My GF (at the time) had just started dating and we were out at a benefit concert with one of her close friends. We ran into a were talking with her ex bf. When the night came to an end we decided to get a hotel. While I was closing our tab the girls invited the ex back to the hotel for a drink. When we got to the hotel we checked in the three of them went to the room while I grabbed the beer out of the car. I then went up to our room. To my surprise when I walked in. Everyone was naked and my GF won the bed with her exes cock in her mouth. Seeing this instantly turned me on. I watched intently while I undressed. I walked over to her and tried to give her a kiss while she still had his cock in her mouth and whisper to her telling how beautiful she was. She paused to give me a kiss and moved his cock to my mouth and I started where she left off. During this time, her friend began to give me a blowjob. After sometime past my girlfriend Had sex together for the first time. As the night continued her friend and I fucked while she and her ex-boyfriend did the same.