Asleep – by The Joker


	An incident happened the other night, quite by
accident, that awakened something in me I didn't know I
had.  Last Thursday night a friend of mine, Larry, came
over to talk, drink a beer, and watch TV.  He works at
the same place I do, and since we had a three day week-
end, we were in no hurry to end the night.  My wife,
Sandy, had to work the next day, and since she was not a
night person she went to bed about 10:30.  She is also
one of the soundest sleepers I know.  I have actually
shaken her pretty good trying to wake her up before, and
still she would sleep.

	After Sandy went to bed, Larry and I sat up and
watched an old porno flick of his that he had brought
over, since Sandy wasn't into much of that scene.

	After the first couple of cum shots, Larry
exclaimed, "Man, it sure would be nice to have a real
piece of ass!  It's been much too long since I've had

	I was a little surprised at his comment.  Larry
was not a bad looking guy, being about six foot-two and
weighing in at about 175lbs, I would have thought he
would have had plenty of lady-friends.

	"Don't you date anybody now, Larry?"  I asked.

	"Naw, since Brenda broke it off with me two
years ago, I've been pretty shy about asking anyone
out,"  he replied.

	We chatted a little more about Brenda, and how
she had been running around on him while he was at work
before finally dumping him.  A few beers and a few cum
shots later, Larry got up to use the bathroom.

	I sat there watching the movie for a while be-
fore realizing Larry had been gone for an awful long
time.  I got up to go see if he was all right, and as I
approached the bathroom door, I saw it was open.  I
walked on in and saw Larry standing there looking
through the doorway that adjoins our bedroom.  He jumped
when he saw me.

	"Oh, man.  I'm sorry," he stammered. "It's just
that when I came in here, the door was open.  When I was
about to leave, I just saw her laying there like that!"

	I stepped around Larry and looked into the bed-
room.  Sandy was lying on her side facing away from us,
with her legs kind of tucked under her slightly.  She
had gone to bed wearing a nightgown, but it had ridden
up over her hips, showing her smooth, bare, pantiless
ass.  Her shoulders were turned slightly more our way
allowing us to view the side of her nicely shaped breast
and nipple through the semi-sheer nightgown.

	She looked very sexy lying there in the reflec-
ted light from the bathroom, her lips slightly pouting
and her long dark hair thrown across the pillow. It was
almost like she was posing for a centerfold.

	"God, she's beautiful," Larry said breathlessly.
"I'd give anything to have a woman like her, Chris."

	At first, I was a little pissed off at Larry.
But at the same time, the thought of Larry seeing my
wife like that without her knowing it was turning me on.

	"Chris, I'm sorry. I guess I better go on home,"
Larry said, turning to go back out.

	"No, wait a minute Larry," I heard myself say-
ing. "Come on in here a minute.  Just walk real quietly,

	"W-wha... you *want* me to come in there?"

	"I guess it wouldn't hurt anything for you to
just look.  But we can't wake her up, OK?"

	I couldn't believe what I was saying.  I was
about to bring another man into my bedroom so that he
could look at my almost naked wife.  I wasn't quite sure
just what I was going to do yet, or how far I would go.

	As we tiptoed into the bedroom, I motioned for
Larry to come on over to the side of the bed.  He looked
a little unsure of himself, his eyes darting from me to
Sandy. But the closer he got, the longer his gaze locked
on Sandy.  She was lying on the side of the bed closest
to us, and as we approached her both of her firm breasts
came into full view.  Her nipples could just be seen
through the thin fabric of her gown, but her legs being
bent prevented us from seeing her pussy.  Her gown was
just about the level of her belly-button though, and the
smooth curve of her belly could be seen until it disap-
peared between her legs.

	I just stood there grinning from ear to ear,
looking back and forth from Larry to Sandy.  He was just
standing there, staring at her in utter amazement and

	"Oh, Chris.  She's so sexy!  I can't believe
you're letting me see her like this!"

	Carefully, I reached down and eased the strap of
her gown off of her left shoulder, exposing more of her
breast, and stopping just as the material reached her

	"Want to see more?" I whispered.

	"Y-Yeah!" he whispered back.

	Ever so slowly, I eased the strap down further,
but her nipple kept the fabric from going any further.
Carefully, I slid my finger under the fabric, gently
lifting it up and over her nipple.  Larry gasped quiet-

	Now her left breast was fully exposed.  Her
smooth pink nipples were standing erect from the stim-
ulation of the moving fabric. I then reached over and
eased the right strap down over her shoulder, gently
pulling the fabric over her right nipple exposing it.
I left the straps on her arms for the moment, as I
didn't want to risk waking her up.  Larry was still
standing there, gawking at Sandy's firm body, touching
the bulge in his pants occasionally while trying not to
let me see.  My own dick was about to burst the seams of
my jeans too, not only because of seeing my wife, but of
what I was doing.

	"Well, what'cha think?" I whispered.

	"Oh, god!  I can't believe it!  She's so gor-
geous, I just wish.....," he replied, rubbing his cock
again before catching himself.

	I thought for a moment, if she woke up....
but I was going to try it anyway.  I motioned for Larry
to come closer, then pointed at her tits.

	"Go ahead, touch 'em.  But be real gentle.  I
don't want to take any chances."

	Larry's eyes were wide open as he eased closer,
bending over slightly and reaching out to cup her
breasts.  His hand was shaking slightly, and he had his
other hand between his legs as if to support himself,
but it was obvious what he was doing.  His hand kept
edging closer, closer, until finally - his fingertips
were touching the top of her left breast just below the
aureole.  Carefully, his thumb rested on the underside
of her breast, before sliding slowly up towards the
nipple. She didn't move.  Just as his thumb reached her
aureole, he brought his forefinger down to close around
the nipple ever so gently.

	I had known Sandy since before high school, and
we went steady together all during high school before
getting married, and as far as I knew, not another man
had ever seen this much of her, much less touched her

	Larry then started caressing her breasts, going
from first one, then the other, very lightly.  Sandy was
still quite asleep, although it seemed that her breath-
ing was slightly faster.  Larry began getting bolder,
using slightly more pressure and gently squeezing each

	He was now not trying to hide his own crotch
rubbing, and it appeared that he was going to attempt to
cum off in his pants.  I was having too much fun to let
this end right now, though, so I motioned him back as I
eased the straps of her gown the rest of the way off of
her arms. I pulled the gown down as far as it would go
without pulling it down between her and the bed, leaving
her entire top exposed down to about the bottom of her
rib cage on the left side.  Then I made my way down to
her hips.  I carefully moved the sheet away from the
bottom of her ass, and untangled it from around her
feet.  This left all of her ass exposed, and part of her

	Larry couldn't see this yet from his vantage
point.  I heard him doing something behind me, so I
turned and saw him pulling his jeans down to just below
his balls so that he could jack off.  I turned back
around, and slowly straightened Sandy's left leg. This
exposed her upper pubic hair almost down to the slit of
her pussy, and when Larry saw me doing this, he leaned
over beside me to get a good look while slowly jacking
off.  Gently, I pulled her left leg closer to me easing
her over to fully lie on her back, exposing her entire

	"Ohhhh my god," Larry breathed as he began to
jack himself faster.

	"Don't get too far ahead of yourself, now," I
cautioned him. "You want to touch her pussy before you
cum, don't you?"

	He stopped jacking off and looked at me like a
child on Christmas morn.

	Ohhh, yeah! he whispered. You're gonna let me...
ohhh, yeah!"

	He replaced his right hand with his left on his
cock, but still not jacking off.  Then he reached out
with the same hand he had been rubbing his dick with,
and slowly reached out to touch the top of her pubic
mound. He gently started rubbing his fingers through her
dark brown pubic hair, not quite going as far as her
slit yet.  Sandy was still fast asleep, but her breath-
ing became more rapid as he stroked her.  Then he ran
his first two fingers down the outside of her pussy lips
and back up before running his middle finger down the
outside of her slit.  As he brought his finger back up,
it opened her pussy lips slightly, and the sweet odor of
her pussy began to fill the air.

	"Ohhhhhh, godddd!" Larry sighed while pulling
his finger back up slightly inside her slit.

	Just as he reached her clit, she jumped a little
then let out a slight, almost inaudible moan.  Larry
quickly pulled his hand back.

	I saw that Sandy was still sound asleep, but I
wasn't sure if this type of activity would wake her up
or not. He looked at me and I nodded for him to proceed.
He then took his left hand and rubbed it up and down on
his dick, getting his precum all over his fingers.  Then
taking that same hand, started rubbing her entire pussy,
occasionally opening her lips slightly with his middle
finger. Sandy's hips occasionally began to move back and
forth slightly, and a moan would quietly coo out of her
every now and then.  

	Larry had begun to jack off again, and just then
an idea hit me.  Carefully I pulled Sandy's left leg
over until it hung off of the bed.  Her pussy was now
just inches from the edge, although not quite close
enough for Larry to fuck her.  His dick wasn't that long
and anyway, I wasn't sure if fucking her would wake her
up.  Besides, I wasn't sure I wanted her fucked yet
since this was so new to me.

	"Larry, come on down here," I motioned to him.
"You can rub her pussy from between her legs, and jack
off at the same time.  But don't fuck her, you hear?"

	Larry nodded and quickly moved between her legs.
He began rubbing her pussy with his left hand, and
jacking himself off with his right.  His dick was about
level with her pussy, and about six inches away as he
pumped his cock back and forth.  He was now using his
thumb to rub her slit, so that he could get his dick
even closer, until finally, his dick was less than an
inch away from her slit.  

	Sandy's hips were still bucking slightly, and on
one downward tilt, Larry's cock came in contact with her
slit, running up its length.  This set Larry off, and he
began cumming all over her pussy and in-between her
legs.  With each spurt he grunted, and occasionally, he
would "accidentally" rub his cockhead into the top
portion of her slit.  It must have been a while since he
had cum, for his jism was all over her pussy lips, hair,
and in her slit. As he finished, he milked the very last
drop out, letting it drop into her partially open cunt
hole.  It seemed to disappear, as it ran down into her

	Looking up at me, he whispered,"Ohhh, man!  I
can't begin to tell you how much I appreciate what
you've done!"

	I smiled at him, motioning him to back up now
that he was through. Now it was my turn.  I stepped be-
tween her legs, pulling my pants down, and began strok-
ing my dick.

	"Larry, go over by the door for a moment.  I'm
going to try and ease her down closer to the edge of the
bed so I can fuck her," I whispered hoarsely.

	Larry obeyed, and went over by the door in case
she woke up. Gently, I slid her down until her left ass
cheek was hanging off the bed.  She never even woke up,
but she was still breathing heavily, and her juices were
now flowing out of her cunt and mixing with Larry's.

	I motioned for Larry to come over and hold her
leg and ass cheek, so that I could have my hand free. He
took her leg with his left hand, and reached under her
with his right to support her ass.  I saw him squeeze it
as he held her, and I began to rub my dick up and down
her drenched slit.

	The wetness was incredible!  Her juices mixed
with Larry's cum had made her twat sooooo slippery.  I
was already about to pop my load, so I gently eased the
head of my dick down to the entrance of her hot hole.

	Even though her cunt was so wet, her hole was
still very tight since Larry hadn't fucked her, but my
dick slid in easily.  I immediately began pumping, and
after about the tenth stroke, Sandy started cumming in
her sleep!!!  This was all I could stand.  I began
shooting off deep inside her pussy,  with each spurt
feeling like it was coming straight from my balls. Sandy
was letting out little moans with each breath, and I was
countering them with grunts of my own.

	Larry let out a typical "Ohhhhh, mannn!"
only this time he didn't whisper.  It didn't matter, for
Sandy never did wake up the whole time.  As I withdrew,
Larry eased her butt and leg back up on the bed, and
then bent over and kissed her left nipple, sucking it as
he pulled away to stand up.

	I was too exhausted to say much to him as I led
him to the door.  He kept thanking me as he walked out,
and I waved and shut the door. I went back into the bed-
room and fell on the bed next to Sandy and fell asleep
almost immediately.

	The next morning, Sandy woke me up kissing on my

	"You wouldn't believe what I dreamed about last
night!"  she started.  "I dreamed that there were these
hands all over me, rubbing me.  By the  way, did we do
anything last night?"

	I remembered that I didn't get a chance to clean
the cum off of her pussy or the bed before falling a-

	"Uhhh... yeah, sure we did.  Don't you

	"Well... I don't know.  It seems almost like a
dream.  I must have been half asleep.  It sure was nice
though.  Tell me, are you up to doing it again, now that
I am more awake?"

	My thoughts drifted back to the night before...
"Hmmmmmm, what do you think?" I smiled.

Continued in part 2...

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