at her.

“Mm, you’re right. It’s my fault. You can blame it on me, Will.” Her words might’ve sounded sarcastic if her voice hadn’t been so sweet. Almost nurturing.

“So,” she said, “Whatcha doin’ with your other hand there?”

God dammit. I hadn’t realized I was getting lazy with how I was holding my phone. She could see my left arm flexing down my body and underneath the covers resting at my waist.

“Nothing!” I panicked, yanking my hand out from under the cover.

“Kinda seems like you’re doing what I’ve been wanting to do for the past ten minutes.”

“No, I just– it’s not what it looked like.”

“I bet,” she purred. “And this isn’t what it looks like either.”

I watched as she let her hand drop to the edge of her pajama pants, playing with the hem. She let her legs splay open and she slowly slid her fingers under her waistband.

“Amy, I–I don’t think this is…a good idea.” I finished lamely.

Amy nodded sympathetically. "Will, I want to be closer to you. I want to be best friends. Because if we're not best friends, then Faith will be my only best friend. And that means she’ll be the only person I can tell everything to.”

Panic gripped my chest again. Was she doing this on purpose? Did she even understand what it sounded like she was saying?

“Anyway,” she continued, “I’m tired of talking about Faith. We can have our own independent friendship, you know? It doesn’t have to revolve around her, we can have some things that are just ours.”

My mouth hung open and I could feel every ounce of blood pumping in my body. My chest was tight and my cock throbbing so hard, I thought it might snap off.

“Nothing to see here,” she said. “Just scratching an itch…do you mind?”

I could see the outline of her hand start moving in circles. Her chest rose as her breaths became deeper and her tits strained against the fabric of her shirt.

Without realizing what I was doing, I moved my hand back under the covers and squeezed myself–it made my body jump. I squeezed again. It was the only way I could keep from stroking myself.

“Fuck,” Amy whispered. She was watching me through half-closed eyes. Her hand moved faster. 

“It feels…really good,” she panted, “to talk to you like this.”

As long as neither of us acknowledged what was happening, was it really happening at all? 

I couldn’t actually see anything, I reminded myself. But if I strained, I swore I could hear soft, wet sounds coming from my phone speakers.

I was utterly powerless to the images flooding my mind. Amy hovering inches above my cock, dripping on me. Grabbing my shaft, guiding me to her entrance to rub my head against her lips. Circling her clit with my cock as I pulsed against her, hearing her gasp as she pushed herself down onto me and felt herself stretch open for me.

“Last night–ah–feeling your hands–fuck–I’d been needing something like that for so long. I want to make you feel–mmph–as good as you made me feel. Am I a bad person–ah–for wanting that?” She sounded desperate.

“Amy…” My cock jumped with every little gasp that escaped her lips. “I could never think you’re a bad person.”

She closed her eyes, her lips pressed together between her teeth. “I trust you. I–mm–I want to tell you the things–ugh–I think about. Because I know you–hmm–you won’t judge me.”

I didn’t have words. I nodded.

“I get so–fuck–empty inside. I need to be filled. But it’s so hard. Everyone’s so fucking–ah–boring. I never feel connected to anybody…but you. When I’m around you, I get this feeling. I feel it here. In my–mmph–my stomach. I feel so, so filled up. Like I can barely handle it.”

My hand was like a vice grip around my cock. I felt a stream of pre-cum leak out of my head and drip onto my stomach. 

“Are you glad I–jesus–I told you?” Her face was pleading, and the sounds grew louder. I could see her wrist making quicker circles.

“Of course I’m glad,” I said. And with all my heart, I meant it.

Something about that set her off. I saw her body lock up and her arm go stiff. “Fuck, fuck, fuck,” she whispered repeatedly. “Fucking Christ.”

Her hips lifted off the floor repeatedly bucking into her hand and her head snapped forward and then back against the wall.

I felt more pre-cum pouring from my cock. I let my hand slide down the length of my shaft, feeling it slick and coated. That was all I could allow myself, all I could justify. If I didn’t slide my hand back up, I wouldn’t actually be stroking my cock to this beautiful creature in front of me.

Crazy rationalizations were spinning through my mind. I couldn’t know for sure what was obviously happening on the other end of the video. She might be doing something, but I wasn’t. If I didn’t actually make myself cum, somehow this was OK. Somehow this was nothing.

Amy was still muttering curses as her hips slowly lowered back to the ground. I watched the little aftershocks rack her body, her muscles tightening and releasing. She drew a deep, ragged breath.

“Holy shit. That was…I, um…” Her eyes were glassy and she bit her lip. ”I…I needed that.”

I lay there in a mixture of shock and lust. 

“Yeah,” I managed to croak out. “Seems like you did.”

She smiled a quiet smile and dragged her hand from between her legs.

“I’m glad you picked up when I called. It felt like we left some things unfinished from our movie night.” 

Amy put the tips of fingers to her lips as she spoke. My mind melted at what should’ve looked like an absent-minded gesture. She dropped her hand away from her mouth, and I swore I saw her lips glistening with a creamy sheen, before her tongue flicked out to lick them clean. 

In that moment I wanted nothing more than to be there, my mouth on hers. Feel her push her tongue into my mouth to make me taste her. Feed me more and more until I choked on her juices.

“So…you, me, and Faith…” The words slid out of her mouth lazily. “We’re all still going shopping together tomorrow, right?”

Amy’s lips parted to let out a moan. She stroked me faster. In my haze I realized she was mouthing words at me, but I couldn’t make them out. Her left hand wrapped around the base of my shaft, so she could pump me with both hands. She kissed the underside of my head and then stared at my cock with a determined look on her face. The whisper came from her mouth again. “I’m taking it all. I’m taking it all.” My balls drew tight to my body. I felt a hand on my shoulder and realized Faith was standing over me, shocked, staring down at Amy. But the orgasm had already started in me, I couldn’t stop the cum as it was forced from my body, splashing against Amy’s outstretched tongue, as she-

Ping. PING. My phone was insistent. I rolled over to look at the screen and squinted at the sunlight singeing the edges of the curtain.

11:15. Shit. How had I slept so late? I couldn’t remember the last time my body hadn’t woken me up by 7am.

I tried to grasp the last tendrils of my dream as they slipped from my mind. I felt the guilt flare in my chest.

I took a deep breath and closed my eyes, searching again for my phone lost in the covers. I needed something, anything to distract me. I found it and brought it to my face, searching for whatever notification had shaken me awake.

I had three texts. One was from Faith. I read the preview, “hey baby, left for work and I’m-” but didn’t open it. 

The second was from my client. Again, I skimmed the preview, “Hi, Will. Loving the latest draft but-” I rolled my eyes and scrolled to the next notification. 

Amy. The preview just said “Attachment: 1 Photo”.

What the fuck was this? My hand shook as I opened the text. 

The photo was a mirror selfie. Amy was turned away from the mirror at an angle, her right hand holding her phone up over her shoulder. She was shirtless, and her left hand rested across her breasts, leaving her curves still visible in profile. I felt my cock immediately stiffen and I shot a nervous glance at the bedroom door.

Three bubbles appeared. She was typing. Then ping. 

“You’re too strong!!! 😅” I swallowed and looked closer at the photo. Dark bruises had formed on both of her shoulders where I had massaged her last night. Jesus Christ, did I do that?

My thumbs moved fast across the screen. “Fuck, I’m sorry!”

The response came immediately. “It’s OK, it felt good ☺️” 

Then another text. “I needed that. And I’m gonna need you to do it again soon.”

Fuck fuck fuck. I needed to find a way out of this. I typed slowly, choosing my words carefully.

“I’m glad it felt good. I think maybe next time we keep it to movie-watching just to be safe.”

Send. I stared at the text. 30 seconds went by. Nothing.

Maybe that was it?

…or maybe she was planning how she would tell Faith. Maybe she’d realized how fucked up this situation was and that it was time to come clean. 

I didn’t know what was worse, the idea of telling Faith, or the idea of having to keep this secret forever.

Ping. 

“Did we do something you didn’t like?”

Of course. What a great question. It was like she was daring me to say out-loud what had happened. Daring me to put it in writing.

“i just never want to cross a line and make anybody uncomfortable!” My thumbs trembled from the adrenalin pumping through my veins, and I couldn’t tell if it was fight, flight, or fuck.

The response came fast again this time “Men always sexualize everything 🙄”

God fucking dammit. What?? Where was she coming up with this? What could I even say to that?

My phone pinged again. “You didn’t answer my question. Did I do a good job? Did I make you feel good too?”

All I could hear was the blood pounding in my ears. I tensed, as if to throw my phone across the room. But my arms were paralyzed. 

My fingers betrayed me, tapping the keyboard. Three letters.

“yes”

Ping. “Good :)”

I closed my eyes and buried my head in my pillow. 

I could feel the lust in my stomach crashing against the guilt in my chest. Waves carving out an immovable stone mountainside.

My phone pinged again and I opened my eyes.

“So are you gonna make me feel guilty for sending that photo too?”

The photo. God help me. I scrolled back up and looked at it again. My cock throbbed insistently against my leg. 

“No, of course not. Sorry I’m being weird.” I felt helpless, and yet simultaneously positive this was all my fault.

“It’s all good :)”

Her little smiley faces. Why did they look just like her self-satisfied smirk?

Suddenly my phone was ringing in my hand. “FACETIME - Amy”.

I lay there petrified, staring at it in my hand. Finally on the fifth ring, I answered.

“Hey…” I held the phone close so only my face was showing.

“Oh my god, finally–wait, why are you in the dark right now??” Amy giggled. She was wearing the thinnest of white tank tops and pajama bottoms, standing in her kitchen. The midday sun streamed through her windows and made her skin look like it was painted with gold leaf.

She looked closer at her phone. “Will. Are you still in bed?”

 “…Yeah.” I admitted sheepishly.

“Willlll, you slept so late!!” 

The way she stretched out my name did something to my stomach. I flashed back to last night. She had said savored the word “fucking” the same way.

“What got you so sleepy?” She grinned triumphantly.

“Nothing, I-“

“I mean, I will say you went in on my shoulders.” Her eyes flashed. “You earned that rest.”

She rested her elbows on the counter, leaning forward so her tits pressed together. 

I tried not to react. Why did her body look wet? Was she sweating, or had she just showered? 

Images took over my brain—Amy stroking me, my cum raining down on her skin and mixing with the sweat from her exertion.

No. NO. STOP.

I shook my head. “Nah, it was…it was nothing.”

“Oh, so you’re saying it was MY massage that put YOU to sleep?” Her hand lazily trailed up to her shoulder, then down across her chest.

I was at a loss for words. I shook my head vaguely.

Her face went serious. “Look. I called because I wanted to talk to you about something.”

Oh, god. Here it was. 

She was going to tell Faith. 

I had taken advantage of her in a vulnerable moment. My life, my relationship flashed before my eyes.

“Amy–“

She held her hand up. “Before you say anything, Will. I just want you to know I felt really taken care of last night.”

What? I saw my dumbfounded expression in the camera and tried to pull myself together.

“Look, I was really honest and vulnerable with you last night and you didn’t make me feel weird or embarrassed about it. And I just…I want it to stay that way.” 

She suddenly looked as if she might cry. “I just don’t want anything I share with you to ever change the way you see me.”

I nodded stupidly, pretending I had any clue where this was going.

She paused, looking at the floor. “I feel like you get me. Like you see me. Faith’s been an incredible friend to me. And now…now I feel like you and I are getting close too. And like I can share things with you. Stuff I haven’t even shared with Faith. And that’s really special, and I want you to know I treasure that.”

Her words circled around me, hugging me like a cobra. Squeezing the fear from my heart.

“Does that make sense?” She looked back up, searching my face for answers.

“I…I think so?” I swallowed.

“I’m just saying, like, it’s OK if some things are just between us, you know?”

I nodded again. What else could I do? She had Faith’s ear, her trust. 

I was at Amy’s mercy.

She continued, “Since my break-up it’s been so hard to find people I feel like I can be myself around. Let alone men. Is that…is that weird?”

“No! Of course not!”

It was a relief, something I finally had an answer to. I knew what it was like to feel alone, even surrounded by friends.

Still, I hesitated. “I just want to make sure I’m…I’m being respectful.”

Amy laughed. It sparkled off the walls of her kitchen and vibrated my phone’s speakers. 

“Will. You are the most respectful man I have ever met. I daresay you could stand to be a little more disrespectful sometimes.”

I was bemused. “I have no idea what that means.”

She smiled at me, “Oh, I know you don’t.” Her tone was soothing, reassuring. 

I could breathe again. The anxiety was still there, but now just an extra in a cast of emotions.

“Thank you for letting me confide in you.” Amy sounded so warm and genuine, I almost forgot what had triggered the conversation.

“That bed looks soo comfy.” She straightened and stood back up, stretching her arms over her head. The fabric of her shirt stretched across her nipples, and for a moment I glimpsed the curve of the underside of her breasts. 

I tried to focus. Small talk. 

“Honestly, this new mattress is problematically comfortable.”

“I believe that,” she sighed. “Makes me miss cuddling.”

“Well…” I trailed off. “I can send you a link for the mattress.”

She laughed and rolled her eyes. “Can you send me a link for a professional cuddler?”

“Damn, top-tier occupation,” I smirked. We were riffing now, it felt good. “Wonder if that’s a real thing.”

“Well, If it was, I know you’d make a killing.” Her voice turned sly again.

I let myself bite. “You think so?” 

I was an idiot. A weak idiot.

“Oh, absolutely. I would pay good money for what Faith gets every day. She’s a lucky girl.” 

“Actually…” I paused. “Never mind.” 

Her curiosity piqued. “Oh my god, Will. Don’t do that. What?”

I shook my head. “No, I- I don’t know what I was gonna say.”

“Will, if you don’t tell me what you were going to say right now, I will literally drive over there and END you.”

I laughed, trying to ignore the mental image of Amy in her sleepwear bursting through my door and jumping into my bed.

“Yeah…right,” was all I could manage.

She swiped her phone off the countertop. I heard her keys jingle and she made to walk from the kitchen.

“OK! OK, damn.” I protested.

She slowed, looking down at her phone. “Well?…”

“It’s not that big a deal. I just…I was just going to say Faith isn’t really a cuddler. She’ll fall asleep pretty much anywhere but on me.”

“Oh…” Her eyes turned gentle. “I’m sorry, Will, I didn’t mean to press.”

Her sympathy was too much. “No, it’s OK. Really. It’s not something I have, like, a problem with.”

“Still.” She bit her lip and leaned back against the wall, slowly sliding down until she was sitting on the floor. “You deserve to have that.”

“It’s…like I said, it’s not a big deal.”

“Will.” She repeated my name, and let it linger for a moment in the air. She stared at me through the phone, and I could feel her eyes burning through my lie. 

She let out a sigh and pursed her lips. “Now I feel bad. Like I should still come over there after all. Just so I can give you that.”

My stomach flipped, and I felt myself getting hard again under the covers. I grabbed myself instinctively and squeezed.

She was silent, looking back at me, waiting for my answer.

“That’s really-” I searched for the words. I couldn’t make her feel rejected, but I couldn’t allow this to go further than what had already happened.

“That’s really nice of you to say. But I absolutely HAVE to be productive today. And I’ve already spent way too many hours in bed today.”

She nodded, “Valid.” I could see her mind turning. “I totally get that, honestly. When I was still with Caleb, I felt like cuddling made me so unproductive.”

“So, you get it.” I smiled, relieved she was taking the “no” well.

“Yeah,” she continued, “And you know a really good cuddle, you’re just lying there getting horny, and then you need to do something about it, and then you cuddle again after, and then you’re horny again, and it just turns into this vicious cycle.” The words spilled out of her faster as she went on.

I felt my cheeks flush at the thought of her “doing something about it.” I gripped myself harder under the sheets, as if it would choke the thoughts rushing into my mind, but they only came faster. Amy, rubbing her ass up against me. Wrenching her white top off, my mouth on her dark nipples. Her endless endurance, draining me over and over again, leaving me slick in her juices. 

She sighed again and smiled. “That’s just in a relationship, obviously. If you ever want a platonic cuddle, I’d love to be there for you.” She shifted, hugging her knees to her chest. She seemed to have an encyclopedic knowledge of ways to show off her tits without looking like she was trying.

If I shut this down, I ran the risk of upsetting her. I had to find a non-commital way of leaving this open-ended.

“Maybe I’ll take you up on that sometime.”

She beamed. “Good.”

Aaaand too enthusiastic. I’d waltzed right into the trap.

She hugged herself harder, her tits pushing upward more. For some reason, I found myself imagining her in a Victorian-style corset and stockings. I closed my eyes but it only made the image more vivid.

“God, I’m so horny.”

My eyes snapped open. She was looking off wistfully, talking so absent-mindedly I could’ve almost believed she was musing about the weather.

“Uh, what?” I laughed nervously.

“Oh, sorry, I thought I could talk about this stuff with you!” She dropped her knees and threw up her hands in frustration. I couldn’t tell if she was serious.

“We’re friends and we’re adults, Will, why are you acting like this is 1956???”

“No, I don’t–“ I tried to save myself. There was no way I was telling her I’d just been fantasizing about her in 1656.

She interrupted, “Faith and I talk about this stuff all the time, it’s not a big deal. I just wanna be able to be honest and be myself around you!”

“What do you mean, you and Faith talk about this all the time?”

She squinted at me. “That’s what friends do, ya know. We talk about sex, we talk about boys! We talk about you all the time obviously.”

“You talk about me?” I repeated, like an idiot.

I could see her try to suppress a laugh. “Yes, Will. We talk about you. Faith tells me everything!”

My eyes grew wide. “Like…everything?”

“She tells me how attentive you are. How much you guys laugh together. How hard you make her cum.” 

“Jesus.” I didn't know whether to feel betrayed or turned on.

“She tells me the other stuff too.”

“Other stuff?”

“How you work out obsessively. So much it makes her insecure. How you’re too big for her.”

“Wait, WHAT?” I was stunned. “What does that even– How could she–“ I felt shame, but it was outweighed by confusion—sure, I worked out pretty regularly, but I was more…cut than muscle-bound.

I protested, “There’s lots of dudes at the gym way more jacked than me…”

Amy cut in, “OK, first off all–shut the fuck up, you have a six-pack and you look like a Roman sculpture.”

I blushed at her words. They had poured out of her without hesitation, like she’d been waiting to say them to me.

“Second of all,” she continued, “Not too big, like, muscle-wise. Too big, like…you know.”

My cheeks burned with the heat of a thousand suns. What the fuck? There was no way that was true. 

All at once, I flashed back on every time I’d seen Faith flinch or grimace as we made love. But…I’d always checked in with her, always made adjustments to make sure she was comfortable. I’d assumed some angles were just not her cup of tea. She’d never once even hinted there was a size issue.

Embarrassment flooded my face, and I could see Amy saw it.

“Oh, no, WILL. You didn’t do anything wrong. There’s literally nothing to be ashamed of.”

Her words were little comfort. 

All this time. All those years. Had Faith just been putting up with me in bed?

“Faith doesn’t blame you!! Don’t you understand? She never felt like she could tell you! How could she? It’s not like it’s something you have any control over.”

I was silent.

“Look, Will. I’m being honest with you because I care about you. I don’t ever want to hide something from you like that. You deserve to know the truth and make your decisions from it.”

I nodded. “Thanks,” I said quietly.

“Fuck, you look so sad,” Amy blurted out. “I shouldn’t have said anything.”

“No, it’s OK.” I shook my head firmly. “I’m glad I know. I wish she’d told me, like, years ago.”

She nodded. “You should feel adored and wanted. You should feel like your body is a treasure.” Her voice broke and she paused. “Now I just want to cheer you up…”

I was silent, sitting with Faith’s secret.

“Will, you know a lot of people have the opposite problem. That was definitely how it was when I was with Caleb. Not that he got to choose how his body was either. But there was plenty he could’ve done to make up for it. Unfortunately his initiative was about as thin as his dick.”

An involuntary laugh burst through my mouth at the ridiculousness of the sentence. She looked relieved and smiled. 

“That’s better, that’s what I wanted,” she beamed. 

“You know,” she continued, “It’s not about bigger or smaller, thinner or thicker, at the end of the day. It’s about finding someone whose body and needs are compatible with yours.”

I realized my entire body had been clenched for the last two minutes straight, and I finally felt myself begin to relax.

“Sorry,” I murmured. “It’s just…a lot to take in.”

“Um, YEAH, apparently it is!” She grinned at me.

I laughed again, “Ha-HA, fuck YOU.” I pretended to throw the phone down, but I was smiling. It felt like I had someone in my corner. Someone who understood what I was feeling.

“This hasn’t helped my horniness at all, you know,” she teased me. “All this talk about sex.”

“Well, whose fault is that?” I raised my eyebrows at her.

“Mm, you’re right. It’s my fault. You can blame it on me, Will.” Her words might’ve sounded sarcastic if her voice hadn’t been so sweet. Almost nurturing.

“So,” she said, “Whatcha doin’ with your other hand there?”

God dammit. I hadn’t realized I was getting lazy with how I was holding my phone. She could see my left arm flexing down my body and underneath the covers resting at my waist.

“Nothing!” I panicked, yanking my hand out from under the cover.

“Kinda seems like you’re doing what I’ve been wanting to do for the past ten minutes.”

“No, I just– it’s not what it looked like.”

“I bet,” she purred. “And this isn’t what it looks like either.”

I watched as she let her hand drop to the edge of her pajama pants, playing with the hem. She let her legs splay open and she slowly slid her fingers under her waistband.

“Amy, I–I don’t think this is…a good idea.” I finished lamely.

Amy nodded sympathetically. "Will, I want to be closer to you. I want to be best friends. Because if we're not best friends, then Faith will be my only best friend. And that means she’ll be the only person I can tell everything to.”

Panic gripped my chest again. Was she doing this on purpose? Did she even understand what it sounded like she was saying?

“Anyway,” she continued, “I’m tired of talking about Faith. We can have our own independent friendship, you know? It doesn’t have to revolve around her, we can have some things that are just ours.”

My mouth hung open and I could feel every ounce of blood pumping in my body. My chest was tight and my cock throbbing so hard, I thought it might snap off.

“Nothing to see here,” she said. “Just scratching an itch…do you mind?”

I could see the outline of her hand start moving in circles. Her chest rose as her breaths became deeper and her tits strained against the fabric of her shirt.

Without realizing what I was doing, I moved my hand back under the covers and squeezed myself–it made my body jump. I squeezed again. It was the only way I could keep from stroking myself.

“Fuck,” Amy whispered. She was watching me through half-closed eyes. Her hand moved faster. 

“It feels…really good,” she panted, “to talk to you like this.”

As long as neither of us acknowledged what was happening, was it really happening at all? 

I couldn’t actually see anything, I reminded myself. But if I strained, I swore I could hear soft, wet sounds coming from my phone speakers.

I was utterly powerless to the images flooding my mind. Amy hovering inches above my cock, dripping on me. Grabbing my shaft, guiding me to her entrance to rub my head against her lips. Circling her clit with my cock as I pulsed against her, hearing her gasp as she pushed herself down onto me and felt herself stretch open for me.

“Last night–ah–feeling your hands–fuck–I’d been needing something like that for so long. I want to make you feel–mmph–as good as you made me feel. Am I a bad person–ah–for wanting that?” She sounded desperate.

“Amy…” My cock jumped with every little gasp that escaped her lips. “I could never think you’re a bad person.”

She closed her eyes, her lips pressed together between her teeth. “I trust you. I–mm–I want to tell you the things–ugh–I think about. Because I know you–hmm–you won’t judge me.”

I didn’t have words. I nodded.

“I get so–fuck–empty inside. I need to be filled. But it’s so hard. Everyone’s so fucking–ah–boring. I never feel connected to anybody…but you. When I’m around you, I get this feeling. I feel it here. In my–mmph–my stomach. I feel so, so filled up. Like I can barely handle it.”

My hand was like a vice grip around my cock. I felt a stream of pre-cum leak out of my head and drip onto my stomach. 

“Are you glad I–jesus–I told you?” Her face was pleading, and the sounds grew louder. I could see her wrist making quicker circles.

“Of course I’m glad,” I said. And with all my heart, I meant it.

Something about that set her off. I saw her body lock up and her arm go stiff. “Fuck, fuck, fuck,” she whispered repeatedly. “Fucking Christ.”

Her hips lifted off the floor repeatedly bucking into her hand and her head snapped forward and then back against the wall.

I felt more pre-cum pouring from my cock. I let my hand slide down the length of my shaft, feeling it slick and coated. That was all I could allow myself, all I could justify. If I didn’t slide my hand back up, I wouldn’t actually be stroking my cock to this beautiful creature in front of me.

Crazy rationalizations were spinning through my mind. I couldn’t know for sure what was obviously happening on the other end of the video. She might be doing something, but I wasn’t. If I didn’t actually make myself cum, somehow this was OK. Somehow this was nothing.

Amy was still muttering curses as her hips slowly lowered back to the ground. I watched the little aftershocks rack her body, her muscles tightening and releasing. She drew a deep, ragged breath.

“Holy shit. That was…I, um…” Her eyes were glassy and she bit her lip. ”I…I needed that.”

I lay there in a mixture of shock and lust. 

“Yeah,” I managed to croak out. “Seems like you did.”

She smiled a quiet smile and dragged her hand from between her legs.

“I’m glad you picked up when I called. It felt like we left some things unfinished from our movie night.” 

Amy put the tips of fingers to her lips as she spoke. My mind melted at what should’ve looked like an absent-minded gesture. She dropped her hand away from her mouth, and I swore I saw her lips glistening with a creamy sheen, before her tongue flicked out to lick them clean. 

In that moment I wanted nothing more than to be there, my mouth on hers. Feel her push her tongue into my mouth to make me taste her. Feed me more and more until I choked on her juices.

“So…you, me, and Faith…” The words slid out of her mouth lazily. “We’re all still going shopping together tomorrow, right?”

Amy’s lips parted to let out a moan. She stroked me faster. In my haze I realized she was mouthing words at me, but I couldn’t make them out. Her left hand wrapped around the base of my shaft, so she could pump me with both hands. She kissed the underside of my head and then stared at my cock with a determined look on her face. The whisper came from her mouth again. “I’m taking it all. I’m taking it all.” My balls drew tight to my body. I felt a hand on my shoulder and realized Faith was standing over me, shocked, staring down at Amy. But the orgasm had already started in me, I couldn’t stop the cum as it was forced from my body, splashing against Amy’s outstretched tongue, as she-

Ping. PING. My phone was insistent. I rolled over to look at the screen and squinted at the sunlight singeing the edges of the curtain.

11:15. Shit. How had I slept so late? I couldn’t remember the last time my body hadn’t woken me up by 7am.

I tried to grasp the last tendrils of my dream as they slipped from my mind. I felt the guilt flare in my chest.

I took a deep breath and closed my eyes, searching again for my phone lost in the covers. I needed something, anything to distract me. I found it and brought it to my face, searching for whatever notification had shaken me awake.

I had three texts. One was from Faith. I read the preview, “hey baby, left for work and I’m-” but didn’t open it. 

The second was from my client. Again, I skimmed the preview, “Hi, Will. Loving the latest draft but-” I rolled my eyes and scrolled to the next notification. 

Amy. The preview just said “Attachment: 1 Photo”.

What the fuck was this? My hand shook as I opened the text. 

The photo was a mirror selfie. Amy was turned away from the mirror at an angle, her right hand holding her phone up over her shoulder. She was shirtless, and her left hand rested across her breasts, leaving her curves still visible in profile. I felt my cock immediately stiffen and I shot a nervous glance at the bedroom door.

Three bubbles appeared. She was typing. Then ping. 

“You’re too strong!!! 😅” I swallowed and looked closer at the photo. Dark bruises had formed on both of her shoulders where I had massaged her last night. Jesus Christ, did I do that?

My thumbs moved fast across the screen. “Fuck, I’m sorry!”

The response came immediately. “It’s OK, it felt good ☺️” 

Then another text. “I needed that. And I’m gonna need you to do it again soon.”

Fuck fuck fuck. I needed to find a way out of this. I typed slowly, choosing my words carefully.

“I’m glad it felt good. I think maybe next time we keep it to movie-watching just to be safe.”

Send. I stared at the text. 30 seconds went by. Nothing.

Maybe that was it?

…or maybe she was planning how she would tell Faith. Maybe she’d realized how fucked up this situation was and that it was time to come clean. 

I didn’t know what was worse, the idea of telling Faith, or the idea of having to keep this secret forever.

Ping. 

“Did we do something you didn’t like?”

Of course. What a great question. It was like she was daring me to say out-loud what had happened. Daring me to put it in writing.

“i just never want to cross a line and make anybody uncomfortable!” My thumbs trembled from the adrenalin pumping through my veins, and I couldn’t tell if it was fight, flight, or fuck.

The response came fast again this time “Men always sexualize everything 🙄”

God fucking dammit. What?? Where was she coming up with this? What could I even say to that?

My phone pinged again. “You didn’t answer my question. Did I do a good job? Did I make you feel good too?”

All I could hear was the blood pounding in my ears. I tensed, as if to throw my phone across the room. But my arms were paralyzed. 

My fingers betrayed me, tapping the keyboard. Three letters.

“yes”

Ping. “Good :)”

I closed my eyes and buried my head in my pillow. 

I could feel the lust in my stomach crashing against the guilt in my chest. Waves carving out an immovable stone mountainside.

My phone pinged again and I opened my eyes.

“So are you gonna make me feel guilty for sending that photo too?”

The photo. God help me. I scrolled back up and looked at it again. My cock throbbed insistently against my leg. 

“No, of course not. Sorry I’m being weird.” I felt helpless, and yet simultaneously positive this was all my fault.

“It’s all good :)”

Her little smiley faces. Why did they look just like her self-satisfied smirk?

Suddenly my phone was ringing in my hand. “FACETIME - Amy”.

I lay there petrified, staring at it in my hand. Finally on the fifth ring, I answered.

“Hey…” I held the phone close so only my face was showing.

“Oh my god, finally–wait, why are you in the dark right now??” Amy giggled. She was wearing the thinnest of white tank tops and pajama bottoms, standing in her kitchen. The midday sun streamed through her windows and made her skin look like it was painted with gold leaf.

She looked closer at her phone. “Will. Are you still in bed?”

 “…Yeah.” I admitted sheepishly.

“Willlll, you slept so late!!” 

The way she stretched out my name did something to my stomach. I flashed back to last night. She had said savored the word “fucking” the same way.

“What got you so sleepy?” She grinned triumphantly.

“Nothing, I-“

“I mean, I will say you went in on my shoulders.” Her eyes flashed. “You earned that rest.”

She rested her elbows on the counter, leaning forward so her tits pressed together. 

I tried not to react. Why did her body look wet? Was she sweating, or had she just showered? 

Images took over my brain—Amy stroking me, my cum raining down on her skin and mixing with the sweat from her exertion.

No. NO. STOP.

I shook my head. “Nah, it was…it was nothing.”

“Oh, so you’re saying it was MY massage that put YOU to sleep?” Her hand lazily trailed up to her shoulder, then down across her chest.

I was at a loss for words. I shook my head vaguely.

Her face went serious. “Look. I called because I wanted to talk to you about something.”

Oh, god. Here it was. 

She was going to tell Faith. 

I had taken advantage of her in a vulnerable moment. My life, my relationship flashed before my eyes.

“Amy–“

She held her hand up. “Before you say anything, Will. I just want you to know I felt really taken care of last night.”

What? I saw my dumbfounded expression in the camera and tried to pull myself together.

“Look, I was really honest and vulnerable with you last night and you didn’t make me feel weird or embarrassed about it. And I just…I want it to stay that way.” 

She suddenly looked as if she might cry. “I just don’t want anything I share with you to ever change the way you see me.”

I nodded stupidly, pretending I had any clue where this was going.

She paused, looking at the floor. “I feel like you get me. Like you see me. Faith’s been an incredible friend to me. And now…now I feel like you and I are getting close too. And like I can share things with you. Stuff I haven’t even shared with Faith. And that’s really special, and I want you to know I treasure that.”

Her words circled around me, hugging me like a cobra. Squeezing the fear from my heart.

“Does that make sense?” She looked back up, searching my face for answers.

“I…I think so?” I swallowed.

“I’m just saying, like, it’s OK if some things are just between us, you know?”

I nodded again. What else could I do? She had Faith’s ear, her trust. 

I was at Amy’s mercy.

She continued, “Since my break-up it’s been so hard to find people I feel like I can be myself around. Let alone men. Is that…is that weird?”

“No! Of course not!”

It was a relief, something I finally had an answer to. I knew what it was like to feel alone, even surrounded by friends.

Still, I hesitated. “I just want to make sure I’m…I’m being respectful.”

Amy laughed. It sparkled off the walls of her kitchen and vibrated my phone’s speakers. 

“Will. You are the most respectful man I have ever met. I daresay you could stand to be a little more disrespectful sometimes.”

I was bemused. “I have no idea what that means.”

She smiled at me, “Oh, I know you don’t.” Her tone was soothing, reassuring. 

I could breathe again. The anxiety was still there, but now just an extra in a cast of emotions.

“Thank you for letting me confide in you.” Amy sounded so warm and genuine, I almost forgot what had triggered the conversation.

“That bed looks soo comfy.” She straightened and stood back up, stretching her arms over her head. The fabric of her shirt stretched across her nipples, and for a moment I glimpsed the curve of the underside of her breasts. 

I tried to focus. Small talk. 

“Honestly, this new mattress is problematically comfortable.”

“I believe that,” she sighed. “Makes me miss cuddling.”

“Well…” I trailed off. “I can send you a link for the mattress.”

She laughed and rolled her eyes. “Can you send me a link for a professional cuddler?”

“Damn, top-tier occupation,” I smirked. We were riffing now, it felt good. “Wonder if that’s a real thing.”

“Well, If it was, I know you’d make a killing.” Her voice turned sly again.

I let myself bite. “You think so?” 

I was an idiot. A weak idiot.

“Oh, absolutely. I would pay good money for what Faith gets every day. She’s a lucky girl.” 

“Actually…” I paused. “Never mind.” 

Her curiosity piqued. “Oh my god, Will. Don’t do that. What?”

I shook my head. “No, I- I don’t know what I was gonna say.”

“Will, if you don’t tell me what you were going to say right now, I will literally drive over there and END you.”

I laughed, trying to ignore the mental image of Amy in her sleepwear bursting through my door and jumping into my bed.

“Yeah…right,” was all I could manage.

She swiped her phone off the countertop. I heard her keys jingle and she made to walk from the kitchen.

“OK! OK, damn.” I protested.

She slowed, looking down at her phone. “Well?…”

“It’s not that big a deal. I just…I was just going to say Faith isn’t really a cuddler. She’ll fall asleep pretty much anywhere but on me.”

“Oh…” Her eyes turned gentle. “I’m sorry, Will, I didn’t mean to press.”

Her sympathy was too much. “No, it’s OK. Really. It’s not something I have, like, a problem with.”

“Still.” She bit her lip and leaned back against the wall, slowly sliding down until she was sitting on the floor. “You deserve to have that.”

“It’s…like I said, it’s not a big deal.”

“Will.” She repeated my name, and let it linger for a moment in the air. She stared at me through the phone, and I could feel her eyes burning through my lie. 

She let out a sigh and pursed her lips. “Now I feel bad. Like I should still come over there after all. Just so I can give you that.”

My stomach flipped, and I felt myself getting hard again under the covers. I grabbed myself instinctively and squeezed.

She was silent, looking back at me, waiting for my answer.

“That’s really-” I searched for the words. I couldn’t make her feel rejected, but I couldn’t allow this to go further than what had already happened.

“That’s really nice of you to say. But I absolutely HAVE to be productive today. And I’ve already spent way too many hours in bed today.”

She nodded, “Valid.” I could see her mind turning. “I totally get that, honestly. When I was still with Caleb, I felt like cuddling made me so unproductive.”

“So, you get it.” I smiled, relieved she was taking the “no” well.

“Yeah,” she continued, “And you know a really good cuddle, you’re just lying there getting horny, and then you need to do something about it, and then you cuddle again after, and then you’re horny again, and it just turns into this vicious cycle.” The words spilled out of her faster as she went on.

I felt my cheeks flush at the thought of her “doing something about it.” I gripped myself harder under the sheets, as if it would choke the thoughts rushing into my mind, but they only came faster. Amy, rubbing her ass up against me. Wrenching her white top off, my mouth on her dark nipples. Her endless endurance, draining me over and over again, leaving me slick in her juices. 

She sighed again and smiled. “That’s just in a relationship, obviously. If you ever want a platonic cuddle, I’d love to be there for you.” She shifted, hugging her knees to her chest. She seemed to have an encyclopedic knowledge of ways to show off her tits without looking like she was trying.

If I shut this down, I ran the risk of upsetting her. I had to find a non-commital way of leaving this open-ended.

“Maybe I’ll take you up on that sometime.”

She beamed. “Good.”

Aaaand too enthusiastic. I’d waltzed right into the trap.

She hugged herself harder, her tits pushing upward more. For some reason, I found myself imagining her in a Victorian-style corset and stockings. I closed my eyes but it only made the image more vivid.

“God, I’m so horny.”

My eyes snapped open. She was looking off wistfully, talking so absent-mindedly I could’ve almost believed she was musing about the weather.

“Uh, what?” I laughed nervously.

“Oh, sorry, I thought I could talk about this stuff with you!” She dropped her knees and threw up her hands in frustration. I couldn’t tell if she was serious.

“We’re friends and we’re adults, Will, why are you acting like this is 1956???”

“No, I don’t–“ I tried to save myself. There was no way I was telling her I’d just been fantasizing about her in 1656.

She interrupted, “Faith and I talk about this stuff all the time, it’s not a big deal. I just wanna be able to be honest and be myself around you!”

“What do you mean, you and Faith talk about this all the time?”

She squinted at me. “That’s what friends do, ya know. We talk about sex, we talk about boys! We talk about you all the time obviously.”

“You talk about me?” I repeated, like an idiot.

I could see her try to suppress a laugh. “Yes, Will. We talk about you. Faith tells me everything!”

My eyes grew wide. “Like…everything?”

“She tells me how attentive you are. How much you guys laugh together. How hard you make her cum.” 

“Jesus.” I didn't know whether to feel betrayed or turned on.

“She tells me the other stuff too.”

“Other stuff?”

“How you work out obsessively. So much it makes her insecure. How you’re too big for her.”

“Wait, WHAT?” I was stunned. “What does that even– How could she–“ I felt shame, but it was outweighed by confusion—sure, I worked out pretty regularly, but I was more…cut than muscle-bound.

I protested, “There’s lots of dudes at the gym way more jacked than me…”

Amy cut in, “OK, first off all–shut the fuck up, you have a six-pack and you look like a Roman sculpture.”

I blushed at her words. They had poured out of her without hesitation, like she’d been waiting to say them to me.

“Second of all,” she continued, “Not too big, like, muscle-wise. Too big, like…you know.”

My cheeks burned with the heat of a thousand suns. What the fuck? There was no way that was true. 

All at once, I flashed back on every time I’d seen Faith flinch or grimace as we made love. But…I’d always checked in with her, always made adjustments to make sure she was comfortable. I’d assumed some angles were just not her cup of tea. She’d never once even hinted there was a size issue.

Embarrassment flooded my face, and I could see Amy saw it.

“Oh, no, WILL. You didn’t do anything wrong. There’s literally nothing to be ashamed of.”

Her words were little comfort. 

All this time. All those years. Had Faith just been putting up with me in bed?

“Faith doesn’t blame you!! Don’t you understand? She never felt like she could tell you! How could she? It’s not like it’s something you have any control over.”

I was silent.

“Look, Will. I’m being honest with you because I care about you. I don’t ever want to hide something from you like that. You deserve to know the truth and make your decisions from it.”

I nodded. “Thanks,” I said quietly.

“Fuck, you look so sad,” Amy blurted out. “I shouldn’t have said anything.”

“No, it’s OK.” I shook my head firmly. “I’m glad I know. I wish she’d told me, like, years ago.”

She nodded. “You should feel adored and wanted. You should feel like your body is a treasure.” Her voice broke and she paused. “Now I just want to cheer you up…”

I was silent, sitting with Faith’s secret.

“Will, you know a lot of people have the opposite problem. That was definitely how it was when I was with Caleb. Not that he got to choose how his body was either. But there was plenty he could’ve done to make up for it. Unfortunately his initiative was about as thin as his dick.”

An involuntary laugh burst through my mouth at the ridiculousness of the sentence. She looked relieved and smiled. 

“That’s better, that’s what I wanted,” she beamed. 

“You know,” she continued, “It’s not about bigger or smaller, thinner or thicker, at the end of the day. It’s about finding someone whose body and needs are compatible with yours.”

I realized my entire body had been clenched for the last two minutes straight, and I finally felt myself begin to relax.

“Sorry,” I murmured. “It’s just…a lot to take in.”

“Um, YEAH, apparently it is!” She grinned at me.

I laughed again, “Ha-HA, fuck YOU.” I pretended to throw the phone down, but I was smiling. It felt like I had someone in my corner. Someone who understood what I was feeling.

“This hasn’t helped my horniness at all, you know,” she teased me. “All this talk about sex.”

“Well, whose fault is that?” I raised my eyebrows at her.

“Mm, you’re right. It’s my fault. You can blame it on me, Will.” Her words might’ve sounded sarcastic if her voice hadn’t been so sweet. Almost nurturing.

“So,” she said, “Whatcha doin’ with your other hand there?”

God dammit. I hadn’t realized I was getting lazy with how I was holding my phone. She could see my left arm flexing down my body and underneath the covers resting at my waist.

“Nothing!” I panicked, yanking my hand out from under the cover.

“Kinda seems like you’re doing what I’ve been wanting to do for the past ten minutes.”

“No, I just– it’s not what it looked like.”

“I bet,” she purred. “And this isn’t what it looks like either.”

I watched as she let her hand drop to the edge of her pajama pants, playing with the hem. She let her legs splay open and she slowly slid her fingers under her waistband.

“Amy, I–I don’t think this is…a good idea.” I finished lamely.

Amy nodded sympathetically. "Will, I want to be closer to you. I want to be best friends. Because if we're not best friends, then Faith will be my only best friend. And that means she’ll be the only person I can tell everything to.”

Panic gripped my chest again. Was she doing this on purpose? Did she even understand what it sounded like she was saying?

“Anyway,” she continued, “I’m tired of talking about Faith. We can have our own independent friendship, you know? It doesn’t have to revolve around her, we can have some things that are just ours.”

My mouth hung open and I could feel every ounce of blood pumping in my body. My chest was tight and my cock throbbing so hard, I thought it might snap off.

“Nothing to see here,” she said. “Just scratching an itch…do you mind?”

I could see the outline of her hand start moving in circles. Her chest rose as her breaths became deeper and her tits strained against the fabric of her shirt.

Without realizing what I was doing, I moved my hand back under the covers and squeezed myself–it made my body jump. I squeezed again. It was the only way I could keep from stroking myself.

“Fuck,” Amy whispered. She was watching me through half-closed eyes. Her hand moved faster. 

“It feels…really good,” she panted, “to talk to you like this.”

As long as neither of us acknowledged what was happening, was it really happening at all? 

I couldn’t actually see anything, I reminded myself. But if I strained, I swore I could hear soft, wet sounds coming from my phone speakers.

I was utterly powerless to the images flooding my mind. Amy hovering inches above my cock, dripping on me. Grabbing my shaft, guiding me to her entrance to rub my head against her lips. Circling her clit with my cock as I pulsed against her, hearing her gasp as she pushed herself down onto me and felt herself stretch open for me.

“Last night–ah–feeling your hands–fuck–I’d been needing something like that for so long. I want to make you feel–mmph–as good as you made me feel. Am I a bad person–ah–for wanting that?” She sounded desperate.

“Amy…” My cock jumped with every little gasp that escaped her lips. “I could never think you’re a bad person.”

She closed her eyes, her lips pressed together between her teeth. “I trust you. I–mm–I want to tell you the things–ugh–I think about. Because I know you–hmm–you won’t judge me.”

I didn’t have words. I nodded.

“I get so–fuck–empty inside. I need to be filled. But it’s so hard. Everyone’s so fucking–ah–boring. I never feel connected to anybody…but you. When I’m around you, I get this feeling. I feel it here. In my–mmph–my stomach. I feel so, so filled up. Like I can barely handle it.”

My hand was like a vice grip around my cock. I felt a stream of pre-cum leak out of my head and drip onto my stomach. 

“Are you glad I–jesus–I told you?” Her face was pleading, and the sounds grew louder. I could see her wrist making quicker circles.

“Of course I’m glad,” I said. And with all my heart, I meant it.

Something about that set her off. I saw her body lock up and her arm go stiff. “Fuck, fuck, fuck,” she whispered repeatedly. “Fucking Christ.”

Her hips lifted off the floor repeatedly bucking into her hand and her head snapped forward and then back against the wall.

I felt more pre-cum pouring from my cock. I let my hand slide down the length of my shaft, feeling it slick and coated. That was all I could allow myself, all I could justify. If I didn’t slide my hand back up, I wouldn’t actually be stroking my cock to this beautiful creature in front of me.

Crazy rationalizations were spinning through my mind. I couldn’t know for sure what was obviously happening on the other end of the video. She might be doing something, but I wasn’t. If I didn’t actually make myself cum, somehow this was OK. Somehow this was nothing.

Amy was still muttering curses as her hips slowly lowered back to the ground. I watched the little aftershocks rack her body, her muscles tightening and releasing. She drew a deep, ragged breath.

“Holy shit. That was…I, um…” Her eyes were glassy and she bit her lip. ”I…I needed that.”

I lay there in a mixture of shock and lust. 

“Yeah,” I managed to croak out. “Seems like you did.”

She smiled a quiet smile and dragged her hand from between her legs.

“I’m glad you picked up when I called. It felt like we left some things unfinished from our movie night.” 

Amy put the tips of fingers to her lips as she spoke. My mind melted at what should’ve looked like an absent-minded gesture. She dropped her hand away from her mouth, and I swore I saw her lips glistening with a creamy sheen, before her tongue flicked out to lick them clean. 

In that moment I wanted nothing more than to be there, my mouth on hers. Feel her push her tongue into my mouth to make me taste her. Feed me more and more until I choked on her juices.

“So…you, me, and Faith…” The words slid out of her mouth lazily. “We’re all still going shopping together tomorrow, right?”

Amy’s lips parted to let out a moan. She stroked me faster. In my haze I realized she was mouthing words at me, but I couldn’t make them out. Her left hand wrapped around the base of my shaft, so she could pump me with both hands. She kissed the underside of my head and then stared at my cock with a determined look on her face. The whisper came from her mouth again. “I’m taking it all. I’m taking it all.” My balls drew tight to my body. I felt a hand on my shoulder and realized Faith was standing over me, shocked, staring down at Amy. But the orgasm had already started in me, I couldn’t stop the cum as it was forced from my body, splashing against Amy’s outstretched tongue, as she-

Ping. PING. My phone was insistent. I rolled over to look at the screen and squinted at the sunlight singeing the edges of the curtain.

11:15. Shit. How had I slept so late? I couldn’t remember the last time my body hadn’t woken me up by 7am.

I tried to grasp the last tendrils of my dream as they slipped from my mind. I felt the guilt flare in my chest.

I took a deep breath and closed my eyes, searching again for my phone lost in the covers. I needed something, anything to distract me. I found it and brought it to my face, searching for whatever notification had shaken me awake.

I had three texts. One was from Faith. I read the preview, “hey baby, left for work and I’m-” but didn’t open it. 

The second was from my client. Again, I skimmed the preview, “Hi, Will. Loving the latest draft but-” I rolled my eyes and scrolled to the next notification. 

Amy. The preview just said “Attachment: 1 Photo”.

What the fuck was this? My hand shook as I opened the text. 

The photo was a mirror selfie. Amy was turned away from the mirror at an angle, her right hand holding her phone up over her shoulder. She was shirtless, and her left hand rested across her breasts, leaving her curves still visible in profile. I felt my cock immediately stiffen and I shot a nervous glance at the bedroom door.

Three bubbles appeared. She was typing. Then ping. 

“You’re too strong!!! 😅” I swallowed and looked closer at the photo. Dark bruises had formed on both of her shoulders where I had massaged her last night. Jesus Christ, did I do that?

My thumbs moved fast across the screen. “Fuck, I’m sorry!”

The response came immediately. “It’s OK, it felt good ☺️” 

Then another text. “I needed that. And I’m gonna need you to do it again soon.”

Fuck fuck fuck. I needed to find a way out of this. I typed slowly, choosing my words carefully.

“I’m glad it felt good. I think maybe next time we keep it to movie-watching just to be safe.”

Send. I stared at the text. 30 seconds went by. Nothing.

Maybe that was it?

…or maybe she was planning how she would tell Faith. Maybe she’d realized how fucked up this situation was and that it was time to come clean. 

I didn’t know what was worse, the idea of telling Faith, or the idea of having to keep this secret forever.

Ping. 

“Did we do something you didn’t like?”

Of course. What a great question. It was like she was daring me to say out-loud what had happened. Daring me to put it in writing.

“i just never want to cross a line and make anybody uncomfortable!” My thumbs trembled from the adrenalin pumping through my veins, and I couldn’t tell if it was fight, flight, or fuck.

The response came fast again this time “Men always sexualize everything 🙄”

God fucking dammit. What?? Where was she coming up with this? What could I even say to that?

My phone pinged again. “You didn’t answer my question. Did I do a good job? Did I make you feel good too?”

All I could hear was the blood pounding in my ears. I tensed, as if to throw my phone across the room. But my arms were paralyzed. 

My fingers betrayed me, tapping the keyboard. Three letters.

“yes”

Ping. “Good :)”

I closed my eyes and buried my head in my pillow. 

I could feel the lust in my stomach crashing against the guilt in my chest. Waves carving out an immovable stone mountainside.

My phone pinged again and I opened my eyes.

“So are you gonna make me feel guilty for sending that photo too?”

The photo. God help me. I scrolled back up and looked at it again. My cock throbbed insistently against my leg. 

“No, of course not. Sorry I’m being weird.” I felt helpless, and yet simultaneously positive this was all my fault.

“It’s all good :)”

Her little smiley faces. Why did they look just like her self-satisfied smirk?

Suddenly my phone was ringing in my hand. “FACETIME - Amy”.

I lay there petrified, staring at it in my hand. Finally on the fifth ring, I answered.

“Hey…” I held the phone close so only my face was showing.

“Oh my god, finally–wait, why are you in the dark right now??” Amy giggled. She was wearing the thinnest of white tank tops and pajama bottoms, standing in her kitchen. The midday sun streamed through her windows and made her skin look like it was painted with gold leaf.

She looked closer at her phone. “Will. Are you still in bed?”

 “…Yeah.” I admitted sheepishly.

“Willlll, you slept so late!!” 

The way she stretched out my name did something to my stomach. I flashed back to last night. She had said savored the word “fucking” the same way.

“What got you so sleepy?” She grinned triumphantly.

“Nothing, I-“

“I mean, I will say you went in on my shoulders.” Her eyes flashed. “You earned that rest.”

She rested her elbows on the counter, leaning forward so her tits pressed together. 

I tried not to react. Why did her body look wet? Was she sweating, or had she just showered? 

Images took over my brain—Amy stroking me, my cum raining down on her skin and mixing with the sweat from her exertion.

No. NO. STOP.

I shook my head. “Nah, it was…it was nothing.”

“Oh, so you’re saying it was MY massage that put YOU to sleep?” Her hand lazily trailed up to her shoulder, then down across her chest.

I was at a loss for words. I shook my head vaguely.

Her face went serious. “Look. I called because I wanted to talk to you about something.”

Oh, god. Here it was. 

She was going to tell Faith. 

I had taken advantage of her in a vulnerable moment. My life, my relationship flashed before my eyes.

“Amy–“

She held her hand up. “Before you say anything, Will. I just want you to know I felt really taken care of last night.”

What? I saw my dumbfounded expression in the camera and tried to pull myself together.

“Look, I was really honest and vulnerable with you last night and you didn’t make me feel weird or embarrassed about it. And I just…I want it to stay that way.” 

She suddenly looked as if she might cry. “I just don’t want anything I share with you to ever change the way you see me.”

I nodded stupidly, pretending I had any clue where this was going.

She paused, looking at the floor. “I feel like you get me. Like you see me. Faith’s been an incredible friend to me. And now…now I feel like you and I are getting close too. And like I can share things with you. Stuff I haven’t even shared with Faith. And that’s really special, and I want you to know I treasure that.”

Her words circled around me, hugging me like a cobra. Squeezing the fear from my heart.

“Does that make sense?” She looked back up, searching my face for answers.

“I…I think so?” I swallowed.

“I’m just saying, like, it’s OK if some things are just between us, you know?”

I nodded again. What else could I do? She had Faith’s ear, her trust. 

I was at Amy’s mercy.

She continued, “Since my break-up it’s been so hard to find people I feel like I can be myself around. Let alone men. Is that…is that weird?”

“No! Of course not!”

It was a relief, something I finally had an answer to. I knew what it was like to feel alone, even surrounded by friends.

Still, I hesitated. “I just want to make sure I’m…I’m being respectful.”

Amy laughed. It sparkled off the walls of her kitchen and vibrated my phone’s speakers. 

“Will. You are the most respectful man I have ever met. I daresay you could stand to be a little more disrespectful sometimes.”

I was bemused. “I have no idea what that means.”

She smiled at me, “Oh, I know you don’t.” Her tone was soothing, reassuring. 

I could breathe again. The anxiety was still there, but now just an extra in a cast of emotions.

“Thank you for letting me confide in you.” Amy sounded so warm and genuine, I almost forgot what had triggered the conversation.

“That bed looks soo comfy.” She straightened and stood back up, stretching her arms over her head. The fabric of her shirt stretched across her nipples, and for a moment I glimpsed the curve of the underside of her breasts. 

I tried to focus. Small talk. 

“Honestly, this new mattress is problematically comfortable.”

“I believe that,” she sighed. “Makes me miss cuddling.”

“Well…” I trailed off. “I can send you a link for the mattress.”

She laughed and rolled her eyes. “Can you send me a link for a professional cuddler?”

“Damn, top-tier occupation,” I smirked. We were riffing now, it felt good. “Wonder if that’s a real thing.”

“Well, If it was, I know you’d make a killing.” Her voice turned sly again.

I let myself bite. “You think so?” 

I was an idiot. A weak idiot.

“Oh, absolutely. I would pay good money for what Faith gets every day. She’s a lucky girl.” 

“Actually…” I paused. “Never mind.” 

Her curiosity piqued. “Oh my god, Will. Don’t do that. What?”

I shook my head. “No, I- I don’t know what I was gonna say.”

“Will, if you don’t tell me what you were going to say right now, I will literally drive over there and END you.”

I laughed, trying to ignore the mental image of Amy in her sleepwear bursting through my door and jumping into my bed.

“Yeah…right,” was all I could manage.

She swiped her phone off the countertop. I heard her keys jingle and she made to walk from the kitchen.

“OK! OK, damn.” I protested.

She slowed, looking down at her phone. “Well?…”

“It’s not that big a deal. I just…I was just going to say Faith isn’t really a cuddler. She’ll fall asleep pretty much anywhere but on me.”

“Oh…” Her eyes turned gentle. “I’m sorry, Will, I didn’t mean to press.”

Her sympathy was too much. “No, it’s OK. Really. It’s not something I have, like, a problem with.”

“Still.” She bit her lip and leaned back against the wall, slowly sliding down until she was sitting on the floor. “You deserve to have that.”

“It’s…like I said, it’s not a big deal.”

“Will.” She repeated my name, and let it linger for a moment in the air. She stared at me through the phone, and I could feel her eyes burning through my lie. 

She let out a sigh and pursed her lips. “Now I feel bad. Like I should still come over there after all. Just so I can give you that.”

My stomach flipped, and I felt myself getting hard again under the covers. I grabbed myself instinctively and squeezed.

She was silent, looking back at me, waiting for my answer.

“That’s really-” I searched for the words. I couldn’t make her feel rejected, but I couldn’t allow this to go further than what had already happened.

“That’s really nice of you to say. But I absolutely HAVE to be productive today. And I’ve already spent way too many hours in bed today.”

She nodded, “Valid.” I could see her mind turning. “I totally get that, honestly. When I was still with Caleb, I felt like cuddling made me so unproductive.”

“So, you get it.” I smiled, relieved she was taking the “no” well.

“Yeah,” she continued, “And you know a really good cuddle, you’re just lying there getting horny, and then you need to do something about it, and then you cuddle again after, and then you’re horny again, and it just turns into this vicious cycle.” The words spilled out of her faster as she went on.

I felt my cheeks flush at the thought of her “doing something about it.” I gripped myself harder under the sheets, as if it would choke the thoughts rushing into my mind, but they only came faster. Amy, rubbing her ass up against me. Wrenching her white top off, my mouth on her dark nipples. Her endless endurance, draining me over and over again, leaving me slick in her juices. 

She sighed again and smiled. “That’s just in a relationship, obviously. If you ever want a platonic cuddle, I’d love to be there for you.” She shifted, hugging her knees to her chest. She seemed to have an encyclopedic knowledge of ways to show off her tits without looking like she was trying.

If I shut this down, I ran the risk of upsetting her. I had to find a non-commital way of leaving this open-ended.

“Maybe I’ll take you up on that sometime.”

She beamed. “Good.”

Aaaand too enthusiastic. I’d waltzed right into the trap.

She hugged herself harder, her tits pushing upward more. For some reason, I found myself imagining her in a Victorian-style corset and stockings. I closed my eyes but it only made the image more vivid.

“God, I’m so horny.”

My eyes snapped open. She was looking off wistfully, talking so absent-mindedly I could’ve almost believed she was musing about the weather.

“Uh, what?” I laughed nervously.

“Oh, sorry, I thought I could talk about this stuff with you!” She dropped her knees and threw up her hands in frustration. I couldn’t tell if she was serious.

“We’re friends and we’re adults, Will, why are you acting like this is 1956???”

“No, I don’t–“ I tried to save myself. There was no way I was telling her I’d just been fantasizing about her in 1656.

She interrupted, “Faith and I talk about this stuff all the time, it’s not a big deal. I just wanna be able to be honest and be myself around you!”

“What do you mean, you and Faith talk about this all the time?”

She squinted at me. “That’s what friends do, ya know. We talk about sex, we talk about boys! We talk about you all the time obviously.”

“You talk about me?” I repeated, like an idiot.

I could see her try to suppress a laugh. “Yes, Will. We talk about you. Faith tells me everything!”

My eyes grew wide. “Like…everything?”

“She tells me how attentive you are. How much you guys laugh together. How hard you make her cum.” 

“Jesus.” I didn't know whether to feel betrayed or turned on.

“She tells me the other stuff too.”

“Other stuff?”

“How you work out obsessively. So much it makes her insecure. How you’re too big for her.”

“Wait, WHAT?” I was stunned. “What does that even– How could she–“ I felt shame, but it was outweighed by confusion—sure, I worked out pretty regularly, but I was more…cut than muscle-bound.

I protested, “There’s lots of dudes at the gym way more jacked than me…”

Amy cut in, “OK, first off all–shut the fuck up, you have a six-pack and you look like a Roman sculpture.”

I blushed at her words. They had poured out of her without hesitation, like she’d been waiting to say them to me.

“Second of all,” she continued, “Not too big, like, muscle-wise. Too big, like…you know.”

My cheeks burned with the heat of a thousand suns. What the fuck? There was no way that was true. 

All at once, I flashed back on every time I’d seen Faith flinch or grimace as we made love. But…I’d always checked in with her, always made adjustments to make sure she was comfortable. I’d assumed some angles were just not her cup of tea. She’d never once even hinted there was a size issue.

Embarrassment flooded my face, and I could see Amy saw it.

“Oh, no, WILL. You didn’t do anything wrong. There’s literally nothing to be ashamed of.”

Her words were little comfort. 

All this time. All those years. Had Faith just been putting up with me in bed?

“Faith doesn’t blame you!! Don’t you understand? She never felt like she could tell you! How could she? It’s not like it’s something you have any control over.”

I was silent.

“Look, Will. I’m being honest with you because I care about you. I don’t ever want to hide something from you like that. You deserve to know the truth and make your decisions from it.”

I nodded. “Thanks,” I said quietly.

“Fuck, you look so sad,” Amy blurted out. “I shouldn’t have said anything.”

“No, it’s OK.” I shook my head firmly. “I’m glad I know. I wish she’d told me, like, years ago.”

She nodded. “You should feel adored and wanted. You should feel like your body is a treasure.” Her voice broke and she paused. “Now I just want to cheer you up…”

I was silent, sitting with Faith’s secret.

“Will, you know a lot of people have the opposite problem. That was definitely how it was when I was with Caleb. Not that he got to choose how his body was either. But there was plenty he could’ve done to make up for it. Unfortunately his initiative was about as thin as his dick.”

An involuntary laugh burst through my mouth at the ridiculousness of the sentence. She looked relieved and smiled. 

“That’s better, that’s what I wanted,” she beamed. 

“You know,” she continued, “It’s not about bigger or smaller, thinner or thicker, at the end of the day. It’s about finding someone whose body and needs are compatible with yours.”

I realized my entire body had been clenched for the last two minutes straight, and I finally felt myself begin to relax.

“Sorry,” I murmured. “It’s just…a lot to take in.”

“Um, YEAH, apparently it is!” She grinned at me.

I laughed again, “Ha-HA, fuck YOU.” I pretended to throw the phone down, but I was smiling. It felt like I had someone in my corner. Someone who understood what I was feeling.

“This hasn’t helped my horniness at all, you know,” she teased me. “All this talk about sex.”

“Well, whose fault is that?” I raised my eyebrows at her.

“Mm, you’re right. It’s my fault. You can blame it on me, Will.” Her words might’ve sounded sarcastic if her voice hadn’t been so sweet. Almost nurturing.

“So,” she said, “Whatcha doin’ with your other hand there?”

God dammit. I hadn’t realized I was getting lazy with how I was holding my phone. She could see my left arm flexing down my body and underneath the covers resting at my waist.

“Nothing!” I panicked, yanking my hand out from under the cover.

“Kinda seems like you’re doing what I’ve been wanting to do for the past ten minutes.”

“No, I just– it’s not what it looked like.”

“I bet,” she purred. “And this isn’t what it looks like either.”

I watched as she let her hand drop to the edge of her pajama pants, playing with the hem. She let her legs splay open and she slowly slid her fingers under her waistband.

“Amy, I–I don’t think this is…a good idea.” I finished lamely.

Amy nodded sympathetically. "Will, I want to be closer to you. I want to be best friends. Because if we're not best friends, then Faith will be my only best friend. And that means she’ll be the only person I can tell everything to.”

Panic gripped my chest again. Was she doing this on purpose? Did she even understand what it sounded like she was saying?

“Anyway,” she continued, “I’m tired of talking about Faith. We can have our own independent friendship, you know? It doesn’t have to revolve around her, we can have some things that are just ours.”

My mouth hung open and I could feel every ounce of blood pumping in my body. My chest was tight and my cock throbbing so hard, I thought it might snap off.

“Nothing to see here,” she said. “Just scratching an itch…do you mind?”

I could see the outline of her hand start moving in circles. Her chest rose as her breaths became deeper and her tits strained against the fabric of her shirt.

Without realizing what I was doing, I moved my hand back under the covers and squeezed myself–it made my body jump. I squeezed again. It was the only way I could keep from stroking myself.

“Fuck,” Amy whispered. She was watching me through half-closed eyes. Her hand moved faster. 

“It feels…really good,” she panted, “to talk to you like this.”

As long as neither of us acknowledged what was happening, was it really happening at all? 

I couldn’t actually see anything, I reminded myself. But if I strained, I swore I could hear soft, wet sounds coming from my phone speakers.

I was utterly powerless to the images flooding my mind. Amy hovering inches above my cock, dripping on me. Grabbing my shaft, guiding me to her entrance to rub my head against her lips. Circling her clit with my cock as I pulsed against her, hearing her gasp as she pushed herself down onto me and felt herself stretch open for me.

“Last night–ah–feeling your hands–fuck–I’d been needing something like that for so long. I want to make you feel–mmph–as good as you made me feel. Am I a bad person–ah–for wanting that?” She sounded desperate.

“Amy…” My cock jumped with every little gasp that escaped her lips. “I could never think you’re a bad person.”

She closed her eyes, her lips pressed together between her teeth. “I trust you. I–mm–I want to tell you the things–ugh–I think about. Because I know you–hmm–you won’t judge me.”

I didn’t have words. I nodded.

“I get so–fuck–empty inside. I need to be filled. But it’s so hard. Everyone’s so fucking–ah–boring. I never feel connected to anybody…but you. When I’m around you, I get this feeling. I feel it here. In my–mmph–my stomach. I feel so, so filled up. Like I can barely handle it.”

My hand was like a vice grip around my cock. I felt a stream of pre-cum leak out of my head and drip onto my stomach. 

“Are you glad I–jesus–I told you?” Her face was pleading, and the sounds grew louder. I could see her wrist making quicker circles.

“Of course I’m glad,” I said. And with all my heart, I meant it.

Something about that set her off. I saw her body lock up and her arm go stiff. “Fuck, fuck, fuck,” she whispered repeatedly. “Fucking Christ.”

Her hips lifted off the floor repeatedly bucking into her hand and her head snapped forward and then back against the wall.

I felt more pre-cum pouring from my cock. I let my hand slide down the length of my shaft, feeling it slick and coated. That was all I could allow myself, all I could justify. If I didn’t slide my hand back up, I wouldn’t actually be stroking my cock to this beautiful creature in front of me.

Crazy rationalizations were spinning through my mind. I couldn’t know for sure what was obviously happening on the other end of the video. She might be doing something, but I wasn’t. If I didn’t actually make myself cum, somehow this was OK. Somehow this was nothing.

Amy was still muttering curses as her hips slowly lowered back to the ground. I watched the little aftershocks rack her body, her muscles tightening and releasing. She drew a deep, ragged breath.

“Holy shit. That was…I, um…” Her eyes were glassy and she bit her lip. ”I…I needed that.”

I lay there in a mixture of shock and lust. 

“Yeah,” I managed to croak out. “Seems like you did.”

She smiled a quiet smile and dragged her hand from between her legs.

“I’m glad you picked up when I called. It felt like we left some things unfinished from our movie night.” 

Amy put the tips of fingers to her lips as she spoke. My mind melted at what should’ve looked like an absent-minded gesture. She dropped her hand away from her mouth, and I swore I saw her lips glistening with a creamy sheen, before her tongue flicked out to lick them clean. 

In that moment I wanted nothing more than to be there, my mouth on hers. Feel her push her tongue into my mouth to make me taste her. Feed me more and more until I choked on her juices.

“So…you, me, and Faith…” The words slid out of her mouth lazily. “We’re all still going shopping together tomorrow, right?”

Amy’s lips parted to let out a moan. She stroked me faster. In my haze I realized she was mouthing words at me, but I couldn’t make them out. Her left hand wrapped around the base of my shaft, so she could pump me with both hands. She kissed the underside of my head and then stared at my cock with a determined look on her face. The whisper came from her mouth again. “I’m taking it all. I’m taking it all.” My balls drew tight to my body. I felt a hand on my shoulder and realized Faith was standing over me, shocked, staring down at Amy. But the orgasm had already started in me, I couldn’t stop the cum as it was forced from my body, splashing against Amy’s outstretched tongue, as she-

Ping. PING. My phone was insistent. I rolled over to look at the screen and squinted at the sunlight singeing the edges of the curtain.

11:15. Shit. How had I slept so late? I couldn’t remember the last time my body hadn’t woken me up by 7am.

I tried to grasp the last tendrils of my dream as they slipped from my mind. I felt the guilt flare in my chest.

I took a deep breath and closed my eyes, searching again for my phone lost in the covers. I needed something, anything to distract me. I found it and brought it to my face, searching for whatever notification had shaken me awake.

I had three texts. One was from Faith. I read the preview, “hey baby, left for work and I’m-” but didn’t open it. 

The second was from my client. Again, I skimmed the preview, “Hi, Will. Loving the latest draft but-” I rolled my eyes and scrolled to the next notification. 

Amy. The preview just said “Attachment: 1 Photo”.

What the fuck was this? My hand shook as I opened the text. 

The photo was a mirror selfie. Amy was turned away from the mirror at an angle, her right hand holding her phone up over her shoulder. She was shirtless, and her left hand rested across her breasts, leaving her curves still visible in profile. I felt my cock immediately stiffen and I shot a nervous glance at the bedroom door.

Three bubbles appeared. She was typing. Then ping. 

“You’re too strong!!! 😅” I swallowed and looked closer at the photo. Dark bruises had formed on both of her shoulders where I had massaged her last night. Jesus Christ, did I do that?

My thumbs moved fast across the screen. “Fuck, I’m sorry!”

The response came immediately. “It’s OK, it felt good ☺️” 

Then another text. “I needed that. And I’m gonna need you to do it again soon.”

Fuck fuck fuck. I needed to find a way out of this. I typed slowly, choosing my words carefully.

“I’m glad it felt good. I think maybe next time we keep it to movie-watching just to be safe.”

Send. I stared at the text. 30 seconds went by. Nothing.

Maybe that was it?

…or maybe she was planning how she would tell Faith. Maybe she’d realized how fucked up this situation was and that it was time to come clean. 

I didn’t know what was worse, the idea of telling Faith, or the idea of having to keep this secret forever.

Ping. 

“Did we do something you didn’t like?”

Of course. What a great question. It was like she was daring me to say out-loud what had happened. Daring me to put it in writing.

“i just never want to cross a line and make anybody uncomfortable!” My thumbs trembled from the adrenalin pumping through my veins, and I couldn’t tell if it was fight, flight, or fuck.

The response came fast again this time “Men always sexualize everything 🙄”

God fucking dammit. What?? Where was she coming up with this? What could I even say to that?

My phone pinged again. “You didn’t answer my question. Did I do a good job? Did I make you feel good too?”

All I could hear was the blood pounding in my ears. I tensed, as if to throw my phone across the room. But my arms were paralyzed. 

My fingers betrayed me, tapping the keyboard. Three letters.

“yes”

Ping. “Good :)”

I closed my eyes and buried my head in my pillow. 

I could feel the lust in my stomach crashing against the guilt in my chest. Waves carving out an immovable stone mountainside.

My phone pinged again and I opened my eyes.

“So are you gonna make me feel guilty for sending that photo too?”

The photo. God help me. I scrolled back up and looked at it again. My cock throbbed insistently against my leg. 

“No, of course not. Sorry I’m being weird.” I felt helpless, and yet simultaneously positive this was all my fault.

“It’s all good :)”

Her little smiley faces. Why did they look just like her self-satisfied smirk?

Suddenly my phone was ringing in my hand. “FACETIME - Amy”.

I lay there petrified, staring at it in my hand. Finally on the fifth ring, I answered.

“Hey…” I held the phone close so only my face was showing.

“Oh my god, finally–wait, why are you in the dark right now??” Amy giggled. She was wearing the thinnest of white tank tops and pajama bottoms, standing in her kitchen. The midday sun streamed through her windows and made her skin look like it was painted with gold leaf.

She looked closer at her phone. “Will. Are you still in bed?”

 “…Yeah.” I admitted sheepishly.

“Willlll, you slept so late!!” 

The way she stretched out my name did something to my stomach. I flashed back to last night. She had said savored the word “fucking” the same way.

“What got you so sleepy?” She grinned triumphantly.

“Nothing, I-“

“I mean, I will say you went in on my shoulders.” Her eyes flashed. “You earned that rest.”

She rested her elbows on the counter, leaning forward so her tits pressed together. 

I tried not to react. Why did her body look wet? Was she sweating, or had she just showered? 

Images took over my brain—Amy stroking me, my cum raining down on her skin and mixing with the sweat from her exertion.

No. NO. STOP.

I shook my head. “Nah, it was…it was nothing.”

“Oh, so you’re saying it was MY massage that put YOU to sleep?” Her hand lazily trailed up to her shoulder, then down across her chest.

I was at a loss for words. I shook my head vaguely.

Her face went serious. “Look. I called because I wanted to talk to you about something.”

Oh, god. Here it was. 

She was going to tell Faith. 

I had taken advantage of her in a vulnerable moment. My life, my relationship flashed before my eyes.

“Amy–“

She held her hand up. “Before you say anything, Will. I just want you to know I felt really taken care of last night.”

What? I saw my dumbfounded expression in the camera and tried to pull myself together.

“Look, I was really honest and vulnerable with you last night and you didn’t make me feel weird or embarrassed about it. And I just…I want it to stay that way.” 

She suddenly looked as if she might cry. “I just don’t want anything I share with you to ever change the way you see me.”

I nodded stupidly, pretending I had any clue where this was going.

She paused, looking at the floor. “I feel like you get me. Like you see me. Faith’s been an incredible friend to me. And now…now I feel like you and I are getting close too. And like I can share things with you. Stuff I haven’t even shared with Faith. And that’s really special, and I want you to know I treasure that.”

Her words circled around me, hugging me like a cobra. Squeezing the fear from my heart.

“Does that make sense?” She looked back up, searching my face for answers.

“I…I think so?” I swallowed.

“I’m just saying, like, it’s OK if some things are just between us, you know?”

I nodded again. What else could I do? She had Faith’s ear, her trust. 

I was at Amy’s mercy.

She continued, “Since my break-up it’s been so hard to find people I feel like I can be myself around. Let alone men. Is that…is that weird?”

“No! Of course not!”

It was a relief, something I finally had an answer to. I knew what it was like to feel alone, even surrounded by friends.

Still, I hesitated. “I just want to make sure I’m…I’m being respectful.”

Amy laughed. It sparkled off the walls of her kitchen and vibrated my phone’s speakers. 

“Will. You are the most respectful man I have ever met. I daresay you could stand to be a little more disrespectful sometimes.”

I was bemused. “I have no idea what that means.”

She smiled at me, “Oh, I know you don’t.” Her tone was soothing, reassuring. 

I could breathe again. The anxiety was still there, but now just an extra in a cast of emotions.

“Thank you for letting me confide in you.” Amy sounded so warm and genuine, I almost forgot what had triggered the conversation.

“That bed looks soo comfy.” She straightened and stood back up, stretching her arms over her head. The fabric of her shirt stretched across her nipples, and for a moment I glimpsed the curve of the underside of her breasts. 

I tried to focus. Small talk. 

“Honestly, this new mattress is problematically comfortable.”

“I believe that,” she sighed. “Makes me miss cuddling.”

“Well…” I trailed off. “I can send you a link for the mattress.”

She laughed and rolled her eyes. “Can you send me a link for a professional cuddler?”

“Damn, top-tier occupation,” I smirked. We were riffing now, it felt good. “Wonder if that’s a real thing.”

“Well, If it was, I know you’d make a killing.” Her voice turned sly again.

I let myself bite. “You think so?” 

I was an idiot. A weak idiot.

“Oh, absolutely. I would pay good money for what Faith gets every day. She’s a lucky girl.” 

“Actually…” I paused. “Never mind.” 

Her curiosity piqued. “Oh my god, Will. Don’t do that. What?”

I shook my head. “No, I- I don’t know what I was gonna say.”

“Will, if you don’t tell me what you were going to say right now, I will literally drive over there and END you.”

I laughed, trying to ignore the mental image of Amy in her sleepwear bursting through my door and jumping into my bed.

“Yeah…right,” was all I could manage.

She swiped her phone off the countertop. I heard her keys jingle and she made to walk from the kitchen.

“OK! OK, damn.” I protested.

She slowed, looking down at her phone. “Well?…”

“It’s not that big a deal. I just…I was just going to say Faith isn’t really a cuddler. She’ll fall asleep pretty much anywhere but on me.”

“Oh…” Her eyes turned gentle. “I’m sorry, Will, I didn’t mean to press.”

Her sympathy was too much. “No, it’s OK. Really. It’s not something I have, like, a problem with.”

“Still.” She bit her lip and leaned back against the wall, slowly sliding down until she was sitting on the floor. “You deserve to have that.”

“It’s…like I said, it’s not a big deal.”

“Will.” She repeated my name, and let it linger for a moment in the air. She stared at me through the phone, and I could feel her eyes burning through my lie. 

She let out a sigh and pursed her lips. “Now I feel bad. Like I should still come over there after all. Just so I can give you that.”

My stomach flipped, and I felt myself getting hard again under the covers. I grabbed myself instinctively and squeezed.

She was silent, looking back at me, waiting for my answer.

“That’s really-” I searched for the words. I couldn’t make her feel rejected, but I couldn’t allow this to go further than what had already happened.

“That’s really nice of you to say. But I absolutely HAVE to be productive today. And I’ve already spent way too many hours in bed today.”

She nodded, “Valid.” I could see her mind turning. “I totally get that, honestly. When I was still with Caleb, I felt like cuddling made me so unproductive.”

“So, you get it.” I smiled, relieved she was taking the “no” well.

“Yeah,” she continued, “And you know a really good cuddle, you’re just lying there getting horny, and then you need to do something about it, and then you cuddle again after, and then you’re horny again, and it just turns into this vicious cycle.” The words spilled out of her faster as she went on.

I felt my cheeks flush at the thought of her “doing something about it.” I gripped myself harder under the sheets, as if it would choke the thoughts rushing into my mind, but they only came faster. Amy, rubbing her ass up against me. Wrenching her white top off, my mouth on her dark nipples. Her endless endurance, draining me over and over again, leaving me slick in her juices. 

She sighed again and smiled. “That’s just in a relationship, obviously. If you ever want a platonic cuddle, I’d love to be there for you.” She shifted, hugging her knees to her chest. She seemed to have an encyclopedic knowledge of ways to show off her tits without looking like she was trying.

If I shut this down, I ran the risk of upsetting her. I had to find a non-commital way of leaving this open-ended.

“Maybe I’ll take you up on that sometime.”

She beamed. “Good.”

Aaaand too enthusiastic. I’d waltzed right into the trap.

She hugged herself harder, her tits pushing upward more. For some reason, I found myself imagining her in a Victorian-style corset and stockings. I closed my eyes but it only made the image more vivid.

“God, I’m so horny.”

My eyes snapped open. She was looking off wistfully, talking so absent-mindedly I could’ve almost believed she was musing about the weather.

“Uh, what?” I laughed nervously.

“Oh, sorry, I thought I could talk about this stuff with you!” She dropped her knees and threw up her hands in frustration. I couldn’t tell if she was serious.

“We’re friends and we’re adults, Will, why are you acting like this is 1956???”

“No, I don’t–“ I tried to save myself. There was no way I was telling her I’d just been fantasizing about her in 1656.

She interrupted, “Faith and I talk about this stuff all the time, it’s not a big deal. I just wanna be able to be honest and be myself around you!”

“What do you mean, you and Faith talk about this all the time?”

She squinted at me. “That’s what friends do, ya know. We talk about sex, we talk about boys! We talk about you all the time obviously.”

“You talk about me?” I repeated, like an idiot.

I could see her try to suppress a laugh. “Yes, Will. We talk about you. Faith tells me everything!”

My eyes grew wide. “Like…everything?”

“She tells me how attentive you are. How much you guys laugh together. How hard you make her cum.” 

“Jesus.” I didn't know whether to feel betrayed or turned on.

“She tells me the other stuff too.”

“Other stuff?”

“How you work out obsessively. So much it makes her insecure. How you’re too big for her.”

“Wait, WHAT?” I was stunned. “What does that even– How could she–“ I felt shame, but it was outweighed by confusion—sure, I worked out pretty regularly, but I was more…cut than muscle-bound.

I protested, “There’s lots of dudes at the gym way more jacked than me…”

Amy cut in, “OK, first off all–shut the fuck up, you have a six-pack and you look like a Roman sculpture.”

I blushed at her words. They had poured out of her without hesitation, like she’d been waiting to say them to me.

“Second of all,” she continued, “Not too big, like, muscle-wise. Too big, like…you know.”

My cheeks burned with the heat of a thousand suns. What the fuck? There was no way that was true. 

All at once, I flashed back on every time I’d seen Faith flinch or grimace as we made love. But…I’d always checked in with her, always made adjustments to make sure she was comfortable. I’d assumed some angles were just not her cup of tea. She’d never once even hinted there was a size issue.

Embarrassment flooded my face, and I could see Amy saw it.

“Oh, no, WILL. You didn’t do anything wrong. There’s literally nothing to be ashamed of.”

Her words were little comfort. 

All this time. All those years. Had Faith just been putting up with me in bed?

“Faith doesn’t blame you!! Don’t you understand? She never felt like she could tell you! How could she? It’s not like it’s something you have any control over.”

I was silent.

“Look, Will. I’m being honest with you because I care about you. I don’t ever want to hide something from you like that. You deserve to know the truth and make your decisions from it.”

I nodded. “Thanks,” I said quietly.

“Fuck, you look so sad,” Amy blurted out. “I shouldn’t have said anything.”

“No, it’s OK.” I shook my head firmly. “I’m glad I know. I wish she’d told me, like, years ago.”

She nodded. “You should feel adored and wanted. You should feel like your body is a treasure.” Her voice broke and she paused. “Now I just want to cheer you up…”

I was silent, sitting with Faith’s secret.

“Will, you know a lot of people have the opposite problem. That was definitely how it was when I was with Caleb. Not that he got to choose how his body was either. But there was plenty he could’ve done to make up for it. Unfortunately his initiative was about as thin as his dick.”

An involuntary laugh burst through my mouth at the ridiculousness of the sentence. She looked relieved and smiled. 

“That’s better, that’s what I wanted,” she beamed. 

“You know,” she continued, “It’s not about bigger or smaller, thinner or thicker, at the end of the day. It’s about finding someone whose body and needs are compatible with yours.”

I realized my entire body had been clenched for the last two minutes straight, and I finally felt myself begin to relax.

“Sorry,” I murmured. “It’s just…a lot to take in.”

“Um, YEAH, apparently it is!” She grinned at me.

I laughed again, “Ha-HA, fuck YOU.” I pretended to throw the phone down, but I was smiling. It felt like I had someone in my corner. Someone who understood what I was feeling.

“This hasn’t helped my horniness at all, you know,” she teased me. “All this talk about sex.”

“Well, whose fault is that?” I raised my eyebrows at her.

“Mm, you’re right. It’s my fault. You can blame it on me, Will.” Her words might’ve sounded sarcastic if her voice hadn’t been so sweet. Almost nurturing.

“So,” she said, “Whatcha doin’ with your other hand there?”

God dammit. I hadn’t realized I was getting lazy with how I was holding my phone. She could see my left arm flexing down my body and underneath the covers resting at my waist.

“Nothing!” I panicked, yanking my hand out from under the cover.

“Kinda seems like you’re doing what I’ve been wanting to do for the past ten minutes.”

“No, I just– it’s not what it looked like.”

“I bet,” she purred. “And this isn’t what it looks like either.”

I watched as she let her hand drop to the edge of her pajama pants, playing with the hem. She let her legs splay open and she slowly slid her fingers under her waistband.

“Amy, I–I don’t think this is…a good idea.” I finished lamely.

Amy nodded sympathetically. "Will, I want to be closer to you. I want to be best friends. Because if we're not best friends, then Faith will be my only best friend. And that means she’ll be the only person I can tell everything to.”

Panic gripped my chest again. Was she doing this on purpose? Did she even understand what it sounded like she was saying?

“Anyway,” she continued, “I’m tired of talking about Faith. We can have our own independent friendship, you know? It doesn’t have to revolve around her, we can have some things that are just ours.”

My mouth hung open and I could feel every ounce of blood pumping in my body. My chest was tight and my cock throbbing so hard, I thought it might snap off.

“Nothing to see here,” she said. “Just scratching an itch…do you mind?”

I could see the outline of her hand start moving in circles. Her chest rose as her breaths became deeper and her tits strained against the fabric of her shirt.

Without realizing what I was doing, I moved my hand back under the covers and squeezed myself–it made my body jump. I squeezed again. It was the only way I could keep from stroking myself.

“Fuck,” Amy whispered. She was watching me through half-closed eyes. Her hand moved faster. 

“It feels…really good,” she panted, “to talk to you like this.”

As long as neither of us acknowledged what was happening, was it really happening at all? 

I couldn’t actually see anything, I reminded myself. But if I strained, I swore I could hear soft, wet sounds coming from my phone speakers.

I was utterly powerless to the images flooding my mind. Amy hovering inches above my cock, dripping on me. Grabbing my shaft, guiding me to her entrance to rub my head against her lips. Circling her clit with my cock as I pulsed against her, hearing her gasp as she pushed herself down onto me and felt herself stretch open for me.

“Last night–ah–feeling your hands–fuck–I’d been needing something like that for so long. I want to make you feel–mmph–as good as you made me feel. Am I a bad person–ah–for wanting that?” She sounded desperate.

“Amy…” My cock jumped with every little gasp that escaped her lips. “I could never think you’re a bad person.”

She closed her eyes, her lips pressed together between her teeth. “I trust you. I–mm–I want to tell you the things–ugh–I think about. Because I know you–hmm–you won’t judge me.”

I didn’t have words. I nodded.

“I get so–fuck–empty inside. I need to be filled. But it’s so hard. Everyone’s so fucking–ah–boring. I never feel connected to anybody…but you. When I’m around you, I get this feeling. I feel it here. In my–mmph–my stomach. I feel so, so filled up. Like I can barely handle it.”

My hand was like a vice grip around my cock. I felt a stream of pre-cum leak out of my head and drip onto my stomach. 

“Are you glad I–jesus–I told you?” Her face was pleading, and the sounds grew louder. I could see her wrist making quicker circles.

“Of course I’m glad,” I said. And with all my heart, I meant it.

Something about that set her off. I saw her body lock up and her arm go stiff. “Fuck, fuck, fuck,” she whispered repeatedly. “Fucking Christ.”

Her hips lifted off the floor repeatedly bucking into her hand and her head snapped forward and then back against the wall.

I felt more pre-cum pouring from my cock. I let my hand slide down the length of my shaft, feeling it slick and coated. That was all I could allow myself, all I could justify. If I didn’t slide my hand back up, I wouldn’t actually be stroking my cock to this beautiful creature in front of me.

Crazy rationalizations were spinning through my mind. I couldn’t know for sure what was obviously happening on the other end of the video. She might be doing something, but I wasn’t. If I didn’t actually make myself cum, somehow this was OK. Somehow this was nothing.

Amy was still muttering curses as her hips slowly lowered back to the ground. I watched the little aftershocks rack her body, her muscles tightening and releasing. She drew a deep, ragged breath.

“Holy shit. That was…I, um…” Her eyes were glassy and she bit her lip. ”I…I needed that.”

I lay there in a mixture of shock and lust. 

“Yeah,” I managed to croak out. “Seems like you did.”

She smiled a quiet smile and dragged her hand from between her legs.

“I’m glad you picked up when I called. It felt like we left some things unfinished from our movie night.” 

Amy put the tips of fingers to her lips as she spoke. My mind melted at what should’ve looked like an absent-minded gesture. She dropped her hand away from her mouth, and I swore I saw her lips glistening with a creamy sheen, before her tongue flicked out to lick them clean. 

In that moment I wanted nothing more than to be there, my mouth on hers. Feel her push her tongue into my mouth to make me taste her. Feed me more and more until I choked on her juices.

“So…you, me, and Faith…” The words slid out of her mouth lazily. “We’re all still going shopping together tomorrow, right?”

Her body was pure sweat, crashing into mine in the dark. I could see the hunger on her face, her black hair a matted mess, the moonlight from the window outlining the curve of her tits. Her stomach muscles flexed as she arched and slammed herself down on me over and over again, impaling herself on my cock. I could feel myself getting close and I tried to grab her hips to stop her, but her eyes told me what I already knew when we started: I didn’t have a choice in the matter. She cried out as I felt myself stretch her walls another inch and—

“Hey, baby, do you mind if Amy comes over for a movie tonight?”

The question snapped me out of my daydream. I turned from my laptop to see my girlfriend, Faith, standing in my doorway, smiling at me. 

It took a moment to process what she was asking. “Sorry, uh…” I blinked and rubbed my brow. “Yeah, of course! That sounds fine.”

“Yayyy,” Faith skipped across the room and kissed me on the cheek. She looked down at my lap expectantly, “Excuse me, this is my seat.”

“You’re so right, baby, please sit.” I pulled her onto me and she wrapped her arms around me. Her fiery orange curls bounced around her freckled cheeks.

“What do you think we should watch tonight?”

“Hmm,” I said. “Something a little dark, a little gothic? Maybe something you’ll actually stay awake for?” I grinned at her and she rolled her eyes.

“Sooo funny, William!” I hated my full name and she knew it. She gave me a peck on the lips and swung her legs off my lap. “I think I can find something like that. We’re going to grab dinner first, though, do you want to come?”

“Aw, I’d love to, baby, but I have to finish this edit by 5. See you guys when you get back, though?”

Faith looked disappointed for a moment, but quickly nodded. She kissed my cheek one more time and skipped back out of my room.

I took a deep breath and tried to steady myself as I heard the front door close behind her. It had been a year now since Faith and I had met Amy at a friend’s party. The two of them had become attached at the hip, and they made quite a pair. 

Faith was 5’6” and curvy, with a body like a renaissance painting. Her breasts were small, but not tiny, delicious handfuls, the appetizer to her hips and ass. She enjoyed flaunting her curves too–at least on the days she was feeling herself. 

Faith had grown up in the midwest, and she oozed an effortless, sweet, silly innocence that people just wanted to be around. Sometimes I thought that every single person who ever met her loved her.

Amy on the other hand was tiny, just under 5 feet tall, with dark black hair and the kind of athletic body that always seemed to glisten just a little. She wore shirts too small for her C cup tits and might as well have been allergic to bras. She wasn’t curvy like Faith, but she had the cute, toned bubble butt of a long-distance runner. 

Our friends who met Amy always seemed irked by her, or assumed she thought she was better than everyone else. They might’ve been right–I had noticed the self-satisfied, mischievous smirk she couldn’t hide when she was successfully pushing someone out of their comfort zone.

Amy made me nervous. She seemed bored by most people she met, losing interest in conversations quickly and scanning the room to find her next bit of entertainment. But when Amy talked to me she was laser-focused, her eyes piercing up at me, occasionally drifting down, but then always quickly back up. Even sometimes when she was talking to Faith, I’d notice Amy’s eyes still on me, a look on her face I could never quite put words to.

But Amy was genuinely a wonderful friend to Faith. When Faith was sad, Amy was there for her–without fail. Together, the two of us had helped talk Faith through some of the harder moments she’d had in the last year.

Since Faith and I had moved in together just over a year ago, our relationship had shifted. Sometimes it felt like we were just roommates, friends who’d known each other forever. 

Faith’s sweetness started to show cracks too, and she snapped at me for little things. I still felt loved, but rarely wanted. Lingerie and sexting all day had become pajamas and a quickie before bed. There was a routine to sex–I would come to bed, kiss her, eat her out till she came, and then fuck her. She rarely got on top and rarely went down on me. She never made me feel bad when I tried to spice things up, but she never made the same effort in return. 

I had always been the kind of person who took a long time to finish, and Faith got easily oversensitized after she’d already cum once or twice. I could see it in her eyes when she was done, even if she didn’t say it out loud. I felt like if the roles were reversed and I had to tap out, I would stop at nothing to make sure she was taken care of. But that thought never seemed to enter her mind.

Still, I knew that Faith was the love of my life. I had never felt more able to be myself around someone, and I’d never felt more loved and accepted.

I hit the export button in Adobe and glanced at the time. 4:53. I’d barely been able to focus enough to finish the video for this client. My mind kept wandering to Amy. That look on her face that said…something. What did it say?

I felt my stomach flutter and checked the clock again. Maybe before Faith and Amy got home I could…

I felt myself start to grow as I undid my belt and jeans with one hand, typing into the search bar with the other. I wrapped my hand around my shaft and began to pump as a petite dark-haired girl rode a faceless man on the screen. When she turned away from the camera she looked like Amy. I felt my balls tighten, and…

“Knock, knock we’re back!”

Fuck. I tried to stuff my cock back in my jeans as I heard two sets of footsteps in the hall just outside my door. How had they been so fast?? No time to buckle my belt. I yanked my shirt down over my waistband and the ridiculous bulge in my lap, and pressed the lock button on my laptop as I spun toward the door, face flushed.

“Hey, I-”

“Darling, we brought you tacos!” Faith burst through the doorway, laughing as Amy struck a pose, holding up the white plastic to-go bag as if she was modeling the food for a commercial. She wore baggy jeans that hung precariously off her hips, and a tiny cropped tee that showed off her perfect stomach. I felt my erection strain against my pants as Faith pretended to snap pictures of Amy and the food.

“Faith said you weren’t hungry, but I made her bring you something because you’re always hungry!” Amy was scanning my face, looking for a reaction. Could she see I was blushing? I watched her gaze shift to the dark computer screen behind me, then back to my face. Her eyes narrowed, searching my face, then dropped to my belt still sticking out from under my shirt. A quiet smirk stretched across her lips.

“We brought all the food back so we could eat while we watch!” Faith smiled. “I’m gonna set up some plates in the living room.”

“I...thanks, baby.” I stayed seated.

“I know you’re hungry, don’t try to pretend you’re not. Come and eat!” Amy jumped across the room and grabbed my hand, dragging me from my chair as I tried to hide my unbuttoned pants. 

She pulled me close into a hug. My erection pressed through my jeans against her stomach. Could she feel it? I tried to angle my lower half away from her.

“Mmph. It’s so long since I’ve seen you,” she pulled me in tighter.

I looked up to the doorway but Faith had already turned back down the hallway. I hugged Amy back with one arm.

“We literally got pizza last week,” I laughed weakly and let go of her. She kept her arms wrapped around me and leaned back to look up at me, her stomach pressing against my crotch.

“OK, Will, so you hate me now?” She pouted. She let go and stepped back. “You don’t have to act all cool, I know you missed me too.”

I opened my mouth to respond but nothing came.

She looked smug and pushed me away, turning to the door.

“I’m just teasing, come watch with us!” She called over her shoulder from the hallway. “Whenever you’re ready…” I could hear the smirk in her voice.

We were only 20 minutes into Interview With A Vampire and already I was regretting my genre suggestion for our movie night. I’d said dark and gothic but somehow that had turned into dark and gothic and horny. 

Faith had asked me for a massage, which opened the door for Amy to suggest a massage train, and she’d slid behind me on the couch to form the back of the train before I could think of a way to say no.

As I pressed my palms into Faith’s shoulders I tried not to think about Amy’s hands moving up and down my back. Her athleticism was obvious—she was much stronger than Faith, manipulating my muscles in ways Faith never had when I asked for a massage. Where Faith might do her best on me for 5-10 minutes, Amy was still going after half an hour, never slowing down, like she was determined not to stop until I stopped. 

Amy reached over my shoulders and dug her fingers down into the tops of my pectoral muscles, just below my clavicle. She made circles and found the pressure points where my shoulders connected to my chest. I could feel the energy radiating down from her fingers into the rest of my body.

“Will! Ow, you’re going too hard.” Faith snapped at me.

“Sorry, sorry! I didn’t realize.” I stopped, embarrassed. My hands had completely gone into autopilot, just reacting to what I was feeling.

“It’s OK, it felt good except for that last part. I just get sensitive, you know.” She climbed onto the couch to my right and curled up with a pillow.

Amy’s hands slowed on my back. “If you still have energy I’d love to switch!”

I looked to Faith but she was on her phone scrolling through Instagram. 

“Um…” I trailed off.

“I just have this one knot in my shoulder I really need someone strong to get at.” Amy said.

“Don’t be selfish, baby,” Faith yawned. “You obviously still have energy.”

I clenched my jaw. It always mystified me how she could switch from so sweet and loving in one moment to so flippant in the next. No one else ever seemed to notice, because of her otherwise constant sunny disposition.

Amy patted my shoulder, “You can take a break if you want. Just let me sit in front of you and you can do a little if you’re able.”

I nodded silently. Amy sat on the floor in front of me and we watched as Tom Cruise and Nicole Kidman moved through a castle, naked bodies surrounding them.

I glanced over at Faith again but her nose was still buried in her phone. 

I could never understand the point of a movie night if she was just going to–

I shook my head and looked down at Amy and she shifted, rolling her neck and arching her back. I could see straight down to her lacy white bra and olive curves. I swallowed and looked back at the screen.

She hadn’t been lying–her left shoulder had a massive knot. I focused in on it, and the task helped put the more distracting thoughts out of my mind. I’d lost track of how long I’d been working on her shoulder when a sound escaped her lips. 

I looked down, “Sorry, was that too–”

She was looking over at Faith, who was snoring quietly, phone still in her hand, some TikTok video playing on a loop. 

“Out like a light,” Amy giggled.

“Oh, yeah, this happens almost every time we watch a movie together.”

“Wait, really?” Amy looked up at me surprised.

“Yeah, I don’t think we’ve finished a movie together. She sleeps like a rock too, apparently she napped through a fire alarm once in college.”

“You’re joking,” Amy laughed in disbelief.

“Nope. Tom Cruise could leap off the screen and start jumping on this couch and she’d still be out.”

Amy laughed again. “Well. Anyway. I really appreciate you doing this, I know you were already going for a while on Faith.”

“Hey, honestly, you did an amazing job on me. You deserve to have the favor returned.”

“I’ve just been at the gym every morning the last few months, and I feel like I’m not stretching enough or something.” She circled her head and stretched back again, and I almost buckled at the sight of her bra inching lower on her breasts.

I swallowed again. “I can tell.”

She looked back up at me, her eyes questioning.

I tried to save it. “I just mean you should be proud, that takes a lot of self-discipline.”

She nodded appreciatively, “Low-key, I think I’ve gotten a little obsessive about it since my break-up. It’s been a year, but I still like to imagine smashing his face in between the weights.”

I laughed, taken aback. “I didn’t realize Caleb was that bad.”

“Oh, yeah. He was a creep. But what else is new, that’s all the guys at my gym too.”

“Oof.” I didn’t know what to say.

She shook her head. “You know, I’ll be in there just doing squats, not even wearing booty shorts like some of these girls, and guys in there will just stare so shamelessly. And meanwhile the same dudes are walking around after every set of bench presses, just nonstop groping their own pecs.”

I chuckled.

She continued, “And I’m like, ‘Hey! My tits are sore too! Maybe I should walk around rubbing mine! But clearly I won’t, because if I did y’all would lose your fu-u-u-cking minds!!’”

Christ. Why did it turn me on when she stretched out the word “fuck” like that?

“Do you think…” she trailed off.

I looked down at her. “What?”

“You’re gonna think I’m weird.” She shook her head quickly and waved me off. “Never mind.”

“No, what’s up?” I was confused.

“Look, I just…I know you’re not skeezy. And I was hoping you could massage my chest a little. Not like in a weird way, it’s just like guys can do it and that’s not fair, and I’m a hard worker too and I deserve–” the words tumbled out of her faster than I could keep up with.

“Whoa, whoa, chill,” I said. “What are you asking?”

“I don’t mean like…down here,” she gently cupped her breasts. My breath caught. “I mean like up here,” she said, trailing her fingers across the upper part of her chest not covered by her tiny t-shirt.

“I. Um.” My brain was screaming at me but somehow my voice held steady. “I don’t know…”

“It’s not weird you know, it’s just a stupid societal construct. I did it to you when I was massaging you earlier and you didn’t even blink.” Her voice was matter-of-fact.

I was silent. My eyes flicked over to Faith, deep asleep on the couch. Would she even mind? Maybe if I just did this…

Amy put her hand on my knee and looked up at me. “It’s OK. I trust you.” 

Without waiting, she turned away from me and leaned her head back into my lap so her chest was just below my fingertips.

As if on their own, my hands moved down to brush across her clavicle. 

The arch of her neck was beautiful, I caught myself thinking. How had I never noticed that? …Too busy trying not to stare at the rest of her body.

I pressed my fingers into the top of her chest, mirroring the way she’d touched me earlier. Her torso was so much smaller than mine, and I couldn’t move more than an inch or two up and down without grazing the curve where her breast started.

I felt my dick start to grow. NO. I stopped moving, trying not to panic, but I felt it push down the leg of my jeans.

Amy tilted her head back. “Are you OK, are you uncomfortable?” She said quietly. 

What was that tone of voice? Why was it so soothing?

“No, no,” I said, “I—I just didn’t know if you were comfortable.” 

Her eyes were a startling mix of colors, dark hazel with little shards of green and gold. For the first time ever, a pleading look crossed her face. It made my stomach churn. 

She wouldn’t be looking at me like that if she knew what my body was doing right now. She was seconds away from seeing me as just another creep like the guys at her gym.

Still gazing up at me she said,  “What if I just lay my head here like this?” 

Before I could form words, she leaned to the left and let her head rest against my thigh, just above my throbbing cock. 

I sucked in a sharp breath and she immediately wrapped her arm around my lower leg and hugged herself closer to me, and I felt my shaft press into the side of her face. 

I froze.

The thin layer of denim was the only thing between my erection and her cheek. 

I expected her to jerk away, disgusted by me. But she didn’t even flinch. 

Did she not realize what she was feeling? How could I say something without making the situation worse?

She sighed deeply. “You’re so warm, this is so nice.” 

Her eyes met mine again, and she searched my expression. “Can you…would you please keep going?”

I swallowed. “Do you want to…maybe adjust where your head is?”

She shook her head slightly, her cheek rubbing against me, and it made me jump. She looked up at me with a frown.

“Careful, I don’t want to wake up Faith.”

“Ok, but—” I looked over at Faith and my words stalled out. What would she think if she suddenly woke up and saw Amy like this? Would she flip out? Would she even care?

“This is perfect, Will. Please don’t make it weird.” She leaned her head back down against me.

My brain screaming at me, I felt my fingers move against my own will, back down to her chest, making slow, deep motions across her chest. 

Finding each little muscle and tendon below her clavicle, I started at the center and moved outward, then slowly back to the center. Then I moved my fingers down half an inch and started the same motion again, going lower and lower each time. 

She nuzzled her cheek against me ever so slightly, little moans escaping her lips. I paused for a second and cleared my throat. This had to stop. 

Her eyes shot open and she looked over at Faith, then back up at me smugly. “Still asleep. Amazing.” She shook her head and stifled a laugh.

I started to open my mouth to say something, anything. How it was late, how she should go home, but she rested her face back down against my shaft and sighed deep, the vibrations making my cock twitch. 

I felt her cheeks push into a smile.

“It’s nice to have your hands all to myself just for once. You’re so good to Faith, I almost get jealous seeing how good she has it. I deserve to feel that too, ya know?” She murmured to herself.

My hands had made their way as far down her chest as they could without pressing into her tits. Fuck, they were glorious. I closed my eyes and tried to reset.

I moved to start making my way back up her chest and she arched her back, pressing the tops of her tits up into my fingers, “Can you keep going just a little lower? It feels so good and my muscles are genuinely just so sore.” 

She rubbed her hand up and down my calf. “I’m so grateful, really. I promise I’ll get you back.” 

“You already did,” I protested. 

“And I will again,” she smiled.

My hands started moving again, sliding under her shirt like they had a mind of their own. I pressed down into her ribcage, brushing the sides of her breasts, trying to find a way to still make this a massage.

“Besides–mmph,” she groaned, “I can tell that–ah–you’re working even harder at the gym than–oh–than I am. Your hands are so—mm—strong, and every part of your body is just–ugh–rock hard. It’s–fuck–it’s so impressive.”

Her voice was a drug sending more blood to my cock. I couldn’t remember ever being this hard. 

I felt her unwrap one arm from around my calf, and she moved her hand up past my knee, next to her face. 

“I’m just gonna rest my head against my hand here.” Her tone was still quiet and so reassuring, as if she were just talking me through an exercise.

“...huh?” I croaked out. My throat was dry.

Before I could even comprehend what she was saying, like it was the most normal thing in the world, she placed her open hand against my cock, and rested her head back down against my leg.

My body jerked instinctively. “Careful—Amy, uh. That’s—”

“What, Will?” Her voice was quiet. “This is OK, right?”

I tried to extract my hands from under her shirt but she grabbed my arm and pushed it down farther, so my hands were nearly wrapped around her breasts.

“Fuck, Amy, I—”

“If you felt like you were doing something wrong, I’d want to tell Faith right now.”

I blinked. What?

“I’m just saying, this feels really good right now.” She spoke quickly, her tone hushed. “I don’t think you’re doing anything wrong. But if this doesn’t feel good to you, I wouldn’t want to keep that from Faith.”

Something in a corner of my mind understood I was being manipulated. But I couldn’t tell if I was going along with it by choice or because I had to.

Amy’s pinky grazed the head of my cock through my jeans and it jumped against her hand. She let out a quiet gasp and my breath caught in my throat.

“That seems like it feels good.” She murmured. I could barely process her words. 

A wet spot was beginning to form on the leg of my jeans where she was touching me. I heard her inhale through her nose.

I felt hypnotized. I had never felt so close to cumming from so little stimulation. I could feel pre-cum steadily leaking from my head.

“Don’t stop massaging me.” Amy breathed against my leg.

My hands were already nearly wrapped around her breasts. I tried to move them lower, higher, anything to keep myself from crossing a line.

“You already got there," she pouted, raising her voice slightly.

I shot a glance at Faith. Amy saw me looking and squeezed me with her hand to get my attention.

“If you want me to be quieter you have to work on a part of my chest that isn't sore yet.” She arched again, pressing her breasts up toward me.

I might as well have been groping her—her tits were essentially fully in my hands. I couldn’t take it anymore. I let my hands slide under her curves, letting my fingers wrap around them all the way, the tips of my middle fingers brushing her nipples. 

“Yes…right there,” she breathed. “That’s…helping so much.”

I grasped her tits harder and pushed my palms upward into her chest, massaging her just the way she wanted.

Amy moaned louder than she had before, and I stole another glance at Faith. She was still breathing steadily, face pressed into the couch cushion.

“You have no idea how good this feels.” Amy had her eyes closed and I could see her bite her lower lip.

My brain was still screaming at me but the screams were growing distant, drowned in echo.

Her hand was still resting against the length of my cock, and as I kneaded her tits more forcefully, she grabbed my shaft hard, holding on for support. 

The pressure forced pre-cum out of my tip. My cock flexed in her hand and we both moaned, “Fuck,” at the same time.

She began moving her hand up and down the length of my shaft, squeezing me through the denim. “Jesus Christ…” she whispered, almost to herself.

I tried to steady my breathing but I could feel my body starting to shake. There was adrenalin coursing through every inch of my veins, and all at once I felt my balls start to churn.

I was so much closer than I’d even realized. I gripped her tits in my hands and squeezed. Hard. She whimpered.

The sound triggered something deep inside me, and I felt my balls pull tight and cum raced through the length of my cock.

I felt myself spray against my leg, soaking my knee as Amy kept stroking, her tits swaying with every pulse. 

Suddenly I heard motion to my right and my head snapped back towards Faith. 

I saw her start to stir and my mouth opened in silent desperation as Amy continued to grip me, milking rope after rope out of me.

I yanked my hands out of Amy’s shirt in panic and Amy's head shot up to look at me. She saw the look on my face and her eyes darted over to Faith. 

Amy smiled and began to slow her strokes along my shaft. “Faith?” she said. 

I grabbed Amy’s shoulder hard and mouthed, “What the fuck???”

She smirked up at me, whispering, “It’s fine.” She wrapped her right hand around Faith’s foot and gently tugged, “Faith?”

I couldn’t believe what I was seeing. I moved to wrench her away from Faith, but Faith just grumbled something about, “..tired,” and pulled her foot away, curling up deeper in the couch. 

Amy looked back at me “See? She needs to sleep.”

I let out a long breath, trying to calm myself.

“That was so nice,” Amy murmured. She stretched her neck side to side. “I feel so much better, you’re so good at that.”

I sat stunned at what had just happened. My heart was hammering in my chest. 

Amy’s cheeks flushed with heat as she looked down at the trail of cum that had soaked my jeans. Before I could move, she pressed her face into my thigh one more time and inhaled deeply. 

She peeked up at me, with a look of embarrassment on her face.

“Sorry, you just smell amazing.”

My cock twitched in my pants once more. She saw it and whispered, “Wow.”

She reached her hand back towards me and I sprang up from where I was sitting, clearing my throat, “I. Uh.”

She bit her lip, still gazing at the leg of my jeans. “You good?”

Guilt washed over me, the realization of what I’d just let happen.

“I’m–just going to use the restroom.”

“Sure, down the hall and to the left,” she nodded toward my bathroom.

“Ha-ha,” I said weakly.

I stumbled past the bathroom to my bedroom where I ripped my pants off and threw them into the hamper. I grabbed a towel and frantically cleaned my cum-caked leg as much as I could, when suddenly I heard voices from the living room. 

I yanked open my dresser, grabbed a pair of basketball shorts, and pulled them on. I quickly walked back into the living room.

I slowed my walk as I rounded the corner and saw Faith and Amy quietly talking.

“But do you want me to ruin it for you??” Amy laughed.

“Oh my god just tell me-e-e.” Faith swatted her arm.

Amy said, “No, that’s what you get for falling asleep. We’re just gonna have to do another movie night so you can finish watching it!”

“Ugh, fine,” Faith pouted. She looked up at me in surprise, as I stood there, still dumbstruck.

“Did you change?”

“I--uh. I–”

“Oh yeah, it was getting really warm in here,” Amy chirped.

I let out my breath and walked back over to the couch, sitting down next to Faith, putting her between Amy and me.

Faith crinkled her nose, “You smell funny.”

Amy giggled and slapped her arm, “Oh, my god, Faith you’re so mean to him! You should be nicer.”

Faith leaned in and sniffed, and pretended to gag, “Yeah, you must have been getting really warm in here, you smell sweaty.”

Amy smirked at me, “Aww, I’m sure he smells great.”

Faith snorted and rolled her eyes, “Get close at your own risk.”

I stood up abruptly, “I think I’m going to bed–I’m really tired.”

“No, yeah, it’s late,” Faith sighed. She grabbed Amy’s hand and they walked to the door together.

As they passed me, Amy quickly turned and hugged Faith tight.

“Thank you so much for tonight. It was so nice. We’re going to do it again very soon, and there’s nothing you can do about it.” She smiled at me over Faith’s shoulder, eyes dropping to my crotch. I felt myself start to stiffen and her smile widened as she saw me tent my basketball shorts. 

She stretched out one arm toward me and said “Will! Group hug.”

“No, I smell, remember?” I turned to walk to my room.

Faith called after me, “William come here! If I have to suffer in bed with you tonight, so does Amy.” They looked at each other and burst out laughing.

“OK, NOT what I meant,” she shook her head. “Don’t be rude though, Will! Amy wants grouphug, Amy gets grouphug.”

I shuffled back towards them, trying to angle my body away from Faith so she couldn’t see my cock lifting the crotch of my shorts, and wrapped a half-hearted arm around the two of them. 

Amy hugged Faith in with one arm, and jerked me closer to her so my hard-on was pressing against her thigh. Then she shoved me away, “Alright, get outta here, smelly!”

They burst out laughing again and I spun outward away from both of them and quickly walked to my bedroom. 

“Good night, Will!” Amy called after me in a sing-songy voice. 

My cock twitched against my shorts once more and as I closed the door behind me I heard Faith shout, “I’ll be right in, baby!”

My heart sank. I couldn’t believe this. 

It felt like a fever dream. Maybe…maybe I could tell myself it wasn’t real? 

I mean, what had actually happened? Technically she hadn’t really touched me. 

I had touched her though. But just a massage, just her chest. It wasn’t like I’d made her cum. 

Like she made me cum.

My brain started to spin. From amidst the tornado, Amy’s hazel eyes rose to the top, pleading, innocent and mischievous all at once.

The whimper from her throat. The smirk on her lips, confident this wasn’t the last time.

She was wrong. This was never happening again. Never again.

Never. 

Not ever.

…

Right?

Her body was pure sweat, crashing into mine in the dark. I could see the hunger on her face, her black hair a matted mess, the moonlight from the window outlining the curve of her tits. Her stomach muscles flexed as she arched and slammed herself down on me over and over again, impaling herself on my cock. I could feel myself getting close and I tried to grab her hips to stop her, but her eyes told me what I already knew when we started: I didn’t have a choice in the matter. She cried out as I felt myself stretch her walls another inch and—

“Hey, baby, do you mind if Amy comes over for a movie tonight?”

The question snapped me out of my daydream. I turned from my laptop to see my girlfriend, Faith, standing in my doorway, smiling at me. 

It took a moment to process what she was asking. “Sorry, uh…” I blinked and rubbed my brow. “Yeah, of course! That sounds fine.”

“Yayyy,” Faith skipped across the room and kissed me on the cheek. She looked down at my lap expectantly, “Excuse me, this is my seat.”

“You’re so right, baby, please sit.” I pulled her onto me and she wrapped her arms around me. Her fiery orange curls bounced around her freckled cheeks.

“What do you think we should watch tonight?”

“Hmm,” I said. “Something a little dark, a little gothic? Maybe something you’ll actually stay awake for?” I grinned at her and she rolled her eyes.

“Sooo funny, William!” I hated my full name and she knew it. She gave me a peck on the lips and swung her legs off my lap. “I think I can find something like that. We’re going to grab dinner first, though, do you want to come?”

“Aw, I’d love to, baby, but I have to finish this edit by 5. See you guys when you get back, though?”

Faith looked disappointed for a moment, but quickly nodded. She kissed my cheek one more time and skipped back out of my room.

I took a deep breath and tried to steady myself as I heard the front door close behind her. It had been a year now since Faith and I had met Amy at a friend’s party. The two of them had become attached at the hip, and they made quite a pair. 

Faith was 5’6” and curvy, with a body like a renaissance painting. Her breasts were small, but not tiny, delicious handfuls, the appetizer to her hips and ass. She enjoyed flaunting her curves too–at least on the days she was feeling herself. 

Faith had grown up in the midwest, and she oozed an effortless, sweet, silly innocence that people just wanted to be around. Sometimes I thought that every single person who ever met her loved her.

Amy on the other hand was tiny, just under 5 feet tall, with dark black hair and the kind of athletic body that always seemed to glisten just a little. She wore shirts too small for her C cup tits and might as well have been allergic to bras. She wasn’t curvy like Faith, but she had the cute, toned bubble butt of a long-distance runner. 

Our friends who met Amy always seemed irked by her, or assumed she thought she was better than everyone else. They might’ve been right–I had noticed the self-satisfied, mischievous smirk she couldn’t hide when she was successfully pushing someone out of their comfort zone.

Amy made me nervous. She seemed bored by most people she met, losing interest in conversations quickly and scanning the room to find her next bit of entertainment. But when Amy talked to me she was laser-focused, her eyes piercing up at me, occasionally drifting down, but then always quickly back up. Even sometimes when she was talking to Faith, I’d notice Amy’s eyes still on me, a look on her face I could never quite put words to.

But Amy was genuinely a wonderful friend to Faith. When Faith was sad, Amy was there for her–without fail. Together, the two of us had helped talk Faith through some of the harder moments she’d had in the last year.

Since Faith and I had moved in together just over a year ago, our relationship had shifted. Sometimes it felt like we were just roommates, friends who’d known each other forever. 

Faith’s sweetness started to show cracks too, and she snapped at me for little things. I still felt loved, but rarely wanted. Lingerie and sexting all day had become pajamas and a quickie before bed. There was a routine to sex–I would come to bed, kiss her, eat her out till she came, and then fuck her. She rarely got on top and rarely went down on me. She never made me feel bad when I tried to spice things up, but she never made the same effort in return. 

I had always been the kind of person who took a long time to finish, and Faith got easily oversensitized after she’d already cum once or twice. I could see it in her eyes when she was done, even if she didn’t say it out loud. I felt like if the roles were reversed and I had to tap out, I would stop at nothing to make sure she was taken care of. But that thought never seemed to enter her mind.

Still, I knew that Faith was the love of my life. I had never felt more able to be myself around someone, and I’d never felt more loved and accepted.

I hit the export button in Adobe and glanced at the time. 4:53. I’d barely been able to focus enough to finish the video for this client. My mind kept wandering to Amy. That look on her face that said…something. What did it say?

I felt my stomach flutter and checked the clock again. Maybe before Faith and Amy got home I could…

I felt myself start to grow as I undid my belt and jeans with one hand, typing into the search bar with the other. I wrapped my hand around my shaft and began to pump as a petite dark-haired girl rode a faceless man on the screen. When she turned away from the camera she looked like Amy. I felt my balls tighten, and…

“Knock, knock we’re back!”

Fuck. I tried to stuff my cock back in my jeans as I heard two sets of footsteps in the hall just outside my door. How had they been so fast?? No time to buckle my belt. I yanked my shirt down over my waistband and the ridiculous bulge in my lap, and pressed the lock button on my laptop as I spun toward the door, face flushed.

“Hey, I-”

“Darling, we brought you tacos!” Faith burst through the doorway, laughing as Amy struck a pose, holding up the white plastic to-go bag as if she was modeling the food for a commercial. She wore baggy jeans that hung precariously off her hips, and a tiny cropped tee that showed off her perfect stomach. I felt my erection strain against my pants as Faith pretended to snap pictures of Amy and the food.

“Faith said you weren’t hungry, but I made her bring you something because you’re always hungry!” Amy was scanning my face, looking for a reaction. Could she see I was blushing? I watched her gaze shift to the dark computer screen behind me, then back to my face. Her eyes narrowed, searching my face, then dropped to my belt still sticking out from under my shirt. A quiet smirk stretched across her lips.

“We brought all the food back so we could eat while we watch!” Faith smiled. “I’m gonna set up some plates in the living room.”

“I...thanks, baby.” I stayed seated.

“I know you’re hungry, don’t try to pretend you’re not. Come and eat!” Amy jumped across the room and grabbed my hand, dragging me from my chair as I tried to hide my unbuttoned pants. 

She pulled me close into a hug. My erection pressed through my jeans against her stomach. Could she feel it? I tried to angle my lower half away from her.

“Mmph. It’s so long since I’ve seen you,” she pulled me in tighter.

I looked up to the doorway but Faith had already turned back down the hallway. I hugged Amy back with one arm.

“We literally got pizza last week,” I laughed weakly and let go of her. She kept her arms wrapped around me and leaned back to look up at me, her stomach pressing against my crotch.

“OK, Will, so you hate me now?” She pouted. She let go and stepped back. “You don’t have to act all cool, I know you missed me too.”

I opened my mouth to respond but nothing came.

She looked smug and pushed me away, turning to the door.

“I’m just teasing, come watch with us!” She called over her shoulder from the hallway. “Whenever you’re ready…” I could hear the smirk in her voice.

We were only 20 minutes into Interview With A Vampire and already I was regretting my genre suggestion for our movie night. I’d said dark and gothic but somehow that had turned into dark and gothic and horny. 

Faith had asked me for a massage, which opened the door for Amy to suggest a massage train, and she’d slid behind me on the couch to form the back of the train before I could think of a way to say no.

As I pressed my palms into Faith’s shoulders I tried not to think about Amy’s hands moving up and down my back. Her athleticism was obvious—she was much stronger than Faith, manipulating my muscles in ways Faith never had when I asked for a massage. Where Faith might do her best on me for 5-10 minutes, Amy was still going after half an hour, never slowing down, like she was determined not to stop until I stopped. 

Amy reached over my shoulders and dug her fingers down into the tops of my pectoral muscles, just below my clavicle. She made circles and found the pressure points where my shoulders connected to my chest. I could feel the energy radiating down from her fingers into the rest of my body.

“Will! Ow, you’re going too hard.” Faith snapped at me.

“Sorry, sorry! I didn’t realize.” I stopped, embarrassed. My hands had completely gone into autopilot, just reacting to what I was feeling.

“It’s OK, it felt good except for that last part. I just get sensitive, you know.” She climbed onto the couch to my right and curled up with a pillow.

Amy’s hands slowed on my back. “If you still have energy I’d love to switch!”

I looked to Faith but she was on her phone scrolling through Instagram. 

“Um…” I trailed off.

“I just have this one knot in my shoulder I really need someone strong to get at.” Amy said.

“Don’t be selfish, baby,” Faith yawned. “You obviously still have energy.”

I clenched my jaw. It always mystified me how she could switch from so sweet and loving in one moment to so flippant in the next. No one else ever seemed to notice, because of her otherwise constant sunny disposition.

Amy patted my shoulder, “You can take a break if you want. Just let me sit in front of you and you can do a little if you’re able.”

I nodded silently. Amy sat on the floor in front of me and we watched as Tom Cruise and Nicole Kidman moved through a castle, naked bodies surrounding them.

I glanced over at Faith again but her nose was still buried in her phone. 

I could never understand the point of a movie night if she was just going to–

I shook my head and looked down at Amy and she shifted, rolling her neck and arching her back. I could see straight down to her lacy white bra and olive curves. I swallowed and looked back at the screen.

She hadn’t been lying–her left shoulder had a massive knot. I focused in on it, and the task helped put the more distracting thoughts out of my mind. I’d lost track of how long I’d been working on her shoulder when a sound escaped her lips. 

I looked down, “Sorry, was that too–”

She was looking over at Faith, who was snoring quietly, phone still in her hand, some TikTok video playing on a loop. 

“Out like a light,” Amy giggled.

“Oh, yeah, this happens almost every time we watch a movie together.”

“Wait, really?” Amy looked up at me surprised.

“Yeah, I don’t think we’ve finished a movie together. She sleeps like a rock too, apparently she napped through a fire alarm once in college.”

“You’re joking,” Amy laughed in disbelief.

“Nope. Tom Cruise could leap off the screen and start jumping on this couch and she’d still be out.”

Amy laughed again. “Well. Anyway. I really appreciate you doing this, I know you were already going for a while on Faith.”

“Hey, honestly, you did an amazing job on me. You deserve to have the favor returned.”

“I’ve just been at the gym every morning the last few months, and I feel like I’m not stretching enough or something.” She circled her head and stretched back again, and I almost buckled at the sight of her bra inching lower on her breasts.

I swallowed again. “I can tell.”

She looked back up at me, her eyes questioning.

I tried to save it. “I just mean you should be proud, that takes a lot of self-discipline.”

She nodded appreciatively, “Low-key, I think I’ve gotten a little obsessive about it since my break-up. It’s been a year, but I still like to imagine smashing his face in between the weights.”

I laughed, taken aback. “I didn’t realize Caleb was that bad.”

“Oh, yeah. He was a creep. But what else is new, that’s all the guys at my gym too.”

“Oof.” I didn’t know what to say.

She shook her head. “You know, I’ll be in there just doing squats, not even wearing booty shorts like some of these girls, and guys in there will just stare so shamelessly. And meanwhile the same dudes are walking around after every set of bench presses, just nonstop groping their own pecs.”

I chuckled.

She continued, “And I’m like, ‘Hey! My tits are sore too! Maybe I should walk around rubbing mine! But clearly I won’t, because if I did y’all would lose your fu-u-u-cking minds!!’”

Christ. Why did it turn me on when she stretched out the word “fuck” like that?

“Do you think…” she trailed off.

I looked down at her. “What?”

“You’re gonna think I’m weird.” She shook her head quickly and waved me off. “Never mind.”

“No, what’s up?” I was confused.

“Look, I just…I know you’re not skeezy. And I was hoping you could massage my chest a little. Not like in a weird way, it’s just like guys can do it and that’s not fair, and I’m a hard worker too and I deserve–” the words tumbled out of her faster than I could keep up with.

“Whoa, whoa, chill,” I said. “What are you asking?”

“I don’t mean like…down here,” she gently cupped her breasts. My breath caught. “I mean like up here,” she said, trailing her fingers across the upper part of her chest not covered by her tiny t-shirt.

“I. Um.” My brain was screaming at me but somehow my voice held steady. “I don’t know…”

“It’s not weird you know, it’s just a stupid societal construct. I did it to you when I was massaging you earlier and you didn’t even blink.” Her voice was matter-of-fact.

I was silent. My eyes flicked over to Faith, deep asleep on the couch. Would she even mind? Maybe if I just did this…

Amy put her hand on my knee and looked up at me. “It’s OK. I trust you.” 

Without waiting, she turned away from me and leaned her head back into my lap so her chest was just below my fingertips.

As if on their own, my hands moved down to brush across her clavicle. 

The arch of her neck was beautiful, I caught myself thinking. How had I never noticed that? …Too busy trying not to stare at the rest of her body.

I pressed my fingers into the top of her chest, mirroring the way she’d touched me earlier. Her torso was so much smaller than mine, and I couldn’t move more than an inch or two up and down without grazing the curve where her breast started.

I felt my dick start to grow. NO. I stopped moving, trying not to panic, but I felt it push down the leg of my jeans.

Amy tilted her head back. “Are you OK, are you uncomfortable?” She said quietly. 

What was that tone of voice? Why was it so soothing?

“No, no,” I said, “I—I just didn’t know if you were comfortable.” 

Her eyes were a startling mix of colors, dark hazel with little shards of green and gold. For the first time ever, a pleading look crossed her face. It made my stomach churn. 

She wouldn’t be looking at me like that if she knew what my body was doing right now. She was seconds away from seeing me as just another creep like the guys at her gym.

Still gazing up at me she said,  “What if I just lay my head here like this?” 

Before I could form words, she leaned to the left and let her head rest against my thigh, just above my throbbing cock. 

I sucked in a sharp breath and she immediately wrapped her arm around my lower leg and hugged herself closer to me, and I felt my shaft press into the side of her face. 

I froze.

The thin layer of denim was the only thing between my erection and her cheek. 

I expected her to jerk away, disgusted by me. But she didn’t even flinch. 

Did she not realize what she was feeling? How could I say something without making the situation worse?

She sighed deeply. “You’re so warm, this is so nice.” 

Her eyes met mine again, and she searched my expression. “Can you…would you please keep going?”

I swallowed. “Do you want to…maybe adjust where your head is?”

She shook her head slightly, her cheek rubbing against me, and it made me jump. She looked up at me with a frown.

“Careful, I don’t want to wake up Faith.”

“Ok, but—” I looked over at Faith and my words stalled out. What would she think if she suddenly woke up and saw Amy like this? Would she flip out? Would she even care?

“This is perfect, Will. Please don’t make it weird.” She leaned her head back down against me.

My brain screaming at me, I felt my fingers move against my own will, back down to her chest, making slow, deep motions across her chest. 

Finding each little muscle and tendon below her clavicle, I started at the center and moved outward, then slowly back to the center. Then I moved my fingers down half an inch and started the same motion again, going lower and lower each time. 

She nuzzled her cheek against me ever so slightly, little moans escaping her lips. I paused for a second and cleared my throat. This had to stop. 

Her eyes shot open and she looked over at Faith, then back up at me smugly. “Still asleep. Amazing.” She shook her head and stifled a laugh.

I started to open my mouth to say something, anything. How it was late, how she should go home, but she rested her face back down against my shaft and sighed deep, the vibrations making my cock twitch. 

I felt her cheeks push into a smile.

“It’s nice to have your hands all to myself just for once. You’re so good to Faith, I almost get jealous seeing how good she has it. I deserve to feel that too, ya know?” She murmured to herself.

My hands had made their way as far down her chest as they could without pressing into her tits. Fuck, they were glorious. I closed my eyes and tried to reset.

I moved to start making my way back up her chest and she arched her back, pressing the tops of her tits up into my fingers, “Can you keep going just a little lower? It feels so good and my muscles are genuinely just so sore.” 

She rubbed her hand up and down my calf. “I’m so grateful, really. I promise I’ll get you back.” 

“You already did,” I protested. 

“And I will again,” she smiled.

My hands started moving again, sliding under her shirt like they had a mind of their own. I pressed down into her ribcage, brushing the sides of her breasts, trying to find a way to still make this a massage.

“Besides–mmph,” she groaned, “I can tell that–ah–you’re working even harder at the gym than–oh–than I am. Your hands are so—mm—strong, and every part of your body is just–ugh–rock hard. It’s–fuck–it’s so impressive.”

Her voice was a drug sending more blood to my cock. I couldn’t remember ever being this hard. 

I felt her unwrap one arm from around my calf, and she moved her hand up past my knee, next to her face. 

“I’m just gonna rest my head against my hand here.” Her tone was still quiet and so reassuring, as if she were just talking me through an exercise.

“...huh?” I croaked out. My throat was dry.

Before I could even comprehend what she was saying, like it was the most normal thing in the world, she placed her open hand against my cock, and rested her head back down against my leg.

My body jerked instinctively. “Careful—Amy, uh. That’s—”

“What, Will?” Her voice was quiet. “This is OK, right?”

I tried to extract my hands from under her shirt but she grabbed my arm and pushed it down farther, so my hands were nearly wrapped around her breasts.

“Fuck, Amy, I—”

“If you felt like you were doing something wrong, I’d want to tell Faith right now.”

I blinked. What?

“I’m just saying, this feels really good right now.” She spoke quickly, her tone hushed. “I don’t think you’re doing anything wrong. But if this doesn’t feel good to you, I wouldn’t want to keep that from Faith.”

Something in a corner of my mind understood I was being manipulated. But I couldn’t tell if I was going along with it by choice or because I had to.

Amy’s pinky grazed the head of my cock through my jeans and it jumped against her hand. She let out a quiet gasp and my breath caught in my throat.

“That seems like it feels good.” She murmured. I could barely process her words. 

A wet spot was beginning to form on the leg of my jeans where she was touching me. I heard her inhale through her nose.

I felt hypnotized. I had never felt so close to cumming from so little stimulation. I could feel pre-cum steadily leaking from my head.

“Don’t stop massaging me.” Amy breathed against my leg.

My hands were already nearly wrapped around her breasts. I tried to move them lower, higher, anything to keep myself from crossing a line.

“You already got there," she pouted, raising her voice slightly.

I shot a glance at Faith. Amy saw me looking and squeezed me with her hand to get my attention.

“If you want me to be quieter you have to work on a part of my chest that isn't sore yet.” She arched again, pressing her breasts up toward me.

I might as well have been groping her—her tits were essentially fully in my hands. I couldn’t take it anymore. I let my hands slide under her curves, letting my fingers wrap around them all the way, the tips of my middle fingers brushing her nipples. 

“Yes…right there,” she breathed. “That’s…helping so much.”

I grasped her tits harder and pushed my palms upward into her chest, massaging her just the way she wanted.

Amy moaned louder than she had before, and I stole another glance at Faith. She was still breathing steadily, face pressed into the couch cushion.

“You have no idea how good this feels.” Amy had her eyes closed and I could see her bite her lower lip.

My brain was still screaming at me but the screams were growing distant, drowned in echo.

Her hand was still resting against the length of my cock, and as I kneaded her tits more forcefully, she grabbed my shaft hard, holding on for support. 

The pressure forced pre-cum out of my tip. My cock flexed in her hand and we both moaned, “Fuck,” at the same time.

She began moving her hand up and down the length of my shaft, squeezing me through the denim. “Jesus Christ…” she whispered, almost to herself.

I tried to steady my breathing but I could feel my body starting to shake. There was adrenalin coursing through every inch of my veins, and all at once I felt my balls start to churn.

I was so much closer than I’d even realized. I gripped her tits in my hands and squeezed. Hard. She whimpered.

The sound triggered something deep inside me, and I felt my balls pull tight and cum raced through the length of my cock.

I felt myself spray against my leg, soaking my knee as Amy kept stroking, her tits swaying with every pulse. 

Suddenly I heard motion to my right and my head snapped back towards Faith. 

I saw her start to stir and my mouth opened in silent desperation as Amy continued to grip me, milking rope after rope out of me.

I yanked my hands out of Amy’s shirt in panic and Amy's head shot up to look at me. She saw the look on my face and her eyes darted over to Faith. 

Amy smiled and began to slow her strokes along my shaft. “Faith?” she said. 

I grabbed Amy’s shoulder hard and mouthed, “What the fuck???”

She smirked up at me, whispering, “It’s fine.” She wrapped her right hand around Faith’s foot and gently tugged, “Faith?”

I couldn’t believe what I was seeing. I moved to wrench her away from Faith, but Faith just grumbled something about, “..tired,” and pulled her foot away, curling up deeper in the couch. 

Amy looked back at me “See? She needs to sleep.”

I let out a long breath, trying to calm myself.

“That was so nice,” Amy murmured. She stretched her neck side to side. “I feel so much better, you’re so good at that.”

I sat stunned at what had just happened. My heart was hammering in my chest. 

Amy’s cheeks flushed with heat as she looked down at the trail of cum that had soaked my jeans. Before I could move, she pressed her face into my thigh one more time and inhaled deeply. 

She peeked up at me, with a look of embarrassment on her face.

“Sorry, you just smell amazing.”

My cock twitched in my pants once more. She saw it and whispered, “Wow.”

She reached her hand back towards me and I sprang up from where I was sitting, clearing my throat, “I. Uh.”

She bit her lip, still gazing at the leg of my jeans. “You good?”

Guilt washed over me, the realization of what I’d just let happen.

“I’m–just going to use the restroom.”

“Sure, down the hall and to the left,” she nodded toward my bathroom.

“Ha-ha,” I said weakly.

I stumbled past the bathroom to my bedroom where I ripped my pants off and threw them into the hamper. I grabbed a towel and frantically cleaned my cum-caked leg as much as I could, when suddenly I heard voices from the living room. 

I yanked open my dresser, grabbed a pair of basketball shorts, and pulled them on. I quickly walked back into the living room.

I slowed my walk as I rounded the corner and saw Faith and Amy quietly talking.

“But do you want me to ruin it for you??” Amy laughed.

“Oh my god just tell me-e-e.” Faith swatted her arm.

Amy said, “No, that’s what you get for falling asleep. We’re just gonna have to do another movie night so you can finish watching it!”

“Ugh, fine,” Faith pouted. She looked up at me in surprise, as I stood there, still dumbstruck.

“Did you change?”

“I--uh. I–”

“Oh yeah, it was getting really warm in here,” Amy chirped.

I let out my breath and walked back over to the couch, sitting down next to Faith, putting her between Amy and me.

Faith crinkled her nose, “You smell funny.”

Amy giggled and slapped her arm, “Oh, my god, Faith you’re so mean to him! You should be nicer.”

Faith leaned in and sniffed, and pretended to gag, “Yeah, you must have been getting really warm in here, you smell sweaty.”

Amy smirked at me, “Aww, I’m sure he smells great.”

Faith snorted and rolled her eyes, “Get close at your own risk.”

I stood up abruptly, “I think I’m going to bed–I’m really tired.”

“No, yeah, it’s late,” Faith sighed. She grabbed Amy’s hand and they walked to the door together.

As they passed me, Amy quickly turned and hugged Faith tight.

“Thank you so much for tonight. It was so nice. We’re going to do it again very soon, and there’s nothing you can do about it.” She smiled at me over Faith’s shoulder, eyes dropping to my crotch. I felt myself start to stiffen and her smile widened as she saw me tent my basketball shorts. 

She stretched out one arm toward me and said “Will! Group hug.”

“No, I smell, remember?” I turned to walk to my room.

Faith called after me, “William come here! If I have to suffer in bed with you tonight, so does Amy.” They looked at each other and burst out laughing.

“OK, NOT what I meant,” she shook her head. “Don’t be rude though, Will! Amy wants grouphug, Amy gets grouphug.”

I shuffled back towards them, trying to angle my body away from Faith so she couldn’t see my cock lifting the crotch of my shorts, and wrapped a half-hearted arm around the two of them. 

Amy hugged Faith in with one arm, and jerked me closer to her so my hard-on was pressing against her thigh. Then she shoved me away, “Alright, get outta here, smelly!”

They burst out laughing again and I spun outward away from both of them and quickly walked to my bedroom. 

“Good night, Will!” Amy called after me in a sing-songy voice. 

My cock twitched against my shorts once more and as I closed the door behind me I heard Faith shout, “I’ll be right in, baby!”

My heart sank. I couldn’t believe this. 

It felt like a fever dream. Maybe…maybe I could tell myself it wasn’t real? 

I mean, what had actually happened? Technically she hadn’t really touched me. 

I had touched her though. But just a massage, just her chest. It wasn’t like I’d made her cum. 

Like she made me cum.

My brain started to spin. From amidst the tornado, Amy’s hazel eyes rose to the top, pleading, innocent and mischievous all at once.

The whimper from her throat. The smirk on her lips, confident this wasn’t the last time.

She was wrong. This was never happening again. Never again.

Never. 

Not ever.

…

Right?

Her body was pure sweat, crashing into mine in the dark. I could see the hunger on her face, her black hair a matted mess, the moonlight from the window outlining the curve of her tits. Her stomach muscles flexed as she arched and slammed herself down on me over and over again, impaling herself on my cock. I could feel myself getting close and I tried to grab her hips to stop her, but her eyes told me what I already knew when we started: I didn’t have a choice in the matter. She cried out as I felt myself stretch her walls another inch and—

“Hey, baby, do you mind if Amy comes over for a movie tonight?”

The question snapped me out of my daydream. I turned from my laptop to see my girlfriend, Faith, standing in my doorway, smiling at me. 

It took a moment to process what she was asking. “Sorry, uh…” I blinked and rubbed my brow. “Yeah, of course! That sounds fine.”

“Yayyy,” Faith skipped across the room and kissed me on the cheek. She looked down at my lap expectantly, “Excuse me, this is my seat.”

“You’re so right, baby, please sit.” I pulled her onto me and she wrapped her arms around me. Her fiery orange curls bounced around her freckled cheeks.

“What do you think we should watch tonight?”

“Hmm,” I said. “Something a little dark, a little gothic? Maybe something you’ll actually stay awake for?” I grinned at her and she rolled her eyes.

“Sooo funny, William!” I hated my full name and she knew it. She gave me a peck on the lips and swung her legs off my lap. “I think I can find something like that. We’re going to grab dinner first, though, do you want to come?”

“Aw, I’d love to, baby, but I have to finish this edit by 5. See you guys when you get back, though?”

Faith looked disappointed for a moment, but quickly nodded. She kissed my cheek one more time and skipped back out of my room.

I took a deep breath and tried to steady myself as I heard the front door close behind her. It had been a year now since Faith and I had met Amy at a friend’s party. The two of them had become attached at the hip, and they made quite a pair. 

Faith was 5’6” and curvy, with a body like a renaissance painting. Her breasts were small, but not tiny, delicious handfuls, the appetizer to her hips and ass. She enjoyed flaunting her curves too–at least on the days she was feeling herself. 

Faith had grown up in the midwest, and she oozed an effortless, sweet, silly innocence that people just wanted to be around. Sometimes I thought that every single person who ever met her loved her.

Amy on the other hand was tiny, just under 5 feet tall, with dark black hair and the kind of athletic body that always seemed to glisten just a little. She wore shirts too small for her C cup tits and might as well have been allergic to bras. She wasn’t curvy like Faith, but she had the cute, toned bubble butt of a long-distance runner. 

Our friends who met Amy always seemed irked by her, or assumed she thought she was better than everyone else. They might’ve been right–I had noticed the self-satisfied, mischievous smirk she couldn’t hide when she was successfully pushing someone out of their comfort zone.

Amy made me nervous. She seemed bored by most people she met, losing interest in conversations quickly and scanning the room to find her next bit of entertainment. But when Amy talked to me she was laser-focused, her eyes piercing up at me, occasionally drifting down, but then always quickly back up. Even sometimes when she was talking to Faith, I’d notice Amy’s eyes still on me, a look on her face I could never quite put words to.

But Amy was genuinely a wonderful friend to Faith. When Faith was sad, Amy was there for her–without fail. Together, the two of us had helped talk Faith through some of the harder moments she’d had in the last year.

Since Faith and I had moved in together just over a year ago, our relationship had shifted. Sometimes it felt like we were just roommates, friends who’d known each other forever. 

Faith’s sweetness started to show cracks too, and she snapped at me for little things. I still felt loved, but rarely wanted. Lingerie and sexting all day had become pajamas and a quickie before bed. There was a routine to sex–I would come to bed, kiss her, eat her out till she came, and then fuck her. She rarely got on top and rarely went down on me. She never made me feel bad when I tried to spice things up, but she never made the same effort in return. 

I had always been the kind of person who took a long time to finish, and Faith got easily oversensitized after she’d already cum once or twice. I could see it in her eyes when she was done, even if she didn’t say it out loud. I felt like if the roles were reversed and I had to tap out, I would stop at nothing to make sure she was taken care of. But that thought never seemed to enter her mind.

Still, I knew that Faith was the love of my life. I had never felt more able to be myself around someone, and I’d never felt more loved and accepted.

I hit the export button in Adobe and glanced at the time. 4:53. I’d barely been able to focus enough to finish the video for this client. My mind kept wandering to Amy. That look on her face that said…something. What did it say?

I felt my stomach flutter and checked the clock again. Maybe before Faith and Amy got home I could…

I felt myself start to grow as I undid my belt and jeans with one hand, typing into the search bar with the other. I wrapped my hand around my shaft and began to pump as a petite dark-haired girl rode a faceless man on the screen. When she turned away from the camera she looked like Amy. I felt my balls tighten, and…

“Knock, knock we’re back!”

Fuck. I tried to stuff my cock back in my jeans as I heard two sets of footsteps in the hall just outside my door. How had they been so fast?? No time to buckle my belt. I yanked my shirt down over my waistband and the ridiculous bulge in my lap, and pressed the lock button on my laptop as I spun toward the door, face flushed.

“Hey, I-”

“Darling, we brought you tacos!” Faith burst through the doorway, laughing as Amy struck a pose, holding up the white plastic to-go bag as if she was modeling the food for a commercial. She wore baggy jeans that hung precariously off her hips, and a tiny cropped tee that showed off her perfect stomach. I felt my erection strain against my pants as Faith pretended to snap pictures of Amy and the food.

“Faith said you weren’t hungry, but I made her bring you something because you’re always hungry!” Amy was scanning my face, looking for a reaction. Could she see I was blushing? I watched her gaze shift to the dark computer screen behind me, then back to my face. Her eyes narrowed, searching my face, then dropped to my belt still sticking out from under my shirt. A quiet smirk stretched across her lips.

“We brought all the food back so we could eat while we watch!” Faith smiled. “I’m gonna set up some plates in the living room.”

“I...thanks, baby.” I stayed seated.

“I know you’re hungry, don’t try to pretend you’re not. Come and eat!” Amy jumped across the room and grabbed my hand, dragging me from my chair as I tried to hide my unbuttoned pants. 

She pulled me close into a hug. My erection pressed through my jeans against her stomach. Could she feel it? I tried to angle my lower half away from her.

“Mmph. It’s so long since I’ve seen you,” she pulled me in tighter.

I looked up to the doorway but Faith had already turned back down the hallway. I hugged Amy back with one arm.

“We literally got pizza last week,” I laughed weakly and let go of her. She kept her arms wrapped around me and leaned back to look up at me, her stomach pressing against my crotch.

“OK, Will, so you hate me now?” She pouted. She let go and stepped back. “You don’t have to act all cool, I know you missed me too.”

I opened my mouth to respond but nothing came.

She looked smug and pushed me away, turning to the door.

“I’m just teasing, come watch with us!” She called over her shoulder from the hallway. “Whenever you’re ready…” I could hear the smirk in her voice.

We were only 20 minutes into Interview With A Vampire and already I was regretting my genre suggestion for our movie night. I’d said dark and gothic but somehow that had turned into dark and gothic and horny. 

Faith had asked me for a massage, which opened the door for Amy to suggest a massage train, and she’d slid behind me on the couch to form the back of the train before I could think of a way to say no.

As I pressed my palms into Faith’s shoulders I tried not to think about Amy’s hands moving up and down my back. Her athleticism was obvious—she was much stronger than Faith, manipulating my muscles in ways Faith never had when I asked for a massage. Where Faith might do her best on me for 5-10 minutes, Amy was still going after half an hour, never slowing down, like she was determined not to stop until I stopped. 

Amy reached over my shoulders and dug her fingers down into the tops of my pectoral muscles, just below my clavicle. She made circles and found the pressure points where my shoulders connected to my chest. I could feel the energy radiating down from her fingers into the rest of my body.

“Will! Ow, you’re going too hard.” Faith snapped at me.

“Sorry, sorry! I didn’t realize.” I stopped, embarrassed. My hands had completely gone into autopilot, just reacting to what I was feeling.

“It’s OK, it felt good except for that last part. I just get sensitive, you know.” She climbed onto the couch to my right and curled up with a pillow.

Amy’s hands slowed on my back. “If you still have energy I’d love to switch!”

I looked to Faith but she was on her phone scrolling through Instagram. 

“Um…” I trailed off.

“I just have this one knot in my shoulder I really need someone strong to get at.” Amy said.

“Don’t be selfish, baby,” Faith yawned. “You obviously still have energy.”

I clenched my jaw. It always mystified me how she could switch from so sweet and loving in one moment to so flippant in the next. No one else ever seemed to notice, because of her otherwise constant sunny disposition.

Amy patted my shoulder, “You can take a break if you want. Just let me sit in front of you and you can do a little if you’re able.”

I nodded silently. Amy sat on the floor in front of me and we watched as Tom Cruise and Nicole Kidman moved through a castle, naked bodies surrounding them.

I glanced over at Faith again but her nose was still buried in her phone. 

I could never understand the point of a movie night if she was just going to–

I shook my head and looked down at Amy and she shifted, rolling her neck and arching her back. I could see straight down to her lacy white bra and olive curves. I swallowed and looked back at the screen.

She hadn’t been lying–her left shoulder had a massive knot. I focused in on it, and the task helped put the more distracting thoughts out of my mind. I’d lost track of how long I’d been working on her shoulder when a sound escaped her lips. 

I looked down, “Sorry, was that too–”

She was looking over at Faith, who was snoring quietly, phone still in her hand, some TikTok video playing on a loop. 

“Out like a light,” Amy giggled.

“Oh, yeah, this happens almost every time we watch a movie together.”

“Wait, really?” Amy looked up at me surprised.

“Yeah, I don’t think we’ve finished a movie together. She sleeps like a rock too, apparently she napped through a fire alarm once in college.”

“You’re joking,” Amy laughed in disbelief.

“Nope. Tom Cruise could leap off the screen and start jumping on this couch and she’d still be out.”

Amy laughed again. “Well. Anyway. I really appreciate you doing this, I know you were already going for a while on Faith.”

“Hey, honestly, you did an amazing job on me. You deserve to have the favor returned.”

“I’ve just been at the gym every morning the last few months, and I feel like I’m not stretching enough or something.” She circled her head and stretched back again, and I almost buckled at the sight of her bra inching lower on her breasts.

I swallowed again. “I can tell.”

She looked back up at me, her eyes questioning.

I tried to save it. “I just mean you should be proud, that takes a lot of self-discipline.”

She nodded appreciatively, “Low-key, I think I’ve gotten a little obsessive about it since my break-up. It’s been a year, but I still like to imagine smashing his face in between the weights.”

I laughed, taken aback. “I didn’t realize Caleb was that bad.”

“Oh, yeah. He was a creep. But what else is new, that’s all the guys at my gym too.”

“Oof.” I didn’t know what to say.

She shook her head. “You know, I’ll be in there just doing squats, not even wearing booty shorts like some of these girls, and guys in there will just stare so shamelessly. And meanwhile the same dudes are walking around after every set of bench presses, just nonstop groping their own pecs.”

I chuckled.

She continued, “And I’m like, ‘Hey! My tits are sore too! Maybe I should walk around rubbing mine! But clearly I won’t, because if I did y’all would lose your fu-u-u-cking minds!!’”

Christ. Why did it turn me on when she stretched out the word “fuck” like that?

“Do you think…” she trailed off.

I looked down at her. “What?”

“You’re gonna think I’m weird.” She shook her head quickly and waved me off. “Never mind.”

“No, what’s up?” I was confused.

“Look, I just…I know you’re not skeezy. And I was hoping you could massage my chest a little. Not like in a weird way, it’s just like guys can do it and that’s not fair, and I’m a hard worker too and I deserve–” the words tumbled out of her faster than I could keep up with.

“Whoa, whoa, chill,” I said. “What are you asking?”

“I don’t mean like…down here,” she gently cupped her breasts. My breath caught. “I mean like up here,” she said, trailing her fingers across the upper part of her chest not covered by her tiny t-shirt.

“I. Um.” My brain was screaming at me but somehow my voice held steady. “I don’t know…”

“It’s not weird you know, it’s just a stupid societal construct. I did it to you when I was massaging you earlier and you didn’t even blink.” Her voice was matter-of-fact.

I was silent. My eyes flicked over to Faith, deep asleep on the couch. Would she even mind? Maybe if I just did this…

Amy put her hand on my knee and looked up at me. “It’s OK. I trust you.” 

Without waiting, she turned away from me and leaned her head back into my lap so her chest was just below my fingertips.

As if on their own, my hands moved down to brush across her clavicle. 

The arch of her neck was beautiful, I caught myself thinking. How had I never noticed that? …Too busy trying not to stare at the rest of her body.

I pressed my fingers into the top of her chest, mirroring the way she’d touched me earlier. Her torso was so much smaller than mine, and I couldn’t move more than an inch or two up and down without grazing the curve where her breast started.

I felt my dick start to grow. NO. I stopped moving, trying not to panic, but I felt it push down the leg of my jeans.

Amy tilted her head back. “Are you OK, are you uncomfortable?” She said quietly. 

What was that tone of voice? Why was it so soothing?

“No, no,” I said, “I—I just didn’t know if you were comfortable.” 

Her eyes were a startling mix of colors, dark hazel with little shards of green and gold. For the first time ever, a pleading look crossed her face. It made my stomach churn. 

She wouldn’t be looking at me like that if she knew what my body was doing right now. She was seconds away from seeing me as just another creep like the guys at her gym.

Still gazing up at me she said,  “What if I just lay my head here like this?” 

Before I could form words, she leaned to the left and let her head rest against my thigh, just above my throbbing cock. 

I sucked in a sharp breath and she immediately wrapped her arm around my lower leg and hugged herself closer to me, and I felt my shaft press into the side of her face. 

I froze.

The thin layer of denim was the only thing between my erection and her cheek. 

I expected her to jerk away, disgusted by me. But she didn’t even flinch. 

Did she not realize what she was feeling? How could I say something without making the situation worse?

She sighed deeply. “You’re so warm, this is so nice.” 

Her eyes met mine again, and she searched my expression. “Can you…would you please keep going?”

I swallowed. “Do you want to…maybe adjust where your head is?”

She shook her head slightly, her cheek rubbing against me, and it made me jump. She looked up at me with a frown.

“Careful, I don’t want to wake up Faith.”

“Ok, but—” I looked over at Faith and my words stalled out. What would she think if she suddenly woke up and saw Amy like this? Would she flip out? Would she even care?

“This is perfect, Will. Please don’t make it weird.” She leaned her head back down against me.

My brain screaming at me, I felt my fingers move against my own will, back down to her chest, making slow, deep motions across her chest. 

Finding each little muscle and tendon below her clavicle, I started at the center and moved outward, then slowly back to the center. Then I moved my fingers down half an inch and started the same motion again, going lower and lower each time. 

She nuzzled her cheek against me ever so slightly, little moans escaping her lips. I paused for a second and cleared my throat. This had to stop. 

Her eyes shot open and she looked over at Faith, then back up at me smugly. “Still asleep. Amazing.” She shook her head and stifled a laugh.

I started to open my mouth to say something, anything. How it was late, how she should go home, but she rested her face back down against my shaft and sighed deep, the vibrations making my cock twitch. 

I felt her cheeks push into a smile.

“It’s nice to have your hands all to myself just for once. You’re so good to Faith, I almost get jealous seeing how good she has it. I deserve to feel that too, ya know?” She murmured to herself.

My hands had made their way as far down her chest as they could without pressing into her tits. Fuck, they were glorious. I closed my eyes and tried to reset.

I moved to start making my way back up her chest and she arched her back, pressing the tops of her tits up into my fingers, “Can you keep going just a little lower? It feels so good and my muscles are genuinely just so sore.” 

She rubbed her hand up and down my calf. “I’m so grateful, really. I promise I’ll get you back.” 

“You already did,” I protested. 

“And I will again,” she smiled.

My hands started moving again, sliding under her shirt like they had a mind of their own. I pressed down into her ribcage, brushing the sides of her breasts, trying to find a way to still make this a massage.

“Besides–mmph,” she groaned, “I can tell that–ah–you’re working even harder at the gym than–oh–than I am. Your hands are so—mm—strong, and every part of your body is just–ugh–rock hard. It’s–fuck–it’s so impressive.”

Her voice was a drug sending more blood to my cock. I couldn’t remember ever being this hard. 

I felt her unwrap one arm from around my calf, and she moved her hand up past my knee, next to her face. 

“I’m just gonna rest my head against my hand here.” Her tone was still quiet and so reassuring, as if she were just talking me through an exercise.

“...huh?” I croaked out. My throat was dry.

Before I could even comprehend what she was saying, like it was the most normal thing in the world, she placed her open hand against my cock, and rested her head back down against my leg.

My body jerked instinctively. “Careful—Amy, uh. That’s—”

“What, Will?” Her voice was quiet. “This is OK, right?”

I tried to extract my hands from under her shirt but she grabbed my arm and pushed it down farther, so my hands were nearly wrapped around her breasts.

“Fuck, Amy, I—”

“If you felt like you were doing something wrong, I’d want to tell Faith right now.”

I blinked. What?

“I’m just saying, this feels really good right now.” She spoke quickly, her tone hushed. “I don’t think you’re doing anything wrong. But if this doesn’t feel good to you, I wouldn’t want to keep that from Faith.”

Something in a corner of my mind understood I was being manipulated. But I couldn’t tell if I was going along with it by choice or because I had to.

Amy’s pinky grazed the head of my cock through my jeans and it jumped against her hand. She let out a quiet gasp and my breath caught in my throat.

“That seems like it feels good.” She murmured. I could barely process her words. 

A wet spot was beginning to form on the leg of my jeans where she was touching me. I heard her inhale through her nose.

I felt hypnotized. I had never felt so close to cumming from so little stimulation. I could feel pre-cum steadily leaking from my head.

“Don’t stop massaging me.” Amy breathed against my leg.

My hands were already nearly wrapped around her breasts. I tried to move them lower, higher, anything to keep myself from crossing a line.

“You already got there," she pouted, raising her voice slightly.

I shot a glance at Faith. Amy saw me looking and squeezed me with her hand to get my attention.

“If you want me to be quieter you have to work on a part of my chest that isn't sore yet.” She arched again, pressing her breasts up toward me.

I might as well have been groping her—her tits were essentially fully in my hands. I couldn’t take it anymore. I let my hands slide under her curves, letting my fingers wrap around them all the way, the tips of my middle fingers brushing her nipples. 

“Yes…right there,” she breathed. “That’s…helping so much.”

I grasped her tits harder and pushed my palms upward into her chest, massaging her just the way she wanted.

Amy moaned louder than she had before, and I stole another glance at Faith. She was still breathing steadily, face pressed into the couch cushion.

“You have no idea how good this feels.” Amy had her eyes closed and I could see her bite her lower lip.

My brain was still screaming at me but the screams were growing distant, drowned in echo.

Her hand was still resting against the length of my cock, and as I kneaded her tits more forcefully, she grabbed my shaft hard, holding on for support. 

The pressure forced pre-cum out of my tip. My cock flexed in her hand and we both moaned, “Fuck,” at the same time.

She began moving her hand up and down the length of my shaft, squeezing me through the denim. “Jesus Christ…” she whispered, almost to herself.

I tried to steady my breathing but I could feel my body starting to shake. There was adrenalin coursing through every inch of my veins, and all at once I felt my balls start to churn.

I was so much closer than I’d even realized. I gripped her tits in my hands and squeezed. Hard. She whimpered.

The sound triggered something deep inside me, and I felt my balls pull tight and cum raced through the length of my cock.

I felt myself spray against my leg, soaking my knee as Amy kept stroking, her tits swaying with every pulse. 

Suddenly I heard motion to my right and my head snapped back towards Faith. 

I saw her start to stir and my mouth opened in silent desperation as Amy continued to grip me, milking rope after rope out of me.

I yanked my hands out of Amy’s shirt in panic and Amy's head shot up to look at me. She saw the look on my face and her eyes darted over to Faith. 

Amy smiled and began to slow her strokes along my shaft. “Faith?” she said. 

I grabbed Amy’s shoulder hard and mouthed, “What the fuck???”

She smirked up at me, whispering, “It’s fine.” She wrapped her right hand around Faith’s foot and gently tugged, “Faith?”

I couldn’t believe what I was seeing. I moved to wrench her away from Faith, but Faith just grumbled something about, “..tired,” and pulled her foot away, curling up deeper in the couch. 

Amy looked back at me “See? She needs to sleep.”

I let out a long breath, trying to calm myself.

“That was so nice,” Amy murmured. She stretched her neck side to side. “I feel so much better, you’re so good at that.”

I sat stunned at what had just happened. My heart was hammering in my chest. 

Amy’s cheeks flushed with heat as she looked down at the trail of cum that had soaked my jeans. Before I could move, she pressed her face into my thigh one more time and inhaled deeply. 

She peeked up at me, with a look of embarrassment on her face.

“Sorry, you just smell amazing.”

My cock twitched in my pants once more. She saw it and whispered, “Wow.”

She reached her hand back towards me and I sprang up from where I was sitting, clearing my throat, “I. Uh.”

She bit her lip, still gazing at the leg of my jeans. “You good?”

Guilt washed over me, the realization of what I’d just let happen.

“I’m–just going to use the restroom.”

“Sure, down the hall and to the left,” she nodded toward my bathroom.

“Ha-ha,” I said weakly.

I stumbled past the bathroom to my bedroom where I ripped my pants off and threw them into the hamper. I grabbed a towel and frantically cleaned my cum-caked leg as much as I could, when suddenly I heard voices from the living room. 

I yanked open my dresser, grabbed a pair of basketball shorts, and pulled them on. I quickly walked back into the living room.

I slowed my walk as I rounded the corner and saw Faith and Amy quietly talking.

“But do you want me to ruin it for you??” Amy laughed.

“Oh my god just tell me-e-e.” Faith swatted her arm.

Amy said, “No, that’s what you get for falling asleep. We’re just gonna have to do another movie night so you can finish watching it!”

“Ugh, fine,” Faith pouted. She looked up at me in surprise, as I stood there, still dumbstruck.

“Did you change?”

“I--uh. I–”

“Oh yeah, it was getting really warm in here,” Amy chirped.

I let out my breath and walked back over to the couch, sitting down next to Faith, putting her between Amy and me.

Faith crinkled her nose, “You smell funny.”

Amy giggled and slapped her arm, “Oh, my god, Faith you’re so mean to him! You should be nicer.”

Faith leaned in and sniffed, and pretended to gag, “Yeah, you must have been getting really warm in here, you smell sweaty.”

Amy smirked at me, “Aww, I’m sure he smells great.”

Faith snorted and rolled her eyes, “Get close at your own risk.”

I stood up abruptly, “I think I’m going to bed–I’m really tired.”

“No, yeah, it’s late,” Faith sighed. She grabbed Amy’s hand and they walked to the door together.

As they passed me, Amy quickly turned and hugged Faith tight.

“Thank you so much for tonight. It was so nice. We’re going to do it again very soon, and there’s nothing you can do about it.” She smiled at me over Faith’s shoulder, eyes dropping to my crotch. I felt myself start to stiffen and her smile widened as she saw me tent my basketball shorts. 

She stretched out one arm toward me and said “Will! Group hug.”

“No, I smell, remember?” I turned to walk to my room.

Faith called after me, “William come here! If I have to suffer in bed with you tonight, so does Amy.” They looked at each other and burst out laughing.

“OK, NOT what I meant,” she shook her head. “Don’t be rude though, Will! Amy wants grouphug, Amy gets grouphug.”

I shuffled back towards them, trying to angle my body away from Faith so she couldn’t see my cock lifting the crotch of my shorts, and wrapped a half-hearted arm around the two of them. 

Amy hugged Faith in with one arm, and jerked me closer to her so my hard-on was pressing against her thigh. Then she shoved me away, “Alright, get outta here, smelly!”

They burst out laughing again and I spun outward away from both of them and quickly walked to my bedroom. 

“Good night, Will!” Amy called after me in a sing-songy voice. 

My cock twitched against my shorts once more and as I closed the door behind me I heard Faith shout, “I’ll be right in, baby!”

My heart sank. I couldn’t believe this. 

It felt like a fever dream. Maybe…maybe I could tell myself it wasn’t real? 

I mean, what had actually happened? Technically she hadn’t really touched me. 

I had touched her though. But just a massage, just her chest. It wasn’t like I’d made her cum. 

Like she made me cum.

My brain started to spin. From amidst the tornado, Amy’s hazel eyes rose to the top, pleading, innocent and mischievous all at once.

The whimper from her throat. The smirk on her lips, confident this wasn’t the last time.

She was wrong. This was never happening again. Never again.

Never. 

Not ever.

…

Right?

Her body was pure sweat, crashing into mine in the dark. I could see the hunger on her face, her black hair a matted mess, the moonlight from the window outlining the curve of her tits. Her stomach muscles flexed as she arched and slammed herself down on me over and over again, impaling herself on my cock. I could feel myself getting close and I tried to grab her hips to stop her, but her eyes told me what I already knew when we started: I didn’t have a choice in the matter. She cried out as I felt myself stretch her walls another inch and—

“Hey, baby, do you mind if Amy comes over for a movie tonight?”

The question snapped me out of my daydream. I turned from my laptop to see my girlfriend, Faith, standing in my doorway, smiling at me. 

It took a moment to process what she was asking. “Sorry, uh…” I blinked and rubbed my brow. “Yeah, of course! That sounds fine.”

“Yayyy,” Faith skipped across the room and kissed me on the cheek. She looked down at my lap expectantly, “Excuse me, this is my seat.”

“You’re so right, baby, please sit.” I pulled her onto me and she wrapped her arms around me. Her fiery orange curls bounced around her freckled cheeks.

“What do you think we should watch tonight?”

“Hmm,” I said. “Something a little dark, a little gothic? Maybe something you’ll actually stay awake for?” I grinned at her and she rolled her eyes.

“Sooo funny, William!” I hated my full name and she knew it. She gave me a peck on the lips and swung her legs off my lap. “I think I can find something like that. We’re going to grab dinner first, though, do you want to come?”

“Aw, I’d love to, baby, but I have to finish this edit by 5. See you guys when you get back, though?”

Faith looked disappointed for a moment, but quickly nodded. She kissed my cheek one more time and skipped back out of my room.

I took a deep breath and tried to steady myself as I heard the front door close behind her. It had been a year now since Faith and I had met Amy at a friend’s party. The two of them had become attached at the hip, and they made quite a pair. 

Faith was 5’6” and curvy, with a body like a renaissance painting. Her breasts were small, but not tiny, delicious handfuls, the appetizer to her hips and ass. She enjoyed flaunting her curves too–at least on the days she was feeling herself. 

Faith had grown up in the midwest, and she oozed an effortless, sweet, silly innocence that people just wanted to be around. Sometimes I thought that every single person who ever met her loved her.

Amy on the other hand was tiny, just under 5 feet tall, with dark black hair and the kind of athletic body that always seemed to glisten just a little. She wore shirts too small for her C cup tits and might as well have been allergic to bras. She wasn’t curvy like Faith, but she had the cute, toned bubble butt of a long-distance runner. 

Our friends who met Amy always seemed irked by her, or assumed she thought she was better than everyone else. They might’ve been right–I had noticed the self-satisfied, mischievous smirk she couldn’t hide when she was successfully pushing someone out of their comfort zone.

Amy made me nervous. She seemed bored by most people she met, losing interest in conversations quickly and scanning the room to find her next bit of entertainment. But when Amy talked to me she was laser-focused, her eyes piercing up at me, occasionally drifting down, but then always quickly back up. Even sometimes when she was talking to Faith, I’d notice Amy’s eyes still on me, a look on her face I could never quite put words to.

But Amy was genuinely a wonderful friend to Faith. When Faith was sad, Amy was there for her–without fail. Together, the two of us had helped talk Faith through some of the harder moments she’d had in the last year.

Since Faith and I had moved in together just over a year ago, our relationship had shifted. Sometimes it felt like we were just roommates, friends who’d known each other forever. 

Faith’s sweetness started to show cracks too, and she snapped at me for little things. I still felt loved, but rarely wanted. Lingerie and sexting all day had become pajamas and a quickie before bed. There was a routine to sex–I would come to bed, kiss her, eat her out till she came, and then fuck her. She rarely got on top and rarely went down on me. She never made me feel bad when I tried to spice things up, but she never made the same effort in return. 

I had always been the kind of person who took a long time to finish, and Faith got easily oversensitized after she’d already cum once or twice. I could see it in her eyes when she was done, even if she didn’t say it out loud. I felt like if the roles were reversed and I had to tap out, I would stop at nothing to make sure she was taken care of. But that thought never seemed to enter her mind.

Still, I knew that Faith was the love of my life. I had never felt more able to be myself around someone, and I’d never felt more loved and accepted.

I hit the export button in Adobe and glanced at the time. 4:53. I’d barely been able to focus enough to finish the video for this client. My mind kept wandering to Amy. That look on her face that said…something. What did it say?

I felt my stomach flutter and checked the clock again. Maybe before Faith and Amy got home I could…

I felt myself start to grow as I undid my belt and jeans with one hand, typing into the search bar with the other. I wrapped my hand around my shaft and began to pump as a petite dark-haired girl rode a faceless man on the screen. When she turned away from the camera she looked like Amy. I felt my balls tighten, and…

“Knock, knock we’re back!”

Fuck. I tried to stuff my cock back in my jeans as I heard two sets of footsteps in the hall just outside my door. How had they been so fast?? No time to buckle my belt. I yanked my shirt down over my waistband and the ridiculous bulge in my lap, and pressed the lock button on my laptop as I spun toward the door, face flushed.

“Hey, I-”

“Darling, we brought you tacos!” Faith burst through the doorway, laughing as Amy struck a pose, holding up the white plastic to-go bag as if she was modeling the food for a commercial. She wore baggy jeans that hung precariously off her hips, and a tiny cropped tee that showed off her perfect stomach. I felt my erection strain against my pants as Faith pretended to snap pictures of Amy and the food.

“Faith said you weren’t hungry, but I made her bring you something because you’re always hungry!” Amy was scanning my face, looking for a reaction. Could she see I was blushing? I watched her gaze shift to the dark computer screen behind me, then back to my face. Her eyes narrowed, searching my face, then dropped to my belt still sticking out from under my shirt. A quiet smirk stretched across her lips.

“We brought all the food back so we could eat while we watch!” Faith smiled. “I’m gonna set up some plates in the living room.”

“I...thanks, baby.” I stayed seated.

“I know you’re hungry, don’t try to pretend you’re not. Come and eat!” Amy jumped across the room and grabbed my hand, dragging me from my chair as I tried to hide my unbuttoned pants. 

She pulled me close into a hug. My erection pressed through my jeans against her stomach. Could she feel it? I tried to angle my lower half away from her.

“Mmph. It’s so long since I’ve seen you,” she pulled me in tighter.

I looked up to the doorway but Faith had already turned back down the hallway. I hugged Amy back with one arm.

“We literally got pizza last week,” I laughed weakly and let go of her. She kept her arms wrapped around me and leaned back to look up at me, her stomach pressing against my crotch.

“OK, Will, so you hate me now?” She pouted. She let go and stepped back. “You don’t have to act all cool, I know you missed me too.”

I opened my mouth to respond but nothing came.

She looked smug and pushed me away, turning to the door.

“I’m just teasing, come watch with us!” She called over her shoulder from the hallway. “Whenever you’re ready…” I could hear the smirk in her voice.

We were only 20 minutes into Interview With A Vampire and already I was regretting my genre suggestion for our movie night. I’d said dark and gothic but somehow that had turned into dark and gothic and horny. 

Faith had asked me for a massage, which opened the door for Amy to suggest a massage train, and she’d slid behind me on the couch to form the back of the train before I could think of a way to say no.

As I pressed my palms into Faith’s shoulders I tried not to think about Amy’s hands moving up and down my back. Her athleticism was obvious—she was much stronger than Faith, manipulating my muscles in ways Faith never had when I asked for a massage. Where Faith might do her best on me for 5-10 minutes, Amy was still going after half an hour, never slowing down, like she was determined not to stop until I stopped. 

Amy reached over my shoulders and dug her fingers down into the tops of my pectoral muscles, just below my clavicle. She made circles and found the pressure points where my shoulders connected to my chest. I could feel the energy radiating down from her fingers into the rest of my body.

“Will! Ow, you’re going too hard.” Faith snapped at me.

“Sorry, sorry! I didn’t realize.” I stopped, embarrassed. My hands had completely gone into autopilot, just reacting to what I was feeling.

“It’s OK, it felt good except for that last part. I just get sensitive, you know.” She climbed onto the couch to my right and curled up with a pillow.

Amy’s hands slowed on my back. “If you still have energy I’d love to switch!”

I looked to Faith but she was on her phone scrolling through Instagram. 

“Um…” I trailed off.

“I just have this one knot in my shoulder I really need someone strong to get at.” Amy said.

“Don’t be selfish, baby,” Faith yawned. “You obviously still have energy.”

I clenched my jaw. It always mystified me how she could switch from so sweet and loving in one moment to so flippant in the next. No one else ever seemed to notice, because of her otherwise constant sunny disposition.

Amy patted my shoulder, “You can take a break if you want. Just let me sit in front of you and you can do a little if you’re able.”

I nodded silently. Amy sat on the floor in front of me and we watched as Tom Cruise and Nicole Kidman moved through a castle, naked bodies surrounding them.

I glanced over at Faith again but her nose was still buried in her phone. 

I could never understand the point of a movie night if she was just going to–

I shook my head and looked down at Amy and she shifted, rolling her neck and arching her back. I could see straight down to her lacy white bra and olive curves. I swallowed and looked back at the screen.

She hadn’t been lying–her left shoulder had a massive knot. I focused in on it, and the task helped put the more distracting thoughts out of my mind. I’d lost track of how long I’d been working on her shoulder when a sound escaped her lips. 

I looked down, “Sorry, was that too–”

She was looking over at Faith, who was snoring quietly, phone still in her hand, some TikTok video playing on a loop. 

“Out like a light,” Amy giggled.

“Oh, yeah, this happens almost every time we watch a movie together.”

“Wait, really?” Amy looked up at me surprised.

“Yeah, I don’t think we’ve finished a movie together. She sleeps like a rock too, apparently she napped through a fire alarm once in college.”

“You’re joking,” Amy laughed in disbelief.

“Nope. Tom Cruise could leap off the screen and start jumping on this couch and she’d still be out.”

Amy laughed again. “Well. Anyway. I really appreciate you doing this, I know you were already going for a while on Faith.”

“Hey, honestly, you did an amazing job on me. You deserve to have the favor returned.”

“I’ve just been at the gym every morning the last few months, and I feel like I’m not stretching enough or something.” She circled her head and stretched back again, and I almost buckled at the sight of her bra inching lower on her breasts.

I swallowed again. “I can tell.”

She looked back up at me, her eyes questioning.

I tried to save it. “I just mean you should be proud, that takes a lot of self-discipline.”

She nodded appreciatively, “Low-key, I think I’ve gotten a little obsessive about it since my break-up. It’s been a year, but I still like to imagine smashing his face in between the weights.”

I laughed, taken aback. “I didn’t realize Caleb was that bad.”

“Oh, yeah. He was a creep. But what else is new, that’s all the guys at my gym too.”

“Oof.” I didn’t know what to say.

She shook her head. “You know, I’ll be in there just doing squats, not even wearing booty shorts like some of these girls, and guys in there will just stare so shamelessly. And meanwhile the same dudes are walking around after every set of bench presses, just nonstop groping their own pecs.”

I chuckled.

She continued, “And I’m like, ‘Hey! My tits are sore too! Maybe I should walk around rubbing mine! But clearly I won’t, because if I did y’all would lose your fu-u-u-cking minds!!’”

Christ. Why did it turn me on when she stretched out the word “fuck” like that?

“Do you think…” she trailed off.

I looked down at her. “What?”

“You’re gonna think I’m weird.” She shook her head quickly and waved me off. “Never mind.”

“No, what’s up?” I was confused.

“Look, I just…I know you’re not skeezy. And I was hoping you could massage my chest a little. Not like in a weird way, it’s just like guys can do it and that’s not fair, and I’m a hard worker too and I deserve–” the words tumbled out of her faster than I could keep up with.

“Whoa, whoa, chill,” I said. “What are you asking?”

“I don’t mean like…down here,” she gently cupped her breasts. My breath caught. “I mean like up here,” she said, trailing her fingers across the upper part of her chest not covered by her tiny t-shirt.

“I. Um.” My brain was screaming at me but somehow my voice held steady. “I don’t know…”

“It’s not weird you know, it’s just a stupid societal construct. I did it to you when I was massaging you earlier and you didn’t even blink.” Her voice was matter-of-fact.

I was silent. My eyes flicked over to Faith, deep asleep on the couch. Would she even mind? Maybe if I just did this…

Amy put her hand on my knee and looked up at me. “It’s OK. I trust you.” 

Without waiting, she turned away from me and leaned her head back into my lap so her chest was just below my fingertips.

As if on their own, my hands moved down to brush across her clavicle. 

The arch of her neck was beautiful, I caught myself thinking. How had I never noticed that? …Too busy trying not to stare at the rest of her body.

I pressed my fingers into the top of her chest, mirroring the way she’d touched me earlier. Her torso was so much smaller than mine, and I couldn’t move more than an inch or two up and down without grazing the curve where her breast started.

I felt my dick start to grow. NO. I stopped moving, trying not to panic, but I felt it push down the leg of my jeans.

Amy tilted her head back. “Are you OK, are you uncomfortable?” She said quietly. 

What was that tone of voice? Why was it so soothing?

“No, no,” I said, “I—I just didn’t know if you were comfortable.” 

Her eyes were a startling mix of colors, dark hazel with little shards of green and gold. For the first time ever, a pleading look crossed her face. It made my stomach churn. 

She wouldn’t be looking at me like that if she knew what my body was doing right now. She was seconds away from seeing me as just another creep like the guys at her gym.

Still gazing up at me she said,  “What if I just lay my head here like this?” 

Before I could form words, she leaned to the left and let her head rest against my thigh, just above my throbbing cock. 

I sucked in a sharp breath and she immediately wrapped her arm around my lower leg and hugged herself closer to me, and I felt my shaft press into the side of her face. 

I froze.

The thin layer of denim was the only thing between my erection and her cheek. 

I expected her to jerk away, disgusted by me. But she didn’t even flinch. 

Did she not realize what she was feeling? How could I say something without making the situation worse?

She sighed deeply. “You’re so warm, this is so nice.” 

Her eyes met mine again, and she searched my expression. “Can you…would you please keep going?”

I swallowed. “Do you want to…maybe adjust where your head is?”

She shook her head slightly, her cheek rubbing against me, and it made me jump. She looked up at me with a frown.

“Careful, I don’t want to wake up Faith.”

“Ok, but—” I looked over at Faith and my words stalled out. What would she think if she suddenly woke up and saw Amy like this? Would she flip out? Would she even care?

“This is perfect, Will. Please don’t make it weird.” She leaned her head back down against me.

My brain screaming at me, I felt my fingers move against my own will, back down to her chest, making slow, deep motions across her chest. 

Finding each little muscle and tendon below her clavicle, I started at the center and moved outward, then slowly back to the center. Then I moved my fingers down half an inch and started the same motion again, going lower and lower each time. 

She nuzzled her cheek against me ever so slightly, little moans escaping her lips. I paused for a second and cleared my throat. This had to stop. 

Her eyes shot open and she looked over at Faith, then back up at me smugly. “Still asleep. Amazing.” She shook her head and stifled a laugh.

I started to open my mouth to say something, anything. How it was late, how she should go home, but she rested her face back down against my shaft and sighed deep, the vibrations making my cock twitch. 

I felt her cheeks push into a smile.

“It’s nice to have your hands all to myself just for once. You’re so good to Faith, I almost get jealous seeing how good she has it. I deserve to feel that too, ya know?” She murmured to herself.

My hands had made their way as far down her chest as they could without pressing into her tits. Fuck, they were glorious. I closed my eyes and tried to reset.

I moved to start making my way back up her chest and she arched her back, pressing the tops of her tits up into my fingers, “Can you keep going just a little lower? It feels so good and my muscles are genuinely just so sore.” 

She rubbed her hand up and down my calf. “I’m so grateful, really. I promise I’ll get you back.” 

“You already did,” I protested. 

“And I will again,” she smiled.

My hands started moving again, sliding under her shirt like they had a mind of their own. I pressed down into her ribcage, brushing the sides of her breasts, trying to find a way to still make this a massage.

“Besides–mmph,” she groaned, “I can tell that–ah–you’re working even harder at the gym than–oh–than I am. Your hands are so—mm—strong, and every part of your body is just–ugh–rock hard. It’s–fuck–it’s so impressive.”

Her voice was a drug sending more blood to my cock. I couldn’t remember ever being this hard. 

I felt her unwrap one arm from around my calf, and she moved her hand up past my knee, next to her face. 

“I’m just gonna rest my head against my hand here.” Her tone was still quiet and so reassuring, as if she were just talking me through an exercise.

“...huh?” I croaked out. My throat was dry.

Before I could even comprehend what she was saying, like it was the most normal thing in the world, she placed her open hand against my cock, and rested her head back down against my leg.

My body jerked instinctively. “Careful—Amy, uh. That’s—”

“What, Will?” Her voice was quiet. “This is OK, right?”

I tried to extract my hands from under her shirt but she grabbed my arm and pushed it down farther, so my hands were nearly wrapped around her breasts.

“Fuck, Amy, I—”

“If you felt like you were doing something wrong, I’d want to tell Faith right now.”

I blinked. What?

“I’m just saying, this feels really good right now.” She spoke quickly, her tone hushed. “I don’t think you’re doing anything wrong. But if this doesn’t feel good to you, I wouldn’t want to keep that from Faith.”

Something in a corner of my mind understood I was being manipulated. But I couldn’t tell if I was going along with it by choice or because I had to.

Amy’s pinky grazed the head of my cock through my jeans and it jumped against her hand. She let out a quiet gasp and my breath caught in my throat.

“That seems like it feels good.” She murmured. I could barely process her words. 

A wet spot was beginning to form on the leg of my jeans where she was touching me. I heard her inhale through her nose.

I felt hypnotized. I had never felt so close to cumming from so little stimulation. I could feel pre-cum steadily leaking from my head.

“Don’t stop massaging me.” Amy breathed against my leg.

My hands were already nearly wrapped around her breasts. I tried to move them lower, higher, anything to keep myself from crossing a line.

“You already got there," she pouted, raising her voice slightly.

I shot a glance at Faith. Amy saw me looking and squeezed me with her hand to get my attention.

“If you want me to be quieter you have to work on a part of my chest that isn't sore yet.” She arched again, pressing her breasts up toward me.

I might as well have been groping her—her tits were essentially fully in my hands. I couldn’t take it anymore. I let my hands slide under her curves, letting my fingers wrap around them all the way, the tips of my middle fingers brushing her nipples. 

“Yes…right there,” she breathed. “That’s…helping so much.”

I grasped her tits harder and pushed my palms upward into her chest, massaging her just the way she wanted.

Amy moaned louder than she had before, and I stole another glance at Faith. She was still breathing steadily, face pressed into the couch cushion.

“You have no idea how good this feels.” Amy had her eyes closed and I could see her bite her lower lip.

My brain was still screaming at me but the screams were growing distant, drowned in echo.

Her hand was still resting against the length of my cock, and as I kneaded her tits more forcefully, she grabbed my shaft hard, holding on for support. 

The pressure forced pre-cum out of my tip. My cock flexed in her hand and we both moaned, “Fuck,” at the same time.

She began moving her hand up and down the length of my shaft, squeezing me through the denim. “Jesus Christ…” she whispered, almost to herself.

I tried to steady my breathing but I could feel my body starting to shake. There was adrenalin coursing through every inch of my veins, and all at once I felt my balls start to churn.

I was so much closer than I’d even realized. I gripped her tits in my hands and squeezed. Hard. She whimpered.

The sound triggered something deep inside me, and I felt my balls pull tight and cum raced through the length of my cock.

I felt myself spray against my leg, soaking my knee as Amy kept stroking, her tits swaying with every pulse. 

Suddenly I heard motion to my right and my head snapped back towards Faith. 

I saw her start to stir and my mouth opened in silent desperation as Amy continued to grip me, milking rope after rope out of me.

I yanked my hands out of Amy’s shirt in panic and Amy's head shot up to look at me. She saw the look on my face and her eyes darted over to Faith. 

Amy smiled and began to slow her strokes along my shaft. “Faith?” she said. 

I grabbed Amy’s shoulder hard and mouthed, “What the fuck???”

She smirked up at me, whispering, “It’s fine.” She wrapped her right hand around Faith’s foot and gently tugged, “Faith?”

I couldn’t believe what I was seeing. I moved to wrench her away from Faith, but Faith just grumbled something about, “..tired,” and pulled her foot away, curling up deeper in the couch. 

Amy looked back at me “See? She needs to sleep.”

I let out a long breath, trying to calm myself.

“That was so nice,” Amy murmured. She stretched her neck side to side. “I feel so much better, you’re so good at that.”

I sat stunned at what had just happened. My heart was hammering in my chest. 

Amy’s cheeks flushed with heat as she looked down at the trail of cum that had soaked my jeans. Before I could move, she pressed her face into my thigh one more time and inhaled deeply. 

She peeked up at me, with a look of embarrassment on her face.

“Sorry, you just smell amazing.”

My cock twitched in my pants once more. She saw it and whispered, “Wow.”

She reached her hand back towards me and I sprang up from where I was sitting, clearing my throat, “I. Uh.”

She bit her lip, still gazing at the leg of my jeans. “You good?”

Guilt washed over me, the realization of what I’d just let happen.

“I’m–just going to use the restroom.”

“Sure, down the hall and to the left,” she nodded toward my bathroom.

“Ha-ha,” I said weakly.

I stumbled past the bathroom to my bedroom where I ripped my pants off and threw them into the hamper. I grabbed a towel and frantically cleaned my cum-caked leg as much as I could, when suddenly I heard voices from the living room. 

I yanked open my dresser, grabbed a pair of basketball shorts, and pulled them on. I quickly walked back into the living room.

I slowed my walk as I rounded the corner and saw Faith and Amy quietly talking.

“But do you want me to ruin it for you??” Amy laughed.

“Oh my god just tell me-e-e.” Faith swatted her arm.

Amy said, “No, that’s what you get for falling asleep. We’re just gonna have to do another movie night so you can finish watching it!”

“Ugh, fine,” Faith pouted. She looked up at me in surprise, as I stood there, still dumbstruck.

“Did you change?”

“I--uh. I–”

“Oh yeah, it was getting really warm in here,” Amy chirped.

I let out my breath and walked back over to the couch, sitting down next to Faith, putting her between Amy and me.

Faith crinkled her nose, “You smell funny.”

Amy giggled and slapped her arm, “Oh, my god, Faith you’re so mean to him! You should be nicer.”

Faith leaned in and sniffed, and pretended to gag, “Yeah, you must have been getting really warm in here, you smell sweaty.”

Amy smirked at me, “Aww, I’m sure he smells great.”

Faith snorted and rolled her eyes, “Get close at your own risk.”

I stood up abruptly, “I think I’m going to bed–I’m really tired.”

“No, yeah, it’s late,” Faith sighed. She grabbed Amy’s hand and they walked to the door together.

As they passed me, Amy quickly turned and hugged Faith tight.

“Thank you so much for tonight. It was so nice. We’re going to do it again very soon, and there’s nothing you can do about it.” She smiled at me over Faith’s shoulder, eyes dropping to my crotch. I felt myself start to stiffen and her smile widened as she saw me tent my basketball shorts. 

She stretched out one arm toward me and said “Will! Group hug.”

“No, I smell, remember?” I turned to walk to my room.

Faith called after me, “William come here! If I have to suffer in bed with you tonight, so does Amy.” They looked at each other and burst out laughing.

“OK, NOT what I meant,” she shook her head. “Don’t be rude though, Will! Amy wants grouphug, Amy gets grouphug.”

I shuffled back towards them, trying to angle my body away from Faith so she couldn’t see my cock lifting the crotch of my shorts, and wrapped a half-hearted arm around the two of them. 

Amy hugged Faith in with one arm, and jerked me closer to her so my hard-on was pressing against her thigh. Then she shoved me away, “Alright, get outta here, smelly!”

They burst out laughing again and I spun outward away from both of them and quickly walked to my bedroom. 

“Good night, Will!” Amy called after me in a sing-songy voice. 

My cock twitched against my shorts once more and as I closed the door behind me I heard Faith shout, “I’ll be right in, baby!”

My heart sank. I couldn’t believe this. 

It felt like a fever dream. Maybe…maybe I could tell myself it wasn’t real? 

I mean, what had actually happened? Technically she hadn’t really touched me. 

I had touched her though. But just a massage, just her chest. It wasn’t like I’d made her cum. 

Like she made me cum.

My brain started to spin. From amidst the tornado, Amy’s hazel eyes rose to the top, pleading, innocent and mischievous all at once.

The whimper from her throat. The smirk on her lips, confident this wasn’t the last time.

She was wrong. This was never happening again. Never again.

Never. 

Not ever.

…

Right?

Her body was pure sweat, crashing into mine in the dark. I could see the hunger on her face, her black hair a matted mess, the moonlight from the window outlining the curve of her tits. Her stomach muscles flexed as she arched and slammed herself down on me over and over again, impaling herself on my cock. I could feel myself getting close and I tried to grab her hips to stop her, but her eyes told me what I already knew when we started: I didn’t have a choice in the matter. She cried out as I felt myself stretch her walls another inch and—

“Hey, baby, do you mind if Amy comes over for a movie tonight?”

The question snapped me out of my daydream. I turned from my laptop to see my girlfriend, Faith, standing in my doorway, smiling at me. 

It took a moment to process what she was asking. “Sorry, uh…” I blinked and rubbed my brow. “Yeah, of course! That sounds fine.”

“Yayyy,” Faith skipped across the room and kissed me on the cheek. She looked down at my lap expectantly, “Excuse me, this is my seat.”

“You’re so right, baby, please sit.” I pulled her onto me and she wrapped her arms around me. Her fiery orange curls bounced around her freckled cheeks.

“What do you think we should watch tonight?”

“Hmm,” I said. “Something a little dark, a little gothic? Maybe something you’ll actually stay awake for?” I grinned at her and she rolled her eyes.

“Sooo funny, William!” I hated my full name and she knew it. She gave me a peck on the lips and swung her legs off my lap. “I think I can find something like that. We’re going to grab dinner first, though, do you want to come?”

“Aw, I’d love to, baby, but I have to finish this edit by 5. See you guys when you get back, though?”

Faith looked disappointed for a moment, but quickly nodded. She kissed my cheek one more time and skipped back out of my room.

I took a deep breath and tried to steady myself as I heard the front door close behind her. It had been a year now since Faith and I had met Amy at a friend’s party. The two of them had become attached at the hip, and they made quite a pair. 

Faith was 5’6” and curvy, with a body like a renaissance painting. Her breasts were small, but not tiny, delicious handfuls, the appetizer to her hips and ass. She enjoyed flaunting her curves too–at least on the days she was feeling herself. 

Faith had grown up in the midwest, and she oozed an effortless, sweet, silly innocence that people just wanted to be around. Sometimes I thought that every single person who ever met her loved her.

Amy on the other hand was tiny, just under 5 feet tall, with dark black hair and the kind of athletic body that always seemed to glisten just a little. She wore shirts too small for her C cup tits and might as well have been allergic to bras. She wasn’t curvy like Faith, but she had the cute, toned bubble butt of a long-distance runner. 

Our friends who met Amy always seemed irked by her, or assumed she thought she was better than everyone else. They might’ve been right–I had noticed the self-satisfied, mischievous smirk she couldn’t hide when she was successfully pushing someone out of their comfort zone.

Amy made me nervous. She seemed bored by most people she met, losing interest in conversations quickly and scanning the room to find her next bit of entertainment. But when Amy talked to me she was laser-focused, her eyes piercing up at me, occasionally drifting down, but then always quickly back up. Even sometimes when she was talking to Faith, I’d notice Amy’s eyes still on me, a look on her face I could never quite put words to.

But Amy was genuinely a wonderful friend to Faith. When Faith was sad, Amy was there for her–without fail. Together, the two of us had helped talk Faith through some of the harder moments she’d had in the last year.

Since Faith and I had moved in together just over a year ago, our relationship had shifted. Sometimes it felt like we were just roommates, friends who’d known each other forever. 

Faith’s sweetness started to show cracks too, and she snapped at me for little things. I still felt loved, but rarely wanted. Lingerie and sexting all day had become pajamas and a quickie before bed. There was a routine to sex–I would come to bed, kiss her, eat her out till she came, and then fuck her. She rarely got on top and rarely went down on me. She never made me feel bad when I tried to spice things up, but she never made the same effort in return. 

I had always been the kind of person who took a long time to finish, and Faith got easily oversensitized after she’d already cum once or twice. I could see it in her eyes when she was done, even if she didn’t say it out loud. I felt like if the roles were reversed and I had to tap out, I would stop at nothing to make sure she was taken care of. But that thought never seemed to enter her mind.

Still, I knew that Faith was the love of my life. I had never felt more able to be myself around someone, and I’d never felt more loved and accepted.

I hit the export button in Adobe and glanced at the time. 4:53. I’d barely been able to focus enough to finish the video for this client. My mind kept wandering to Amy. That look on her face that said…something. What did it say?

I felt my stomach flutter and checked the clock again. Maybe before Faith and Amy got home I could…

I felt myself start to grow as I undid my belt and jeans with one hand, typing into the search bar with the other. I wrapped my hand around my shaft and began to pump as a petite dark-haired girl rode a faceless man on the screen. When she turned away from the camera she looked like Amy. I felt my balls tighten, and…

“Knock, knock we’re back!”

Fuck. I tried to stuff my cock back in my jeans as I heard two sets of footsteps in the hall just outside my door. How had they been so fast?? No time to buckle my belt. I yanked my shirt down over my waistband and the ridiculous bulge in my lap, and pressed the lock button on my laptop as I spun toward the door, face flushed.

“Hey, I-”

“Darling, we brought you tacos!” Faith burst through the doorway, laughing as Amy struck a pose, holding up the white plastic to-go bag as if she was modeling the food for a commercial. She wore baggy jeans that hung precariously off her hips, and a tiny cropped tee that showed off her perfect stomach. I felt my erection strain against my pants as Faith pretended to snap pictures of Amy and the food.

“Faith said you weren’t hungry, but I made her bring you something because you’re always hungry!” Amy was scanning my face, looking for a reaction. Could she see I was blushing? I watched her gaze shift to the dark computer screen behind me, then back to my face. Her eyes narrowed, searching my face, then dropped to my belt still sticking out from under my shirt. A quiet smirk stretched across her lips.

“We brought all the food back so we could eat while we watch!” Faith smiled. “I’m gonna set up some plates in the living room.”

“I...thanks, baby.” I stayed seated.

“I know you’re hungry, don’t try to pretend you’re not. Come and eat!” Amy jumped across the room and grabbed my hand, dragging me from my chair as I tried to hide my unbuttoned pants. 

She pulled me close into a hug. My erection pressed through my jeans against her stomach. Could she feel it? I tried to angle my lower half away from her.

“Mmph. It’s so long since I’ve seen you,” she pulled me in tighter.

I looked up to the doorway but Faith had already turned back down the hallway. I hugged Amy back with one arm.

“We literally got pizza last week,” I laughed weakly and let go of her. She kept her arms wrapped around me and leaned back to look up at me, her stomach pressing against my crotch.

“OK, Will, so you hate me now?” She pouted. She let go and stepped back. “You don’t have to act all cool, I know you missed me too.”

I opened my mouth to respond but nothing came.

She looked smug and pushed me away, turning to the door.

“I’m just teasing, come watch with us!” She called over her shoulder from the hallway. “Whenever you’re ready…” I could hear the smirk in her voice.

We were only 20 minutes into Interview With A Vampire and already I was regretting my genre suggestion for our movie night. I’d said dark and gothic but somehow that had turned into dark and gothic and horny. 

Faith had asked me for a massage, which opened the door for Amy to suggest a massage train, and she’d slid behind me on the couch to form the back of the train before I could think of a way to say no.

As I pressed my palms into Faith’s shoulders I tried not to think about Amy’s hands moving up and down my back. Her athleticism was obvious—she was much stronger than Faith, manipulating my muscles in ways Faith never had when I asked for a massage. Where Faith might do her best on me for 5-10 minutes, Amy was still going after half an hour, never slowing down, like she was determined not to stop until I stopped. 

Amy reached over my shoulders and dug her fingers down into the tops of my pectoral muscles, just below my clavicle. She made circles and found the pressure points where my shoulders connected to my chest. I could feel the energy radiating down from her fingers into the rest of my body.

“Will! Ow, you’re going too hard.” Faith snapped at me.

“Sorry, sorry! I didn’t realize.” I stopped, embarrassed. My hands had completely gone into autopilot, just reacting to what I was feeling.

“It’s OK, it felt good except for that last part. I just get sensitive, you know.” She climbed onto the couch to my right and curled up with a pillow.

Amy’s hands slowed on my back. “If you still have energy I’d love to switch!”

I looked to Faith but she was on her phone scrolling through Instagram. 

“Um…” I trailed off.

“I just have this one knot in my shoulder I really need someone strong to get at.” Amy said.

“Don’t be selfish, baby,” Faith yawned. “You obviously still have energy.”

I clenched my jaw. It always mystified me how she could switch from so sweet and loving in one moment to so flippant in the next. No one else ever seemed to notice, because of her otherwise constant sunny disposition.

Amy patted my shoulder, “You can take a break if you want. Just let me sit in front of you and you can do a little if you’re able.”

I nodded silently. Amy sat on the floor in front of me and we watched as Tom Cruise and Nicole Kidman moved through a castle, naked bodies surrounding them.

I glanced over at Faith again but her nose was still buried in her phone. 

I could never understand the point of a movie night if she was just going to–

I shook my head and looked down at Amy and she shifted, rolling her neck and arching her back. I could see straight down to her lacy white bra and olive curves. I swallowed and looked back at the screen.

She hadn’t been lying–her left shoulder had a massive knot. I focused in on it, and the task helped put the more distracting thoughts out of my mind. I’d lost track of how long I’d been working on her shoulder when a sound escaped her lips. 

I looked down, “Sorry, was that too–”

She was looking over at Faith, who was snoring quietly, phone still in her hand, some TikTok video playing on a loop. 

“Out like a light,” Amy giggled.

“Oh, yeah, this happens almost every time we watch a movie together.”

“Wait, really?” Amy looked up at me surprised.

“Yeah, I don’t think we’ve finished a movie together. She sleeps like a rock too, apparently she napped through a fire alarm once in college.”

“You’re joking,” Amy laughed in disbelief.

“Nope. Tom Cruise could leap off the screen and start jumping on this couch and she’d still be out.”

Amy laughed again. “Well. Anyway. I really appreciate you doing this, I know you were already going for a while on Faith.”

“Hey, honestly, you did an amazing job on me. You deserve to have the favor returned.”

“I’ve just been at the gym every morning the last few months, and I feel like I’m not stretching enough or something.” She circled her head and stretched back again, and I almost buckled at the sight of her bra inching lower on her breasts.

I swallowed again. “I can tell.”

She looked back up at me, her eyes questioning.

I tried to save it. “I just mean you should be proud, that takes a lot of self-discipline.”

She nodded appreciatively, “Low-key, I think I’ve gotten a little obsessive about it since my break-up. It’s been a year, but I still like to imagine smashing his face in between the weights.”

I laughed, taken aback. “I didn’t realize Caleb was that bad.”

“Oh, yeah. He was a creep. But what else is new, that’s all the guys at my gym too.”

“Oof.” I didn’t know what to say.

She shook her head. “You know, I’ll be in there just doing squats, not even wearing booty shorts like some of these girls, and guys in there will just stare so shamelessly. And meanwhile the same dudes are walking around after every set of bench presses, just nonstop groping their own pecs.”

I chuckled.

She continued, “And I’m like, ‘Hey! My tits are sore too! Maybe I should walk around rubbing mine! But clearly I won’t, because if I did y’all would lose your fu-u-u-cking minds!!’”

Christ. Why did it turn me on when she stretched out the word “fuck” like that?

“Do you think…” she trailed off.

I looked down at her. “What?”

“You’re gonna think I’m weird.” She shook her head quickly and waved me off. “Never mind.”

“No, what’s up?” I was confused.

“Look, I just…I know you’re not skeezy. And I was hoping you could massage my chest a little. Not like in a weird way, it’s just like guys can do it and that’s not fair, and I’m a hard worker too and I deserve–” the words tumbled out of her faster than I could keep up with.

“Whoa, whoa, chill,” I said. “What are you asking?”

“I don’t mean like…down here,” she gently cupped her breasts. My breath caught. “I mean like up here,” she said, trailing her fingers across the upper part of her chest not covered by her tiny t-shirt.

“I. Um.” My brain was screaming at me but somehow my voice held steady. “I don’t know…”

“It’s not weird you know, it’s just a stupid societal construct. I did it to you when I was massaging you earlier and you didn’t even blink.” Her voice was matter-of-fact.

I was silent. My eyes flicked over to Faith, deep asleep on the couch. Would she even mind? Maybe if I just did this…

Amy put her hand on my knee and looked up at me. “It’s OK. I trust you.” 

Without waiting, she turned away from me and leaned her head back into my lap so her chest was just below my fingertips.

As if on their own, my hands moved down to brush across her clavicle. 

The arch of her neck was beautiful, I caught myself thinking. How had I never noticed that? …Too busy trying not to stare at the rest of her body.

I pressed my fingers into the top of her chest, mirroring the way she’d touched me earlier. Her torso was so much smaller than mine, and I couldn’t move more than an inch or two up and down without grazing the curve where her breast started.

I felt my dick start to grow. NO. I stopped moving, trying not to panic, but I felt it push down the leg of my jeans.

Amy tilted her head back. “Are you OK, are you uncomfortable?” She said quietly. 

What was that tone of voice? Why was it so soothing?

“No, no,” I said, “I—I just didn’t know if you were comfortable.” 

Her eyes were a startling mix of colors, dark hazel with little shards of green and gold. For the first time ever, a pleading look crossed her face. It made my stomach churn. 

She wouldn’t be looking at me like that if she knew what my body was doing right now. She was seconds away from seeing me as just another creep like the guys at her gym.

Still gazing up at me she said,  “What if I just lay my head here like this?” 

Before I could form words, she leaned to the left and let her head rest against my thigh, just above my throbbing cock. 

I sucked in a sharp breath and she immediately wrapped her arm around my lower leg and hugged herself closer to me, and I felt my shaft press into the side of her face. 

I froze.

The thin layer of denim was the only thing between my erection and her cheek. 

I expected her to jerk away, disgusted by me. But she didn’t even flinch. 

Did she not realize what she was feeling? How could I say something without making the situation worse?

She sighed deeply. “You’re so warm, this is so nice.” 

Her eyes met mine again, and she searched my expression. “Can you…would you please keep going?”

I swallowed. “Do you want to…maybe adjust where your head is?”

She shook her head slightly, her cheek rubbing against me, and it made me jump. She looked up at me with a frown.

“Careful, I don’t want to wake up Faith.”

“Ok, but—” I looked over at Faith and my words stalled out. What would she think if she suddenly woke up and saw Amy like this? Would she flip out? Would she even care?

“This is perfect, Will. Please don’t make it weird.” She leaned her head back down against me.

My brain screaming at me, I felt my fingers move against my own will, back down to her chest, making slow, deep motions across her chest. 

Finding each little muscle and tendon below her clavicle, I started at the center and moved outward, then slowly back to the center. Then I moved my fingers down half an inch and started the same motion again, going lower and lower each time. 

She nuzzled her cheek against me ever so slightly, little moans escaping her lips. I paused for a second and cleared my throat. This had to stop. 

Her eyes shot open and she looked over at Faith, then back up at me smugly. “Still asleep. Amazing.” She shook her head and stifled a laugh.

I started to open my mouth to say something, anything. How it was late, how she should go home, but she rested her face back down against my shaft and sighed deep, the vibrations making my cock twitch. 

I felt her cheeks push into a smile.

“It’s nice to have your hands all to myself just for once. You’re so good to Faith, I almost get jealous seeing how good she has it. I deserve to feel that too, ya know?” She murmured to herself.

My hands had made their way as far down her chest as they could without pressing into her tits. Fuck, they were glorious. I closed my eyes and tried to reset.

I moved to start making my way back up her chest and she arched her back, pressing the tops of her tits up into my fingers, “Can you keep going just a little lower? It feels so good and my muscles are genuinely just so sore.” 

She rubbed her hand up and down my calf. “I’m so grateful, really. I promise I’ll get you back.” 

“You already did,” I protested. 

“And I will again,” she smiled.

My hands started moving again, sliding under her shirt like they had a mind of their own. I pressed down into her ribcage, brushing the sides of her breasts, trying to find a way to still make this a massage.

“Besides–mmph,” she groaned, “I can tell that–ah–you’re working even harder at the gym than–oh–than I am. Your hands are so—mm—strong, and every part of your body is just–ugh–rock hard. It’s–fuck–it’s so impressive.”

Her voice was a drug sending more blood to my cock. I couldn’t remember ever being this hard. 

I felt her unwrap one arm from around my calf, and she moved her hand up past my knee, next to her face. 

“I’m just gonna rest my head against my hand here.” Her tone was still quiet and so reassuring, as if she were just talking me through an exercise.

“...huh?” I croaked out. My throat was dry.

Before I could even comprehend what she was saying, like it was the most normal thing in the world, she placed her open hand against my cock, and rested her head back down against my leg.

My body jerked instinctively. “Careful—Amy, uh. That’s—”

“What, Will?” Her voice was quiet. “This is OK, right?”

I tried to extract my hands from under her shirt but she grabbed my arm and pushed it down farther, so my hands were nearly wrapped around her breasts.

“Fuck, Amy, I—”

“If you felt like you were doing something wrong, I’d want to tell Faith right now.”

I blinked. What?

“I’m just saying, this feels really good right now.” She spoke quickly, her tone hushed. “I don’t think you’re doing anything wrong. But if this doesn’t feel good to you, I wouldn’t want to keep that from Faith.”

Something in a corner of my mind understood I was being manipulated. But I couldn’t tell if I was going along with it by choice or because I had to.

Amy’s pinky grazed the head of my cock through my jeans and it jumped against her hand. She let out a quiet gasp and my breath caught in my throat.

“That seems like it feels good.” She murmured. I could barely process her words. 

A wet spot was beginning to form on the leg of my jeans where she was touching me. I heard her inhale through her nose.

I felt hypnotized. I had never felt so close to cumming from so little stimulation. I could feel pre-cum steadily leaking from my head.

“Don’t stop massaging me.” Amy breathed against my leg.

My hands were already nearly wrapped around her breasts. I tried to move them lower, higher, anything to keep myself from crossing a line.

“You already got there," she pouted, raising her voice slightly.

I shot a glance at Faith. Amy saw me looking and squeezed me with her hand to get my attention.

“If you want me to be quieter you have to work on a part of my chest that isn't sore yet.” She arched again, pressing her breasts up toward me.

I might as well have been groping her—her tits were essentially fully in my hands. I couldn’t take it anymore. I let my hands slide under her curves, letting my fingers wrap around them all the way, the tips of my middle fingers brushing her nipples. 

“Yes…right there,” she breathed. “That’s…helping so much.”

I grasped her tits harder and pushed my palms upward into her chest, massaging her just the way she wanted.

Amy moaned louder than she had before, and I stole another glance at Faith. She was still breathing steadily, face pressed into the couch cushion.

“You have no idea how good this feels.” Amy had her eyes closed and I could see her bite her lower lip.

My brain was still screaming at me but the screams were growing distant, drowned in echo.

Her hand was still resting against the length of my cock, and as I kneaded her tits more forcefully, she grabbed my shaft hard, holding on for support. 

The pressure forced pre-cum out of my tip. My cock flexed in her hand and we both moaned, “Fuck,” at the same time.

She began moving her hand up and down the length of my shaft, squeezing me through the denim. “Jesus Christ…” she whispered, almost to herself.

I tried to steady my breathing but I could feel my body starting to shake. There was adrenalin coursing through every inch of my veins, and all at once I felt my balls start to churn.

I was so much closer than I’d even realized. I gripped her tits in my hands and squeezed. Hard. She whimpered.

The sound triggered something deep inside me, and I felt my balls pull tight and cum raced through the length of my cock.

I felt myself spray against my leg, soaking my knee as Amy kept stroking, her tits swaying with every pulse. 

Suddenly I heard motion to my right and my head snapped back towards Faith. 

I saw her start to stir and my mouth opened in silent desperation as Amy continued to grip me, milking rope after rope out of me.

I yanked my hands out of Amy’s shirt in panic and Amy's head shot up to look at me. She saw the look on my face and her eyes darted over to Faith. 

Amy smiled and began to slow her strokes along my shaft. “Faith?” she said. 

I grabbed Amy’s shoulder hard and mouthed, “What the fuck???”

She smirked up at me, whispering, “It’s fine.” She wrapped her right hand around Faith’s foot and gently tugged, “Faith?”

I couldn’t believe what I was seeing. I moved to wrench her away from Faith, but Faith just grumbled something about, “..tired,” and pulled her foot away, curling up deeper in the couch. 

Amy looked back at me “See? She needs to sleep.”

I let out a long breath, trying to calm myself.

“That was so nice,” Amy murmured. She stretched her neck side to side. “I feel so much better, you’re so good at that.”

I sat stunned at what had just happened. My heart was hammering in my chest. 

Amy’s cheeks flushed with heat as she looked down at the trail of cum that had soaked my jeans. Before I could move, she pressed her face into my thigh one more time and inhaled deeply. 

She peeked up at me, with a look of embarrassment on her face.

“Sorry, you just smell amazing.”

My cock twitched in my pants once more. She saw it and whispered, “Wow.”

She reached her hand back towards me and I sprang up from where I was sitting, clearing my throat, “I. Uh.”

She bit her lip, still gazing at the leg of my jeans. “You good?”

Guilt washed over me, the realization of what I’d just let happen.

“I’m–just going to use the restroom.”

“Sure, down the hall and to the left,” she nodded toward my bathroom.

“Ha-ha,” I said weakly.

I stumbled past the bathroom to my bedroom where I ripped my pants off and threw them into the hamper. I grabbed a towel and frantically cleaned my cum-caked leg as much as I could, when suddenly I heard voices from the living room. 

I yanked open my dresser, grabbed a pair of basketball shorts, and pulled them on. I quickly walked back into the living room.

I slowed my walk as I rounded the corner and saw Faith and Amy quietly talking.

“But do you want me to ruin it for you??” Amy laughed.

“Oh my god just tell me-e-e.” Faith swatted her arm.

Amy said, “No, that’s what you get for falling asleep. We’re just gonna have to do another movie night so you can finish watching it!”

“Ugh, fine,” Faith pouted. She looked up at me in surprise, as I stood there, still dumbstruck.

“Did you change?”

“I--uh. I–”

“Oh yeah, it was getting really warm in here,” Amy chirped.

I let out my breath and walked back over to the couch, sitting down next to Faith, putting her between Amy and me.

Faith crinkled her nose, “You smell funny.”

Amy giggled and slapped her arm, “Oh, my god, Faith you’re so mean to him! You should be nicer.”

Faith leaned in and sniffed, and pretended to gag, “Yeah, you must have been getting really warm in here, you smell sweaty.”

Amy smirked at me, “Aww, I’m sure he smells great.”

Faith snorted and rolled her eyes, “Get close at your own risk.”

I stood up abruptly, “I think I’m going to bed–I’m really tired.”

“No, yeah, it’s late,” Faith sighed. She grabbed Amy’s hand and they walked to the door together.

As they passed me, Amy quickly turned and hugged Faith tight.

“Thank you so much for tonight. It was so nice. We’re going to do it again very soon, and there’s nothing you can do about it.” She smiled at me over Faith’s shoulder, eyes dropping to my crotch. I felt myself start to stiffen and her smile widened as she saw me tent my basketball shorts. 

She stretched out one arm toward me and said “Will! Group hug.”

“No, I smell, remember?” I turned to walk to my room.

Faith called after me, “William come here! If I have to suffer in bed with you tonight, so does Amy.” They looked at each other and burst out laughing.

“OK, NOT what I meant,” she shook her head. “Don’t be rude though, Will! Amy wants grouphug, Amy gets grouphug.”

I shuffled back towards them, trying to angle my body away from Faith so she couldn’t see my cock lifting the crotch of my shorts, and wrapped a half-hearted arm around the two of them. 

Amy hugged Faith in with one arm, and jerked me closer to her so my hard-on was pressing against her thigh. Then she shoved me away, “Alright, get outta here, smelly!”

They burst out laughing again and I spun outward away from both of them and quickly walked to my bedroom. 

“Good night, Will!” Amy called after me in a sing-songy voice. 

My cock twitched against my shorts once more and as I closed the door behind me I heard Faith shout, “I’ll be right in, baby!”

My heart sank. I couldn’t believe this. 

It felt like a fever dream. Maybe…maybe I could tell myself it wasn’t real? 

I mean, what had actually happened? Technically she hadn’t really touched me. 

I had touched her though. But just a massage, just her chest. It wasn’t like I’d made her cum. 

Like she made me cum.

My brain started to spin. From amidst the tornado, Amy’s hazel eyes rose to the top, pleading, innocent and mischievous all at once.

The whimper from her throat. The smirk on her lips, confident this wasn’t the last time.

She was wrong. This was never happening again. Never again.

Never. 

Not ever.

…

Right?

Her body was pure sweat, crashing into mine in the dark. I could see the hunger on her face, her black hair a matted mess, the moonlight from the window outlining the curve of her tits. Her stomach muscles flexed as she arched and slammed herself down on me over and over again, impaling herself on my cock. I could feel myself getting close and I tried to grab her hips to stop her, but her eyes told me what I already knew when we started: I didn’t have a choice in the matter. She cried out as I felt myself stretch her walls another inch and—

“Hey, baby, do you mind if Amy comes over for a movie tonight?”

The question snapped me out of my daydream. I turned from my laptop to see my girlfriend, Faith, standing in my doorway, smiling at me. 

It took a moment to process what she was asking. “Sorry, uh…” I blinked and rubbed my brow. “Yeah, of course! That sounds fine.”

“Yayyy,” Faith skipped across the room and kissed me on the cheek. She looked down at my lap expectantly, “Excuse me, this is my seat.”

“You’re so right, baby, please sit.” I pulled her onto me and she wrapped her arms around me. Her fiery orange curls bounced around her freckled cheeks.

“What do you think we should watch tonight?”

“Hmm,” I said. “Something a little dark, a little gothic? Maybe something you’ll actually stay awake for?” I grinned at her and she rolled her eyes.

“Sooo funny, William!” I hated my full name and she knew it. She gave me a peck on the lips and swung her legs off my lap. “I think I can find something like that. We’re going to grab dinner first, though, do you want to come?”

“Aw, I’d love to, baby, but I have to finish this edit by 5. See you guys when you get back, though?”

Faith looked disappointed for a moment, but quickly nodded. She kissed my cheek one more time and skipped back out of my room.

I took a deep breath and tried to steady myself as I heard the front door close behind her. It had been a year now since Faith and I had met Amy at a friend’s party. The two of them had become attached at the hip, and they made quite a pair. 

Faith was 5’6” and curvy, with a body like a renaissance painting. Her breasts were small, but not tiny, delicious handfuls, the appetizer to her hips and ass. She enjoyed flaunting her curves too–at least on the days she was feeling herself. 

Faith had grown up in the midwest, and she oozed an effortless, sweet, silly innocence that people just wanted to be around. Sometimes I thought that every single person who ever met her loved her.

Amy on the other hand was tiny, just under 5 feet tall, with dark black hair and the kind of athletic body that always seemed to glisten just a little. She wore shirts too small for her C cup tits and might as well have been allergic to bras. She wasn’t curvy like Faith, but she had the cute, toned bubble butt of a long-distance runner. 

Our friends who met Amy always seemed irked by her, or assumed she thought she was better than everyone else. They might’ve been right–I had noticed the self-satisfied, mischievous smirk she couldn’t hide when she was successfully pushing someone out of their comfort zone.

Amy made me nervous. She seemed bored by most people she met, losing interest in conversations quickly and scanning the room to find her next bit of entertainment. But when Amy talked to me she was laser-focused, her eyes piercing up at me, occasionally drifting down, but then always quickly back up. Even sometimes when she was talking to Faith, I’d notice Amy’s eyes still on me, a look on her face I could never quite put words to.

But Amy was genuinely a wonderful friend to Faith. When Faith was sad, Amy was there for her–without fail. Together, the two of us had helped talk Faith through some of the harder moments she’d had in the last year.

Since Faith and I had moved in together just over a year ago, our relationship had shifted. Sometimes it felt like we were just roommates, friends who’d known each other forever. 

Faith’s sweetness started to show cracks too, and she snapped at me for little things. I still felt loved, but rarely wanted. Lingerie and sexting all day had become pajamas and a quickie before bed. There was a routine to sex–I would come to bed, kiss her, eat her out till she came, and then fuck her. She rarely got on top and rarely went down on me. She never made me feel bad when I tried to spice things up, but she never made the same effort in return. 

I had always been the kind of person who took a long time to finish, and Faith got easily oversensitized after she’d already cum once or twice. I could see it in her eyes when she was done, even if she didn’t say it out loud. I felt like if the roles were reversed and I had to tap out, I would stop at nothing to make sure she was taken care of. But that thought never seemed to enter her mind.

Still, I knew that Faith was the love of my life. I had never felt more able to be myself around someone, and I’d never felt more loved and accepted.

I hit the export button in Adobe and glanced at the time. 4:53. I’d barely been able to focus enough to finish the video for this client. My mind kept wandering to Amy. That look on her face that said…something. What did it say?

I felt my stomach flutter and checked the clock again. Maybe before Faith and Amy got home I could…

I felt myself start to grow as I undid my belt and jeans with one hand, typing into the search bar with the other. I wrapped my hand around my shaft and began to pump as a petite dark-haired girl rode a faceless man on the screen. When she turned away from the camera she looked like Amy. I felt my balls tighten, and…

“Knock, knock we’re back!”

Fuck. I tried to stuff my cock back in my jeans as I heard two sets of footsteps in the hall just outside my door. How had they been so fast?? No time to buckle my belt. I yanked my shirt down over my waistband and the ridiculous bulge in my lap, and pressed the lock button on my laptop as I spun toward the door, face flushed.

“Hey, I-”

“Darling, we brought you tacos!” Faith burst through the doorway, laughing as Amy struck a pose, holding up the white plastic to-go bag as if she was modeling the food for a commercial. She wore baggy jeans that hung precariously off her hips, and a tiny cropped tee that showed off her perfect stomach. I felt my erection strain against my pants as Faith pretended to snap pictures of Amy and the food.

“Faith said you weren’t hungry, but I made her bring you something because you’re always hungry!” Amy was scanning my face, looking for a reaction. Could she see I was blushing? I watched her gaze shift to the dark computer screen behind me, then back to my face. Her eyes narrowed, searching my face, then dropped to my belt still sticking out from under my shirt. A quiet smirk stretched across her lips.

“We brought all the food back so we could eat while we watch!” Faith smiled. “I’m gonna set up some plates in the living room.”

“I...thanks, baby.” I stayed seated.

“I know you’re hungry, don’t try to pretend you’re not. Come and eat!” Amy jumped across the room and grabbed my hand, dragging me from my chair as I tried to hide my unbuttoned pants. 

She pulled me close into a hug. My erection pressed through my jeans against her stomach. Could she feel it? I tried to angle my lower half away from her.

“Mmph. It’s so long since I’ve seen you,” she pulled me in tighter.

I looked up to the doorway but Faith had already turned back down the hallway. I hugged Amy back with one arm.

“We literally got pizza last week,” I laughed weakly and let go of her. She kept her arms wrapped around me and leaned back to look up at me, her stomach pressing against my crotch.

“OK, Will, so you hate me now?” She pouted. She let go and stepped back. “You don’t have to act all cool, I know you missed me too.”

I opened my mouth to respond but nothing came.

She looked smug and pushed me away, turning to the door.

“I’m just teasing, come watch with us!” She called over her shoulder from the hallway. “Whenever you’re ready…” I could hear the smirk in her voice.

We were only 20 minutes into Interview With A Vampire and already I was regretting my genre suggestion for our movie night. I’d said dark and gothic but somehow that had turned into dark and gothic and horny. 

Faith had asked me for a massage, which opened the door for Amy to suggest a massage train, and she’d slid behind me on the couch to form the back of the train before I could think of a way to say no.

As I pressed my palms into Faith’s shoulders I tried not to think about Amy’s hands moving up and down my back. Her athleticism was obvious—she was much stronger than Faith, manipulating my muscles in ways Faith never had when I asked for a massage. Where Faith might do her best on me for 5-10 minutes, Amy was still going after half an hour, never slowing down, like she was determined not to stop until I stopped. 

Amy reached over my shoulders and dug her fingers down into the tops of my pectoral muscles, just below my clavicle. She made circles and found the pressure points where my shoulders connected to my chest. I could feel the energy radiating down from her fingers into the rest of my body.

“Will! Ow, you’re going too hard.” Faith snapped at me.

“Sorry, sorry! I didn’t realize.” I stopped, embarrassed. My hands had completely gone into autopilot, just reacting to what I was feeling.

“It’s OK, it felt good except for that last part. I just get sensitive, you know.” She climbed onto the couch to my right and curled up with a pillow.

Amy’s hands slowed on my back. “If you still have energy I’d love to switch!”

I looked to Faith but she was on her phone scrolling through Instagram. 

“Um…” I trailed off.

“I just have this one knot in my shoulder I really need someone strong to get at.” Amy said.

“Don’t be selfish, baby,” Faith yawned. “You obviously still have energy.”

I clenched my jaw. It always mystified me how she could switch from so sweet and loving in one moment to so flippant in the next. No one else ever seemed to notice, because of her otherwise constant sunny disposition.

Amy patted my shoulder, “You can take a break if you want. Just let me sit in front of you and you can do a little if you’re able.”

I nodded silently. Amy sat on the floor in front of me and we watched as Tom Cruise and Nicole Kidman moved through a castle, naked bodies surrounding them.

I glanced over at Faith again but her nose was still buried in her phone. 

I could never understand the point of a movie night if she was just going to–

I shook my head and looked down at Amy and she shifted, rolling her neck and arching her back. I could see straight down to her lacy white bra and olive curves. I swallowed and looked back at the screen.

She hadn’t been lying–her left shoulder had a massive knot. I focused in on it, and the task helped put the more distracting thoughts out of my mind. I’d lost track of how long I’d been working on her shoulder when a sound escaped her lips. 

I looked down, “Sorry, was that too–”

She was looking over at Faith, who was snoring quietly, phone still in her hand, some TikTok video playing on a loop. 

“Out like a light,” Amy giggled.

“Oh, yeah, this happens almost every time we watch a movie together.”

“Wait, really?” Amy looked up at me surprised.

“Yeah, I don’t think we’ve finished a movie together. She sleeps like a rock too, apparently she napped through a fire alarm once in college.”

“You’re joking,” Amy laughed in disbelief.

“Nope. Tom Cruise could leap off the screen and start jumping on this couch and she’d still be out.”

Amy laughed again. “Well. Anyway. I really appreciate you doing this, I know you were already going for a while on Faith.”

“Hey, honestly, you did an amazing job on me. You deserve to have the favor returned.”

“I’ve just been at the gym every morning the last few months, and I feel like I’m not stretching enough or something.” She circled her head and stretched back again, and I almost buckled at the sight of her bra inching lower on her breasts.

I swallowed again. “I can tell.”

She looked back up at me, her eyes questioning.

I tried to save it. “I just mean you should be proud, that takes a lot of self-discipline.”

She nodded appreciatively, “Low-key, I think I’ve gotten a little obsessive about it since my break-up. It’s been a year, but I still like to imagine smashing his face in between the weights.”

I laughed, taken aback. “I didn’t realize Caleb was that bad.”

“Oh, yeah. He was a creep. But what else is new, that’s all the guys at my gym too.”

“Oof.” I didn’t know what to say.

She shook her head. “You know, I’ll be in there just doing squats, not even wearing booty shorts like some of these girls, and guys in there will just stare so shamelessly. And meanwhile the same dudes are walking around after every set of bench presses, just nonstop groping their own pecs.”

I chuckled.

She continued, “And I’m like, ‘Hey! My tits are sore too! Maybe I should walk around rubbing mine! But clearly I won’t, because if I did y’all would lose your fu-u-u-cking minds!!’”

Christ. Why did it turn me on when she stretched out the word “fuck” like that?

“Do you think…” she trailed off.

I looked down at her. “What?”

“You’re gonna think I’m weird.” She shook her head quickly and waved me off. “Never mind.”

“No, what’s up?” I was confused.

“Look, I just…I know you’re not skeezy. And I was hoping you could massage my chest a little. Not like in a weird way, it’s just like guys can do it and that’s not fair, and I’m a hard worker too and I deserve–” the words tumbled out of her faster than I could keep up with.

“Whoa, whoa, chill,” I said. “What are you asking?”

“I don’t mean like…down here,” she gently cupped her breasts. My breath caught. “I mean like up here,” she said, trailing her fingers across the upper part of her chest not covered by her tiny t-shirt.

“I. Um.” My brain was screaming at me but somehow my voice held steady. “I don’t know…”

“It’s not weird you know, it’s just a stupid societal construct. I did it to you when I was massaging you earlier and you didn’t even blink.” Her voice was matter-of-fact.

I was silent. My eyes flicked over to Faith, deep asleep on the couch. Would she even mind? Maybe if I just did this…

Amy put her hand on my knee and looked up at me. “It’s OK. I trust you.” 

Without waiting, she turned away from me and leaned her head back into my lap so her chest was just below my fingertips.

As if on their own, my hands moved down to brush across her clavicle. 

The arch of her neck was beautiful, I caught myself thinking. How had I never noticed that? …Too busy trying not to stare at the rest of her body.

I pressed my fingers into the top of her chest, mirroring the way she’d touched me earlier. Her torso was so much smaller than mine, and I couldn’t move more than an inch or two up and down without grazing the curve where her breast started.

I felt my dick start to grow. NO. I stopped moving, trying not to panic, but I felt it push down the leg of my jeans.

Amy tilted her head back. “Are you OK, are you uncomfortable?” She said quietly. 

What was that tone of voice? Why was it so soothing?

“No, no,” I said, “I—I just didn’t know if you were comfortable.” 

Her eyes were a startling mix of colors, dark hazel with little shards of green and gold. For the first time ever, a pleading look crossed her face. It made my stomach churn. 

She wouldn’t be looking at me like that if she knew what my body was doing right now. She was seconds away from seeing me as just another creep like the guys at her gym.

Still gazing up at me she said,  “What if I just lay my head here like this?” 

Before I could form words, she leaned to the left and let her head rest against my thigh, just above my throbbing cock. 

I sucked in a sharp breath and she immediately wrapped her arm around my lower leg and hugged herself closer to me, and I felt my shaft press into the side of her face. 

I froze.

The thin layer of denim was the only thing between my erection and her cheek. 

I expected her to jerk away, disgusted by me. But she didn’t even flinch. 

Did she not realize what she was feeling? How could I say something without making the situation worse?

She sighed deeply. “You’re so warm, this is so nice.” 

Her eyes met mine again, and she searched my expression. “Can you…would you please keep going?”

I swallowed. “Do you want to…maybe adjust where your head is?”

She shook her head slightly, her cheek rubbing against me, and it made me jump. She looked up at me with a frown.

“Careful, I don’t want to wake up Faith.”

“Ok, but—” I looked over at Faith and my words stalled out. What would she think if she suddenly woke up and saw Amy like this? Would she flip out? Would she even care?

“This is perfect, Will. Please don’t make it weird.” She leaned her head back down against me.

My brain screaming at me, I felt my fingers move against my own will, back down to her chest, making slow, deep motions across her chest. 

Finding each little muscle and tendon below her clavicle, I started at the center and moved outward, then slowly back to the center. Then I moved my fingers down half an inch and started the same motion again, going lower and lower each time. 

She nuzzled her cheek against me ever so slightly, little moans escaping her lips. I paused for a second and cleared my throat. This had to stop. 

Her eyes shot open and she looked over at Faith, then back up at me smugly. “Still asleep. Amazing.” She shook her head and stifled a laugh.

I started to open my mouth to say something, anything. How it was late, how she should go home, but she rested her face back down against my shaft and sighed deep, the vibrations making my cock twitch. 

I felt her cheeks push into a smile.

“It’s nice to have your hands all to myself just for once. You’re so good to Faith, I almost get jealous seeing how good she has it. I deserve to feel that too, ya know?” She murmured to herself.

My hands had made their way as far down her chest as they could without pressing into her tits. Fuck, they were glorious. I closed my eyes and tried to reset.

I moved to start making my way back up her chest and she arched her back, pressing the tops of her tits up into my fingers, “Can you keep going just a little lower? It feels so good and my muscles are genuinely just so sore.” 

She rubbed her hand up and down my calf. “I’m so grateful, really. I promise I’ll get you back.” 

“You already did,” I protested. 

“And I will again,” she smiled.

My hands started moving again, sliding under her shirt like they had a mind of their own. I pressed down into her ribcage, brushing the sides of her breasts, trying to find a way to still make this a massage.

“Besides–mmph,” she groaned, “I can tell that–ah–you’re working even harder at the gym than–oh–than I am. Your hands are so—mm—strong, and every part of your body is just–ugh–rock hard. It’s–fuck–it’s so impressive.”

Her voice was a drug sending more blood to my cock. I couldn’t remember ever being this hard. 

I felt her unwrap one arm from around my calf, and she moved her hand up past my knee, next to her face. 

“I’m just gonna rest my head against my hand here.” Her tone was still quiet and so reassuring, as if she were just talking me through an exercise.

“...huh?” I croaked out. My throat was dry.

Before I could even comprehend what she was saying, like it was the most normal thing in the world, she placed her open hand against my cock, and rested her head back down against my leg.

My body jerked instinctively. “Careful—Amy, uh. That’s—”

“What, Will?” Her voice was quiet. “This is OK, right?”

I tried to extract my hands from under her shirt but she grabbed my arm and pushed it down farther, so my hands were nearly wrapped around her breasts.

“Fuck, Amy, I—”

“If you felt like you were doing something wrong, I’d want to tell Faith right now.”

I blinked. What?

“I’m just saying, this feels really good right now.” She spoke quickly, her tone hushed. “I don’t think you’re doing anything wrong. But if this doesn’t feel good to you, I wouldn’t want to keep that from Faith.”

Something in a corner of my mind understood I was being manipulated. But I couldn’t tell if I was going along with it by choice or because I had to.

Amy’s pinky grazed the head of my cock through my jeans and it jumped against her hand. She let out a quiet gasp and my breath caught in my throat.

“That seems like it feels good.” She murmured. I could barely process her words. 

A wet spot was beginning to form on the leg of my jeans where she was touching me. I heard her inhale through her nose.

I felt hypnotized. I had never felt so close to cumming from so little stimulation. I could feel pre-cum steadily leaking from my head.

“Don’t stop massaging me.” Amy breathed against my leg.

My hands were already nearly wrapped around her breasts. I tried to move them lower, higher, anything to keep myself from crossing a line.

“You already got there," she pouted, raising her voice slightly.

I shot a glance at Faith. Amy saw me looking and squeezed me with her hand to get my attention.

“If you want me to be quieter you have to work on a part of my chest that isn't sore yet.” She arched again, pressing her breasts up toward me.

I might as well have been groping her—her tits were essentially fully in my hands. I couldn’t take it anymore. I let my hands slide under her curves, letting my fingers wrap around them all the way, the tips of my middle fingers brushing her nipples. 

“Yes…right there,” she breathed. “That’s…helping so much.”

I grasped her tits harder and pushed my palms upward into her chest, massaging her just the way she wanted.

Amy moaned louder than she had before, and I stole another glance at Faith. She was still breathing steadily, face pressed into the couch cushion.

“You have no idea how good this feels.” Amy had her eyes closed and I could see her bite her lower lip.

My brain was still screaming at me but the screams were growing distant, drowned in echo.

Her hand was still resting against the length of my cock, and as I kneaded her tits more forcefully, she grabbed my shaft hard, holding on for support. 

The pressure forced pre-cum out of my tip. My cock flexed in her hand and we both moaned, “Fuck,” at the same time.

She began moving her hand up and down the length of my shaft, squeezing me through the denim. “Jesus Christ…” she whispered, almost to herself.

I tried to steady my breathing but I could feel my body starting to shake. There was adrenalin coursing through every inch of my veins, and all at once I felt my balls start to churn.

I was so much closer than I’d even realized. I gripped her tits in my hands and squeezed. Hard. She whimpered.

The sound triggered something deep inside me, and I felt my balls pull tight and cum raced through the length of my cock.

I felt myself spray against my leg, soaking my knee as Amy kept stroking, her tits swaying with every pulse. 

Suddenly I heard motion to my right and my head snapped back towards Faith. 

I saw her start to stir and my mouth opened in silent desperation as Amy continued to grip me, milking rope after rope out of me.

I yanked my hands out of Amy’s shirt in panic and Amy's head shot up to look at me. She saw the look on my face and her eyes darted over to Faith. 

Amy smiled and began to slow her strokes along my shaft. “Faith?” she said. 

I grabbed Amy’s shoulder hard and mouthed, “What the fuck???”

She smirked up at me, whispering, “It’s fine.” She wrapped her right hand around Faith’s foot and gently tugged, “Faith?”

I couldn’t believe what I was seeing. I moved to wrench her away from Faith, but Faith just grumbled something about, “..tired,” and pulled her foot away, curling up deeper in the couch. 

Amy looked back at me “See? She needs to sleep.”

I let out a long breath, trying to calm myself.

“That was so nice,” Amy murmured. She stretched her neck side to side. “I feel so much better, you’re so good at that.”

I sat stunned at what had just happened. My heart was hammering in my chest. 

Amy’s cheeks flushed with heat as she looked down at the trail of cum that had soaked my jeans. Before I could move, she pressed her face into my thigh one more time and inhaled deeply. 

She peeked up at me, with a look of embarrassment on her face.

“Sorry, you just smell amazing.”

My cock twitched in my pants once more. She saw it and whispered, “Wow.”

She reached her hand back towards me and I sprang up from where I was sitting, clearing my throat, “I. Uh.”

She bit her lip, still gazing at the leg of my jeans. “You good?”

Guilt washed over me, the realization of what I’d just let happen.

“I’m–just going to use the restroom.”

“Sure, down the hall and to the left,” she nodded toward my bathroom.

“Ha-ha,” I said weakly.

I stumbled past the bathroom to my bedroom where I ripped my pants off and threw them into the hamper. I grabbed a towel and frantically cleaned my cum-caked leg as much as I could, when suddenly I heard voices from the living room. 

I yanked open my dresser, grabbed a pair of basketball shorts, and pulled them on. I quickly walked back into the living room.

I slowed my walk as I rounded the corner and saw Faith and Amy quietly talking.

“But do you want me to ruin it for you??” Amy laughed.

“Oh my god just tell me-e-e.” Faith swatted her arm.

Amy said, “No, that’s what you get for falling asleep. We’re just gonna have to do another movie night so you can finish watching it!”

“Ugh, fine,” Faith pouted. She looked up at me in surprise, as I stood there, still dumbstruck.

“Did you change?”

“I--uh. I–”

“Oh yeah, it was getting really warm in here,” Amy chirped.

I let out my breath and walked back over to the couch, sitting down next to Faith, putting her between Amy and me.

Faith crinkled her nose, “You smell funny.”

Amy giggled and slapped her arm, “Oh, my god, Faith you’re so mean to him! You should be nicer.”

Faith leaned in and sniffed, and pretended to gag, “Yeah, you must have been getting really warm in here, you smell sweaty.”

Amy smirked at me, “Aww, I’m sure he smells great.”

Faith snorted and rolled her eyes, “Get close at your own risk.”

I stood up abruptly, “I think I’m going to bed–I’m really tired.”

“No, yeah, it’s late,” Faith sighed. She grabbed Amy’s hand and they walked to the door together.

As they passed me, Amy quickly turned and hugged Faith tight.

“Thank you so much for tonight. It was so nice. We’re going to do it again very soon, and there’s nothing you can do about it.” She smiled at me over Faith’s shoulder, eyes dropping to my crotch. I felt myself start to stiffen and her smile widened as she saw me tent my basketball shorts. 

She stretched out one arm toward me and said “Will! Group hug.”

“No, I smell, remember?” I turned to walk to my room.

Faith called after me, “William come here! If I have to suffer in bed with you tonight, so does Amy.” They looked at each other and burst out laughing.

“OK, NOT what I meant,” she shook her head. “Don’t be rude though, Will! Amy wants grouphug, Amy gets grouphug.”

I shuffled back towards them, trying to angle my body away from Faith so she couldn’t see my cock lifting the crotch of my shorts, and wrapped a half-hearted arm around the two of them. 

Amy hugged Faith in with one arm, and jerked me closer to her so my hard-on was pressing against her thigh. Then she shoved me away, “Alright, get outta here, smelly!”

They burst out laughing again and I spun outward away from both of them and quickly walked to my bedroom. 

“Good night, Will!” Amy called after me in a sing-songy voice. 

My cock twitched against my shorts once more and as I closed the door behind me I heard Faith shout, “I’ll be right in, baby!”

My heart sank. I couldn’t believe this. 

It felt like a fever dream. Maybe…maybe I could tell myself it wasn’t real? 

I mean, what had actually happened? Technically she hadn’t really touched me. 

I had touched her though. But just a massage, just her chest. It wasn’t like I’d made her cum. 

Like she made me cum.

My brain started to spin. From amidst the tornado, Amy’s hazel eyes rose to the top, pleading, innocent and mischievous all at once.

The whimper from her throat. The smirk on her lips, confident this wasn’t the last time.

She was wrong. This was never happening again. Never again.

Never. 

Not ever.

…

Right?

Amy’s lips parted to let out a moan. She stroked me faster. In my haze I realized she was mouthing words at me, but I couldn’t make them out. Her left hand wrapped around the base of my shaft, so she could pump me with both hands. She kissed the underside of my head and then stared at my cock with a determined look on her face. The whisper came from her mouth again. “I’m taking it all. I’m taking it all.” My balls drew tight to my body. I felt a hand on my shoulder and realized Faith was standing over me, shocked, staring down at Amy. But the orgasm had already started in me, I couldn’t stop the cum as it was forced from my body, splashing against Amy’s outstretched tongue, as she-

Ping. PING. My phone was insistent. I rolled over to look at the screen and squinted at the sunlight singeing the edges of the curtain.

11:15. Shit. How had I slept so late? I couldn’t remember the last time my body hadn’t woken me up by 7am.

I tried to grasp the last tendrils of my dream as they slipped from my mind. I felt the guilt flare in my chest.

I took a deep breath and closed my eyes, searching again for my phone lost in the covers. I needed something, anything to distract me. I found it and brought it to my face, searching for whatever notification had shaken me awake.

I had three texts. One was from Faith. I read the preview, “hey baby, left for work and I’m-” but didn’t open it. 

The second was from my client. Again, I skimmed the preview, “Hi, Will. Loving the latest draft but-” I rolled my eyes and scrolled to the next notification. 

Amy. The preview just said “Attachment: 1 Photo”.

What the fuck was this? My hand shook as I opened the text. 

The photo was a mirror selfie. Amy was turned away from the mirror at an angle, her right hand holding her phone up over her shoulder. She was shirtless, and her left hand rested across her breasts, leaving her curves still visible in profile. I felt my cock immediately stiffen and I shot a nervous glance at the bedroom door.

Three bubbles appeared. She was typing. Then ping. 

“You’re too strong!!! 😅” I swallowed and looked closer at the photo. Dark bruises had formed on both of her shoulders where I had massaged her last night. Jesus Christ, did I do that?

My thumbs moved fast across the screen. “Fuck, I’m sorry!”

The response came immediately. “It’s OK, it felt good ☺️” 

Then another text. “I needed that. And I’m gonna need you to do it again soon.”

Fuck fuck fuck. I needed to find a way out of this. I typed slowly, choosing my words carefully.

“I’m glad it felt good. I think maybe next time we keep it to movie-watching just to be safe.”

Send. I stared at the text. 30 seconds went by. Nothing.

Maybe that was it?

…or maybe she was planning how she would tell Faith. Maybe she’d realized how fucked up this situation was and that it was time to come clean. 

I didn’t know what was worse, the idea of telling Faith, or the idea of having to keep this secret forever.

Ping. 

“Did we do something you didn’t like?”

Of course. What a great question. It was like she was daring me to say out-loud what had happened. Daring me to put it in writing.

“i just never want to cross a line and make anybody uncomfortable!” My thumbs trembled from the adrenalin pumping through my veins, and I couldn’t tell if it was fight, flight, or fuck.

The response came fast again this time “Men always sexualize everything 🙄”

God fucking dammit. What?? Where was she coming up with this? What could I even say to that?

My phone pinged again. “You didn’t answer my question. Did I do a good job? Did I make you feel good too?”

All I could hear was the blood pounding in my ears. I tensed, as if to throw my phone across the room. But my arms were paralyzed. 

My fingers betrayed me, tapping the keyboard. Three letters.

“yes”

Ping. “Good :)”

I closed my eyes and buried my head in my pillow. 

I could feel the lust in my stomach crashing against the guilt in my chest. Waves carving out an immovable stone mountainside.

My phone pinged again and I opened my eyes.

“So are you gonna make me feel guilty for sending that photo too?”

The photo. God help me. I scrolled back up and looked at it again. My cock throbbed insistently against my leg. 

“No, of course not. Sorry I’m being weird.” I felt helpless, and yet simultaneously positive this was all my fault.

“It’s all good :)”

Her little smiley faces. Why did they look just like her self-satisfied smirk?

Suddenly my phone was ringing in my hand. “FACETIME - Amy”.

I lay there petrified, staring at it in my hand. Finally on the fifth ring, I answered.

“Hey…” I held the phone close so only my face was showing.

“Oh my god, finally–wait, why are you in the dark right now??” Amy giggled. She was wearing the thinnest of white tank tops and pajama bottoms, standing in her kitchen. The midday sun streamed through her windows and made her skin look like it was painted with gold leaf.

She looked closer at her phone. “Will. Are you still in bed?”

 “…Yeah.” I admitted sheepishly.

“Willlll, you slept so late!!” 

The way she stretched out my name did something to my stomach. I flashed back to last night. She had said savored the word “fucking” the same way.

“What got you so sleepy?” She grinned triumphantly.

“Nothing, I-“

“I mean, I will say you went in on my shoulders.” Her eyes flashed. “You earned that rest.”

She rested her elbows on the counter, leaning forward so her tits pressed together. 

I tried not to react. Why did her body look wet? Was she sweating, or had she just showered? 

Images took over my brain—Amy stroking me, my cum raining down on her skin and mixing with the sweat from her exertion.

No. NO. STOP.

I shook my head. “Nah, it was…it was nothing.”

“Oh, so you’re saying it was MY massage that put YOU to sleep?” Her hand lazily trailed up to her shoulder, then down across her chest.

I was at a loss for words. I shook my head vaguely.

Her face went serious. “Look. I called because I wanted to talk to you about something.”

Oh, god. Here it was. 

She was going to tell Faith. 

I had taken advantage of her in a vulnerable moment. My life, my relationship flashed before my eyes.

“Amy–“

She held her hand up. “Before you say anything, Will. I just want you to know I felt really taken care of last night.”

What? I saw my dumbfounded expression in the camera and tried to pull myself together.

“Look, I was really honest and vulnerable with you last night and you didn’t make me feel weird or embarrassed about it. And I just…I want it to stay that way.” 

She suddenly looked as if she might cry. “I just don’t want anything I share with you to ever change the way you see me.”

I nodded stupidly, pretending I had any clue where this was going.

She paused, looking at the floor. “I feel like you get me. Like you see me. Faith’s been an incredible friend to me. And now…now I feel like you and I are getting close too. And like I can share things with you. Stuff I haven’t even shared with Faith. And that’s really special, and I want you to know I treasure that.”

Her words circled around me, hugging me like a cobra. Squeezing the fear from my heart.

“Does that make sense?” She looked back up, searching my face for answers.

“I…I think so?” I swallowed.

“I’m just saying, like, it’s OK if some things are just between us, you know?”

I nodded again. What else could I do? She had Faith’s ear, her trust. 

I was at Amy’s mercy.

She continued, “Since my break-up it’s been so hard to find people I feel like I can be myself around. Let alone men. Is that…is that weird?”

“No! Of course not!”

It was a relief, something I finally had an answer to. I knew what it was like to feel alone, even surrounded by friends.

Still, I hesitated. “I just want to make sure I’m…I’m being respectful.”

Amy laughed. It sparkled off the walls of her kitchen and vibrated my phone’s speakers. 

“Will. You are the most respectful man I have ever met. I daresay you could stand to be a little more disrespectful sometimes.”

I was bemused. “I have no idea what that means.”

She smiled at me, “Oh, I know you don’t.” Her tone was soothing, reassuring. 

I could breathe again. The anxiety was still there, but now just an extra in a cast of emotions.

“Thank you for letting me confide in you.” Amy sounded so warm and genuine, I almost forgot what had triggered the conversation.

“That bed looks soo comfy.” She straightened and stood back up, stretching her arms over her head. The fabric of her shirt stretched across her nipples, and for a moment I glimpsed the curve of the underside of her breasts. 

I tried to focus. Small talk. 

“Honestly, this new mattress is problematically comfortable.”

“I believe that,” she sighed. “Makes me miss cuddling.”

“Well…” I trailed off. “I can send you a link for the mattress.”

She laughed and rolled her eyes. “Can you send me a link for a professional cuddler?”

“Damn, top-tier occupation,” I smirked. We were riffing now, it felt good. “Wonder if that’s a real thing.”

“Well, If it was, I know you’d make a killing.” Her voice turned sly again.

I let myself bite. “You think so?” 

I was an idiot. A weak idiot.

“Oh, absolutely. I would pay good money for what Faith gets every day. She’s a lucky girl.” 

“Actually…” I paused. “Never mind.” 

Her curiosity piqued. “Oh my god, Will. Don’t do that. What?”

I shook my head. “No, I- I don’t know what I was gonna say.”

“Will, if you don’t tell me what you were going to say right now, I will literally drive over there and END you.”

I laughed, trying to ignore the mental image of Amy in her sleepwear bursting through my door and jumping into my bed.

“Yeah…right,” was all I could manage.

She swiped her phone off the countertop. I heard her keys jingle and she made to walk from the kitchen.

“OK! OK, damn.” I protested.

She slowed, looking down at her phone. “Well?…”

“It’s not that big a deal. I just…I was just going to say Faith isn’t really a cuddler. She’ll fall asleep pretty much anywhere but on me.”

“Oh…” Her eyes turned gentle. “I’m sorry, Will, I didn’t mean to press.”

Her sympathy was too much. “No, it’s OK. Really. It’s not something I have, like, a problem with.”

“Still.” She bit her lip and leaned back against the wall, slowly sliding down until she was sitting on the floor. “You deserve to have that.”

“It’s…like I said, it’s not a big deal.”

“Will.” She repeated my name, and let it linger for a moment in the air. She stared at me through the phone, and I could feel her eyes burning through my lie. 

She let out a sigh and pursed her lips. “Now I feel bad. Like I should still come over there after all. Just so I can give you that.”

My stomach flipped, and I felt myself getting hard again under the covers. I grabbed myself instinctively and squeezed.

She was silent, looking back at me, waiting for my answer.

“That’s really-” I searched for the words. I couldn’t make her feel rejected, but I couldn’t allow this to go further than what had already happened.

“That’s really nice of you to say. But I absolutely HAVE to be productive today. And I’ve already spent way too many hours in bed today.”

She nodded, “Valid.” I could see her mind turning. “I totally get that, honestly. When I was still with Caleb, I felt like cuddling made me so unproductive.”

“So, you get it.” I smiled, relieved she was taking the “no” well.

“Yeah,” she continued, “And you know a really good cuddle, you’re just lying there getting horny, and then you need to do something about it, and then you cuddle again after, and then you’re horny again, and it just turns into this vicious cycle.” The words spilled out of her faster as she went on.

I felt my cheeks flush at the thought of her “doing something about it.” I gripped myself harder under the sheets, as if it would choke the thoughts rushing into my mind, but they only came faster. Amy, rubbing her ass up against me. Wrenching her white top off, my mouth on her dark nipples. Her endless endurance, draining me over and over again, leaving me slick in her juices. 

She sighed again and smiled. “That’s just in a relationship, obviously. If you ever want a platonic cuddle, I’d love to be there for you.” She shifted, hugging her knees to her chest. She seemed to have an encyclopedic knowledge of ways to show off her tits without looking like she was trying.

If I shut this down, I ran the risk of upsetting her. I had to find a non-commital way of leaving this open-ended.

“Maybe I’ll take you up on that sometime.”

She beamed. “Good.”

Aaaand too enthusiastic. I’d waltzed right into the trap.

She hugged herself harder, her tits pushing upward more. For some reason, I found myself imagining her in a Victorian-style corset and stockings. I closed my eyes but it only made the image more vivid.

“God, I’m so horny.”

My eyes snapped open. She was looking off wistfully, talking so absent-mindedly I could’ve almost believed she was musing about the weather.

“Uh, what?” I laughed nervously.

“Oh, sorry, I thought I could talk about this stuff with you!” She dropped her knees and threw up her hands in frustration. I couldn’t tell if she was serious.

“We’re friends and we’re adults, Will, why are you acting like this is 1956???”

“No, I don’t–“ I tried to save myself. There was no way I was telling her I’d just been fantasizing about her in 1656.

She interrupted, “Faith and I talk about this stuff all the time, it’s not a big deal. I just wanna be able to be honest and be myself around you!”

“What do you mean, you and Faith talk about this all the time?”

She squinted at me. “That’s what friends do, ya know. We talk about sex, we talk about boys! We talk about you all the time obviously.”

“You talk about me?” I repeated, like an idiot.

I could see her try to suppress a laugh. “Yes, Will. We talk about you. Faith tells me everything!”

My eyes grew wide. “Like…everything?”

“She tells me how attentive you are. How much you guys laugh together. How hard you make her cum.” 

“Jesus.” I didn't know whether to feel betrayed or turned on.

“She tells me the other stuff too.”

“Other stuff?”

“How you work out obsessively. So much it makes her insecure. How you’re too big for her.”

“Wait, WHAT?” I was stunned. “What does that even– How could she–“ I felt shame, but it was outweighed by confusion—sure, I worked out pretty regularly, but I was more…cut than muscle-bound.

I protested, “There’s lots of dudes at the gym way more jacked than me…”

Amy cut in, “OK, first off all–shut the fuck up, you have a six-pack and you look like a Roman sculpture.”

I blushed at her words. They had poured out of her without hesitation, like she’d been waiting to say them to me.

“Second of all,” she continued, “Not too big, like, muscle-wise. Too big, like…you know.”

My cheeks burned with the heat of a thousand suns. What the fuck? There was no way that was true. 

All at once, I flashed back on every time I’d seen Faith flinch or grimace as we made love. But…I’d always checked in with her, always made adjustments to make sure she was comfortable. I’d assumed some angles were just not her cup of tea. She’d never once even hinted there was a size issue.

Embarrassment flooded my face, and I could see Amy saw it.

“Oh, no, WILL. You didn’t do anything wrong. There’s literally nothing to be ashamed of.”

Her words were little comfort. 

All this time. All those years. Had Faith just been putting up with me in bed?

“Faith doesn’t blame you!! Don’t you understand? She never felt like she could tell you! How could she? It’s not like it’s something you have any control over.”

I was silent.

“Look, Will. I’m being honest with you because I care about you. I don’t ever want to hide something from you like that. You deserve to know the truth and make your decisions from it.”

I nodded. “Thanks,” I said quietly.

“Fuck, you look so sad,” Amy blurted out. “I shouldn’t have said anything.”

“No, it’s OK.” I shook my head firmly. “I’m glad I know. I wish she’d told me, like, years ago.”

She nodded. “You should feel adored and wanted. You should feel like your body is a treasure.” Her voice broke and she paused. “Now I just want to cheer you up…”

I was silent, sitting with Faith’s secret.

“Will, you know a lot of people have the opposite problem. That was definitely how it was when I was with Caleb. Not that he got to choose how his body was either. But there was plenty he could’ve done to make up for it. Unfortunately his initiative was about as thin as his dick.”

An involuntary laugh burst through my mouth at the ridiculousness of the sentence. She looked relieved and smiled. 

“That’s better, that’s what I wanted,” she beamed. 

“You know,” she continued, “It’s not about bigger or smaller, thinner or thicker, at the end of the day. It’s about finding someone whose body and needs are compatible with yours.”

I realized my entire body had been clenched for the last two minutes straight, and I finally felt myself begin to relax.

“Sorry,” I murmured. “It’s just…a lot to take in.”

“Um, YEAH, apparently it is!” She grinned at me.

I laughed again, “Ha-HA, fuck YOU.” I pretended to throw the phone down, but I was smiling. It felt like I had someone in my corner. Someone who understood what I was feeling.

“This hasn’t helped my horniness at all, you know,” she teased me. “All this talk about sex.”

“Well, whose fault is that?” I raised my eyebrows at her.

“Mm, you’re right. It’s my fault. You can blame it on me, Will.” Her words might’ve sounded sarcastic if her voice hadn’t been so sweet. Almost nurturing.

“So,” she said, “Whatcha doin’ with your other hand there?”

God dammit. I hadn’t realized I was getting lazy with how I was holding my phone. She could see my left arm flexing down my body and underneath the covers resting at my waist.

“Nothing!” I panicked, yanking my hand out from under the cover.

“Kinda seems like you’re doing what I’ve been wanting to do for the past ten minutes.”

“No, I just– it’s not what it looked like.”

“I bet,” she purred. “And this isn’t what it looks like either.”

I watched as she let her hand drop to the edge of her pajama pants, playing with the hem. She let her legs splay open and she slowly slid her fingers under her waistband.

“Amy, I–I don’t think this is…a good idea.” I finished lamely.

Amy nodded sympathetically. "Will, I want to be closer to you. I want to be best friends. Because if we're not best friends, then Faith will be my only best friend. And that means she’ll be the only person I can tell everything to.”

Panic gripped my chest again. Was she doing this on purpose? Did she even understand what it sounded like she was saying?

“Anyway,” she continued, “I’m tired of talking about Faith. We can have our own independent friendship, you know? It doesn’t have to revolve around her, we can have some things that are just ours.”

My mouth hung open and I could feel every ounce of blood pumping in my body. My chest was tight and my cock throbbing so hard, I thought it might snap off.

“Nothing to see here,” she said. “Just scratching an itch…do you mind?”

I could see the outline of her hand start moving in circles. Her chest rose as her breaths became deeper and her tits strained against the fabric of her shirt.

Without realizing what I was doing, I moved my hand back under the covers and squeezed myself–it made my body jump. I squeezed again. It was the only way I could keep from stroking myself.

“Fuck,” Amy whispered. She was watching me through half-closed eyes. Her hand moved faster. 

“It feels…really good,” she panted, “to talk to you like this.”

As long as neither of us acknowledged what was happening, was it really happening at all? 

I couldn’t actually see anything, I reminded myself. But if I strained, I swore I could hear soft, wet sounds coming from my phone speakers.

I was utterly powerless to the images flooding my mind. Amy hovering inches above my cock, dripping on me. Grabbing my shaft, guiding me to her entrance to rub my head against her lips. Circling her clit with my cock as I pulsed against her, hearing her gasp as she pushed herself down onto me and felt herself stretch open for me.

“Last night–ah–feeling your hands–fuck–I’d been needing something like that for so long. I want to make you feel–mmph–as good as you made me feel. Am I a bad person–ah–for wanting that?” She sounded desperate.

“Amy…” My cock jumped with every little gasp that escaped her lips. “I could never think you’re a bad person.”

She closed her eyes, her lips pressed together between her teeth. “I trust you. I–mm–I want to tell you the things–ugh–I think about. Because I know you–hmm–you won’t judge me.”

I didn’t have words. I nodded.

“I get so–fuck–empty inside. I need to be filled. But it’s so hard. Everyone’s so fucking–ah–boring. I never feel connected to anybody…but you. When I’m around you, I get this feeling. I feel it here. In my–mmph–my stomach. I feel so, so filled up. Like I can barely handle it.”

My hand was like a vice grip around my cock. I felt a stream of pre-cum leak out of my head and drip onto my stomach. 

“Are you glad I–jesus–I told you?” Her face was pleading, and the sounds grew louder. I could see her wrist making quicker circles.

“Of course I’m glad,” I said. And with all my heart, I meant it.

Something about that set her off. I saw her body lock up and her arm go stiff. “Fuck, fuck, fuck,” she whispered repeatedly. “Fucking Christ.”

Her hips lifted off the floor repeatedly bucking into her hand and her head snapped forward and then back against the wall.

I felt more pre-cum pouring from my cock. I let my hand slide down the length of my shaft, feeling it slick and coated. That was all I could allow myself, all I could justify. If I didn’t slide my hand back up, I wouldn’t actually be stroking my cock to this beautiful creature in front of me.

Crazy rationalizations were spinning through my mind. I couldn’t know for sure what was obviously happening on the other end of the video. She might be doing something, but I wasn’t. If I didn’t actually make myself cum, somehow this was OK. Somehow this was nothing.

Amy was still muttering curses as her hips slowly lowered back to the ground. I watched the little aftershocks rack her body, her muscles tightening and releasing. She drew a deep, ragged breath.

“Holy shit. That was…I, um…” Her eyes were glassy and she bit her lip. ”I…I needed that.”

I lay there in a mixture of shock and lust. 

“Yeah,” I managed to croak out. “Seems like you did.”

She smiled a quiet smile and dragged her hand from between her legs.

“I’m glad you picked up when I called. It felt like we left some things unfinished from our movie night.” 

Amy put the tips of fingers to her lips as she spoke. My mind melted at what should’ve looked like an absent-minded gesture. She dropped her hand away from her mouth, and I swore I saw her lips glistening with a creamy sheen, before her tongue flicked out to lick them clean. 

In that moment I wanted nothing more than to be there, my mouth on hers. Feel her push her tongue into my mouth to make me taste her. Feed me more and more until I choked on her juices.

“So…you, me, and Faith…” The words slid out of her mouth lazily. “We’re all still going shopping together tomorrow, right?”