This story is the second installment of the "Is She Smiling at Me?" series. As dearly as I wish I could say any part of it was based on actual events it is, in its entirety, a work of fiction. Any resemblance to real people is purely coincidental. As I write this series it seems to be becoming as much a story of a budding polyfidelitous romance as it is a sex story; as such readers may find it somewhat wordy if they're only here for the naughty bits. If you like my work please remember to leave a rating and let me know how I'm doing. Thanks, and enjoy.


I awoke with a start, surprised by my surroundings for a brief moment. I had thought I had been dreaming, but incredibly, no. Here I was in Alex and Liz's bed, minus an Alex and a Liz, but certainly their bed. I rolled to my side and sat up, realizing I may have had one whiskey too many the night before. I leaned over and put my head in my hands as I sat on the edge of the bed. It wasn't a terminal hangover, we hadn't drank that much, but my head pounded none-the less. I could hear the girls' voices carrying down the hall, Liz sounding excited and bubbly as usual, despite the early hour.

Reaching for my shirt and underwear, I realized I had a raging case of morning wood going on. There is no erection more stubborn then the slightly-hungover morning boner. Tucking it into my boxer-briefs, I found the bathroom and did my business, hoping that might fix my situation but knowing it wouldn't. Had I known the girls better I'd have had no qualms about greeting them full mast, but this was all new to me and I didn't really know where I stood. I definitely didn't want to fuck this up. Resigning myself to the situation I followed the girls' voices to the kitchen where Alex was leaning against the counter with a coffee mug in her hand, wearing only an oversized black t-shirt. One look at her face told me she was feeling my pain, but she seemed in high spirits. Liz sat at the table with her own coffee, wearing her pink pajama bottoms and tight white t-shirt.

"He lives!" Alex said teasingly as I stepped into the kitchen.

"Morning sleepy!" Liz needled, her big sparkling eyes shining happily at me.

"Ladies." I said groggily.

"Looks like someone's happy to see us!" Alex was smirking, pointing out the bulge in my underwear.

Liz giggled and I blushed a little. Alex seemed to enjoy making me uncomfortable, but it was kind of endearing really. She was fun and well meaning; her teasing didn't come across as mean spirited and her beautiful smile was easily worth a little embarrassment.

"How do you take your coffee, Matt?" Alex asked as she turned and reached into a cupboard for a mug. The action raised the hem of her shirt just over the bottom cleft of her ass, her cute little cheeks peeking out at me, doing nothing to ease my throbbing erection.

"Black is great, please." I replied, sitting at the table next to Liz.

"Black it is." She said, handing me a steaming mug and sitting at the seat across from me.

"Thanks. How are you girls doing today?"

"I feel like we should have stopped at drink number four." Alex replied, squinting just slightly.

"Yeah, yeah number five was the one that did it." I said with a laugh.

"I feel great!" Liz chimed in, alert and energetic.

I shot Alex a look and a smirk.

"Heh, she's young." Alex said with a smile and a shrug, confirming my suspicion she was closer to my age then Liz's.

I took a sip of coffee and looked at the girls, both of them just gorgeous, even if Alex seemed a little disheveled. She looked back at me with her bright, emerald eyes sparkling and smiled. Her long, red hair, messy from sleep, was tied behind her back in a pony-tail and her alabaster skin dappled in freckles glowed in the morning sunlight. Liz appeared to have showered and done her hair already, her short brunette bob showing no signs of being slept on as she smiled brightly at me, her big brown eyes cute beyond description, as always. Undaunted by morning breath, Liz leaned in to kiss me and I thought for a moment I detected a hint of cum on her tongue. Had the girls been messing around before I woke up?

"Liz, honey, why don't you get under the table and help Matt out with his situation down there?" Alex suggested casually, as if it was a perfectly normal thing to say sitting at the kitchen table in the morning.

I didn't immediately register what I heard. I knew the words but they made no sense. Without hesitation Liz shot me flirtatious look, licking her lips, and slipped under the table. I felt her hand squeeze my cock through my underwear a second later, stroking me slowly.

"Ah, Liz you don't have to do that." I said, taken aback.

"Don't be silly, she wants to." Alex interjected, taking a sip of her coffee.

A muffled sound of affirmation came from under the table.

"Then why did you have to tell her to do it?" I inquired with a raised eyebrow.

"Oh, Liz is submissive, she loves to be told what to do." She said nonchalantly, as if it were obvious.

It came back to me in flashes; almost everything Liz did last night Alex had told her to do. I didn't pick up on it at the time on account of being understandably distracted, but the pieces all fell into place when Alex explained the dynamic. I suddenly wondered if Alex had told Liz to go out and pick up a man for them to play with, but my ponderings were interrupted when I felt Liz tugging at the waistband of my underwear. Who was I to argue with that? I lifted my butt off the seat and she pulled my boxer-briefs down and off my feet. A happy giggle sounded from under the table and I immediately felt a warm, wet mouth wrap around my cock. I inhaled sharply as Liz slowly sucked up and down on my shaft, taking a sip of my coffee as if I was trying to be casual.

"This is kind of uncomfortable, sitting here talking to you while she's down there -Ah!" I interrupted myself with a gasp as I felt Liz take the entire length of my cock down her throat and bury her nose against my pelvis.

"Oh, is she doing that thing with her throat?" Alex asked with a playful smile.

"Mmm-mhm." I hummed, the pleasure of Liz's throat massaging me was making it hard to focus on anything else.

"Yeah, she's good at that. So Matt, listen, I bet you have questions." She was messing with me, enjoying having the upper hand like this.

"You really enjoy fucking with me, don't you?" I asked with a grin.

"I really do!" She laughed before flashing me a sultry wink. My god she was sexy as hell.

"Anyway, let me explain." She paused, taking a sip of her coffee for dramatic effect.

"Liz and I are a couple, obviously. From time to time, we like having a man around so Liz will go out an pick one up. She has a radar for guys who are into what we have to offer; I don't know, it's like she can smell you from across the room or something, it's weird. She's never been wrong. Anyway, usually Liz goes on her own, we feel it's less intimidating that way, plus I mean, look at her. Who wouldn't want to go home with her?"

"Aww!" Said a muffled Liz from under the table before swallowing my cock to the hilt again.

'They had planned this in advance!' I realized, suddenly wondering if the chemistry with Liz at the bar had been organic. I took it as a bit of a blow to the ego.

"So, you girls do this a lot then?" I asked, not sure I wanted to know the answer.

"Occasionally. But you're the first guy we let stay the night. For a while now we've been talking about finding a regular guy to keep handy, but we've never found one we actually wanted to stick around. Until now anyway. Liz really likes you, and I think you're okay I guess." She winked at me with a mischievous smile.

I heard a slap from under the table. Liz had turned and swatted her lover in the leg and went right back to sucking my cock.

"Ouch!" Alex exclaimed with a giggle, jumping back from the table.

Distracted as I was, I had to smile at the interaction. The smile quickly turned into a gasp and a low moan as Liz pushed herself all the way down on my dick. Her talented mouth felt amazing on my throbbing cock, and she leapt to the task with enthusiasm, bobbing on my shaft before taking me all the way, and back and forth. Occasionally she would slip off of me and bury her face in my balls, licking them as she stroked me vigorously, her hand slippery with saliva. If not for the distraction of talking to Alex, she likely would have brought me over the edge by now.

"Anyway!" Alex said, still laughing, "We think that if you're interested, we can see where this goes. We're free today if you want to keep hanging out with us."

Was she kidding? Who would not say yes to this? Two fun, witty and beautiful women wanted to keep me around. Ego restored.

"Don't answer now." She added before I got a word out. "Anyone is going to say yes with a mouth on their dick."

I smiled at Alex and she moved to the seat Liz had previously occupied, putting a hand over mine and leaning in to kiss me. I met her lips softly, just grazing her gently with my tongue. She parted her lips wider and what started as a soft kiss quickly became rather intense making out, fueled by my growing arousal as Liz slid up and down on my dick. We kissed until I came, which, thanks to the skillful Liz was not long at all. I grunted as the first jet of cum pulsed out my cock onto Liz's tongue and panted as the orgasm rolled over me. Alex squeezed my hand and rested her forehead against mine as I emptied my balls into Liz's mouth, moaning as the wave of pleasure passed over me. Liz didn't stop, but she slowed down, sucking every last drop out of me until she was satisfied she had cleaned my cock completely and I felt her lips slip off me. Alex kissed me once more and moved back to her chair to allow Liz room to get up.

"Good girl." Alex smiled at Liz as she emerged from under the table with a big smile on her face, pulling her in for quick but passionate kiss as she stood up.

"Thanks Liz." I said with a smile, as I pulled my underwear back on.

I reached out and put my hands on her hips, pulling her onto my lap, earning a beaming smile from her. She looked for all the world as if it was me who had done something nice for her as opposed to the other way around. I hugged her and she kissed me passionately, tasting of my cum.

"So?!" Liz blurted out urgently as we broke off the kiss.

"What, now? Yeah, yes, shit. You ladies are incredible, why wouldn't I want to be around you?"

Liz squealed and kissed me happily, and Alex smiled at us. We sat at the table, Liz on my lap, and finished our coffee. I told the girls I'd have to go home and get a change of clothes if I was going to stay, so Liz offered to give me a lift to my place. I looked to Alex, and thought I saw something flash behind her eyes, but it passed immediately if it was ever there at all. She said she had a bit of stuff to do for work and she could use the time alone to finish up her current project. It turned out she was a graphic designer and often worked from home. I might not have had fresh clothes, but I asked if I could use their shower, suddenly self-conscious that I smelled of sleep and sweat, not that it had seemed to put Liz off any. Alex said she'd join me, more a statement then a proposition, not that I was going to argue with her.

"What about me?" Liz pouted, looking adorable.

"You showered this morning." Alex said, "Besides, how are we going to fit three people in our shower?"

I wasn't sure if Liz was genuinely disappointed or not, but a glance over my shoulder as Alex pulled me out of the kitchen by the hand told me she wasn't. She smiled excitedly at me and flashed a thumbs-up gesture, apparently pleased Alex was interested in getting me alone. The shower was a walk-in stall with a glass door and would indeed be cramped for any more than two people, but I suspected that was a cover for an ulterior motive.

Alex leaned into the shower to start the water and pulled the tie off her pony-tail, shaking her hair loose as it fell around her gorgeous face. Lifting the shirt up over her head, she exposed her flawless body and stood nude before me. She was long and slender, just a few inches shorter than me at five foot seven, her toned abs stood out under her pale, freckled skin. Small, perfectly round tits jiggled ever so slightly as she disrobed and tossed her shirt on the counter. Though her hair was certainly dyed, she was a natual redhead; as proof a bright orange muff of pubes stood out in brilliant contrast to her milky-white complexion. She kept it groomed into a neat triangle, like a beacon pointing the way to her beautiful cock. Though flaccid, she still looked substantial, her foreskin covering her glans and coming to a delectable pucker at the tip of her member.

Alex smiled as she noticed me checking her out and stepped forward, pulling my shirt over my head. I took the hint and slipped out of my underwear, placing them on the counter with my shirt. She took me by the hand and pulled me into the shower, closing the glass door behind us as it began to steam up. Wrapping her arms around my shoulders and maneuvering us under the hot stream of water, she pressed her pelvis against mine, leaning back to look at me as I felt our cocks rub together, her bright pubes intermingling with my own light brown hair. Her vibrant red mane darkened to an almost-black shade of crimson as it took on water, matting against her back. I felt a stir in my loins and knew that if I had not just came, I'd be throbbing against her smooth skin already.

"I need to talk to you." She said, breaking eye contact, looking vaguely despondent. The uncharacteristic display brought me back to reality.

"Of course." I replied, feeling apprehensive at the mixed signals.

She inhaled deeply, as if summoning the courage to say what was on her mind. She met my eyes again, a look of concern on her face.

"Look..." She began slowly, "We've never done this before, it's all new to me too. Sex sure, but bringing someone into our relationship... Liz really wants this, but I'm worried."

I stayed silent, looking into her eyes and waiting for her to get out whatever she needed to say.

"I really do like you, Matt. But I love Liz, and I'm worried something like this could get messy. I don't want Liz to get hurt, and I don't want to lose her. She really likes you..." She trailed off, eyes drifting down again.

The water carried a dark streak of what remained of her eye makeup down her cheek like a black tear and for a moment she looked profoundly sad. I realized she was afraid, and I understood immediately. She was in love with Liz and I was something of an interloper in their relationship. She might have actually liked me, but I was still a potential threat to her happiness.

"I understand." As much as it killed me to say what came next, I continued, "If you want me to tell Liz I changed my mind, I can be the bad guy. I'll walk away and she doesn't have to know about this conversation."

Alex smiled warmly at that, her emerald eyes sparkling at me.

"See? God damnit, why do you have to be such a good guy?" She said with a slight laugh. "No, that's not what I want. That would hurt Liz too much and I don't want that either. We're kind of in this now, against my better judgment. I'm just... Afraid."

"Alex, listen... You don't know really know me yet, so you're going to have to take this on faith if we're going to do whatever this is; I'll never hurt Liz. I would never hurt either of you, I'm not that kind of guy. And I won't ever come between you, I couldn't live with myself." I was being earnest, hoping to comfort her.

"You say that now." She said softly.

"Tell me what you want me to do, I'll do it."

"I don't know." She sighed, leaning her head against my shoulder.

We were quiet for some time. I didn't know what to say. Alex was afraid to bring me into their lives but she didn't want me to go either, leaving me in the awkward situation of wanting to do the right thing, but not knowing what that was. I held her against me, hugging her gently as the hot water cascaded over us, thick steaming rolling through the air.

"Best I can do," I finally spoke, "Is promise you I'll never hurt either of you, and prove it over time. And my offer is open; if you decide you want me out of your lives, I'll be the bad guy. You say I say that now, but if you give me the chance to really get to know me, you'll find my word is my bond. I know I have to earn your trust, but it seems like you don't have much choice but to have faith in me until I do."

Alex smiled up at me again, her eyes gazing into mine. She stretched toward me to kiss me and I responded tenderly, squeezing her body into mine as our lips met softly, parting slowly to allow our tongues just the subtlest of greetings. I thought I felt her cock twitch against me, but this didn't seem like the time to get frisky; I wanted her to know I wasn't thinking with my dick. I broke off the kiss with a smile and we finally washed, soaping each other up flirtatiously, but I was careful not to let it go any further. We toweled dry and I begrudgingly slipped back into my day-old clothes while Alex wrapped a towel around her body. As I turned to open the door, I felt a hand on my shoulder and turned to see her beaming at me.

"You really are a good guy, Matt. Thank you." She leaned in to kiss me on the cheek.

I smiled back and squeezed her hand affectionately, then I headed down the hall. Liz had gotten dressed and was sitting on the couch in tight low-rise jeans and a fitted black tank top. I couldn't help but notice she had forgone a bra today, a faint impression of nipples visible through her shirt. She dropped her phone when she saw me coming and raised an eyebrow as if to inquire as to how it went with Alex. I smiled at her and gave her a thumbs up; this pleased her and she smiled brightly. I leaned down to give her a quick kiss as I found my pants, stepping into them and buckling my belt.

"More coffee?" I asked.

Liz got up off the couch and I followed her into the kitchen where she refilled our mugs and we sat together at the table. Moments later Alex joined us again and poured herself another cup, one towel wrapped around her torso and another around her hair. She bent to kiss Liz before sitting down and smiled warmly at me. I wondered if I had managed to assuage some of her worries or if she just didn't want to let on to Liz the nature of our conversation. I guessed only time would answer that. We talked as we drank our coffee, and soon it was time to go. The girls kissed goodbye and for the first time I really noticed it; they were very much in love, the way they touched and looked at each other spoke more than words could ever say. I felt lucky to even be present to witness it.

"You kids have fun." Alex called after us teasingly as we left the apartment. "Get something for dinner!"


"So, what did Alex want to talk to you about?" Liz asked, glancing at me as she drove, looking over the rim of her sunglasses.

The morning sun was beaming brightly as we cruised down the street in the general direction of my apartment. We'd just pulled out of the parking garage of their building and I was more than a few blocks away, nearly on the other end of the city. Liz had obviously realized why Alex wanted to shower with me and now she was understandably curious as to what had transpired.

"Ah, well..." I hesitated as the wheels turned, unsure how much I should divulge. Honesty was obviously the best policy, but I calculated how much detail I should share about the conversation.

"She's worried about someone getting hurt in this little arrangement." I finally answered vaguely.

"Someone, meaning me." Liz grinned, more a statement then a question.

"She loves you very much." Was all I could think to say, I didn't want her to feel patronized.
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Pub: 18 Mar 2021 19:04 UTC
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