My Ex Olivia and I had a circle of friends that we were pretty.. close.. with. There was a lot of openness, flirting, and sometimes some swapping going on between us. Ben was one of them. I had Ben over at my place. We were just having a few drinks and shooting the shit. Olivia had been sending me some suggestive photos while she was at the gym, some mirror selfies by the weight rack and a topless photo of her in the locker room. She knew Ben was over and told me he can have a look to. After all it’s not like he hadn’t seen her topless before. We’d all seen each other naked or almost naked at this point; although we were in what turned out to be the early stages of our wild fun as a friend group, I had already seen Ben’s ex-fiancé Katie (he was now single) naked and bent over a couch getting absolutely railed. We had all just started dipping our toes into exchanging and incorporating our partners with each other.

Olivia came over to my place when she was done at the gym. She was horny and she wasn’t hiding it. Ben and I were a little buzzed up and we both were kind of horny too after the teasing Olivia gave us.

She started groping me while we were in the kitchen right in front of Ben, without a care in the world. Her hand slipped down my shorts and started stroking my cock while she greeted me with a “hey honey” and a deep kiss. She took her hand out from my pants, turned and gave a wink to Ben who smiled back to her.

We were talking for a few minutes before I decided I wanted some fun. I whispered into Olivia’s ear and told her what I wanted. She looked back at me with a bit of a shocked and puzzled looked, as this would be the first time doing anything with Ben and it wasn't preplanned. Ben looked at me for a second and asked “what?” As he didn’t know what I whispered to her and was having trouble judging based on her reaction.

I whispered again in her ear “be direct”. Olivia looked back at Ben and asked if he got a good look at the pictures she had sent. He got a little red in the face and said he did. Olivia asked if he wanted more while she grasped her sports bra and pulled it off over her head. There she stood with her gorgeous chest exposed to us.

“Oh shit.” leapt from Ben’s mouth. It’s nothing new per se for him to be around with her breasts out but he definitely wasn’t expecting it. Olivia walked up to Ben, took his hands, and placed them over her chest letting him get a handful. She told him to go strip down in my office and get comfortable. Ben was kind of in disbelief that this going to happen just like that and wasn't really moving. Olivia looked at Ben with a sincere face and said very matter-of-factly "Ben I'm going to suck your cock." Ben just rushed off to the office after that.

After Ben left, Olivia looked at me and checked in to make sure I was all good with this because we didn't discuss it before hand. I made sure she was too and she told me she wasn’t expecting it but it was probably going to happen sooner or later anyways so she wanted to do it.

We walked into my office where we saw Ben, sitting on one of my office chairs naked and his cock standing at attention. I seated myself in another chair that was kitty corner to where he was seated. We both watched as Olivia slowly stripped out of her remaining work out clothes, her tight pants, socks, and underwear. She made sure to take her time and show herself off as she pulled each piece of clothing off. She stood naked in front of us momentarily before she walked over to Ben.

Olivia got onto her knees between his legs. She traced her finger tips up his legs, to his inner thighs, and stopped just short of the base of his cock. I could see his cock twitch from the sensation of her finger tips caressing his skin.

She looked back at me over her shoulder as if to check in to make sure everything was still good. I gave her a slight head nod. She stilled herself for a moment and while looking back at me she moved her hands and gripped the base of his cock. She slowly started palming her hand up his shaft, looking at me, then turned her gaze back at Ben. One hand was cupping and gently kneading his balls while the other lightly worked his shaft.

Ben was already starting to let out a few moans. He and I are both vocal men and that always was popular with the girls. After a few strokes of his hard shaft I watched as Olivia’s head bobbed down on his cock. She kept her grip at the base of his shaft and worked her mouth and hand in tandem with each other. She used her saliva as lube while I watched her jerk and suck Ben off in front of me.

I was so worked up and honestly kind of jealous but in a good way that made me stupid horny. I wanted to start stroking my cock right then and there but decided to wait. I knew she was going to take care of me after she took care of Ben. I was caught up in it all, there was Olivia, my girlfriend at the time, completely naked on her knees, sitting back on her heels, in front of another man hungrily working his cock like she had been fighting for years to have this moment.

I was so caught up in it all I have no idea how much time passed but next thing I knew Ben was letting out some deep grunts and cum was just pouring from his cock down Olivia’s hands as she jerked him off. She didn’t catch any in her mouth, she was saving her mouth for me.

Olivia kissed his thigh, got up, and left to go wash her hands. Bend slumped backwards in the chair, looked at me, and just gave me a thumbs up, as he laid his head back to rest after that.

Olivia came back in, looked at me, and exclaimed in a really cute way “your turn Honey!”. She positioned herself in the same way as she did with Ben, pulled my pants and underwear off, and traced her fingers up to my cock and started working it. She kissed the base of my shaft and asked “Did you like that baby?”. Due to being so worked up my breathing was sporadic all I could muster out was a labored “yeah..” while I stared into her beautiful hazel eyes.

She smiled and responded “Good..” before she took my balls in her mouth while stroking my shaft. She worked her tongue up from my balls, the base of my cock, and finally took me into her mouth. She worked my cock hard, her tongue dancing all over my head and shaft while she played with my balls. She reached a hand down and started to finger herself while she moaned on my cock.

Eventually she worked me to the point where I was ready to cum. I moaned out I was going to cum, Olivia’s response was to work my cock faster and start fingering herself harder and faster. Knowing how sensitive I get when I cum she continued to rub my balls as she held her mouth still over my cock and lapped up every warm drop of cum that I spilled into her mouth. She was finger fucking her pussy hard as she was swallowing my cum. She was basically screaming on my cock at this point while her mouth was clamped around me, only her tongue gently flicking my cock.

When we both came down from our high she released my cock from her mouth, wiped the spit from her chin and lips, kissed my cock and then gave me a peck on the lips. She left the room with a “Love you!” to me, a wink to Ben, and off to the shower she went.

Ben gave me a “thanks dude.” as we cleaned ourselves up and continued on with our day.