Note: This story was dynamically reformatted for online reading convenience. Summer was slipping by faster and faster. I knew my time with Will was coming to an end soon and I just wanted every day to be special for us. Mandy joined us a couple more times, watching and playing as we made love. She had become less hesitant and much surer of herself. It was a beautiful thing to watch. Ronnie came by and he and Crystal planned to take off for a couple of days. Will made sure to let us know we could stay, even if Crystal was gone. In fact, he insisted and who was I to argue? Will was at work and Mandy I and had the apartment to ourselves. I was watching TV when she came over and sat own next to me on the sofa. I looked over and saw some of her hesitancy and nervousness had come back and I was pretty sure I knew why. "What's up?" I asked. She took a deep breath and said, "I want to break the no touch rule." I laughed and said, "I was wondering when you'd say." "What?" "Will and I have been betting on when you'd ask to be more than just a spectator," I said. "You're not mad?" She asked. "Why would I be mad?" I asked. "He's hot and you've seen him in action and I know you've liked it. It was only a matter of time before you were going to want to give him a test drive." "I just don't want it come between us," she said. "You two love each other and I'd never forgive myself if I did something to screw that up." I slid over and put my hand on hers. "I'll be honest with you, Mandy, it's going to be weird for me, seeing you with him. He and I have talked a lot about what was going to happen when you asked and I'm willing to take a chance to see you happy." Unshed tears shined in her eyes. "You'd risk your happiness to make me happy. Why are you so good to me, Lizzi? Why?" I pulled her into my arms and said, "I love Will, Mandy. I love him so much it hurts at times. But I love you even more. You and I we share something so deep and strong that nothing will ever come between us. You're my sister." We held each other for a while, crying a little, talking a lot. When Will got home things were almost back to normal. When Mandy went to the bathroom I told him she'd decided to join in with us tonight. He took my hands and looked into my eyes. "Lizzi, is this going to be okay? We don't have that much time left and I don't want anything to take away from what little we have." I smiled and gave him a soft kiss. "It won't. She needs this and, to be honest, I'm a little turned on by the idea." "I am too," he said with an evil grin. I rolled my eyes and pushed him away. "Typical male!" We had dinner and watched a little TV together. I could feel Mandy's nervousness mounting with each minute that passed. I was worried the girl might give herself a heart attack if we didn't do something soon. I turned to Will and asked, "Why don't you go get in bed and get ready?" "You mean get naked?" He asked, winking at me. "The way I like you best," I said. He gave me a quick kiss and left the room. I turned and looked at Mandy. She bit her lip and met my eyes. "Are you sure you still want to do this?" I asked. She nodded. "Okay, can I ask you for a favor?" I asked. "Anything," she said. I told her what I wanted and waited for her reaction. Her lips curled up into a grin when I finished. "Are you sure he'll be able to take it?" She asked. "We might want to bring him a towel or something." We both laughed and a little of the tension slipped away. I took her hand in mine and we walked into the bedroom. Will lay on the bed completely naked, his cock already semi-hard. He looked at the two of us and smiled. "You two are so beautiful," he said. We both smiled at him and he looked at Mandy. "Mandy, if I do anything you don't like or you want me to stop, you just say the word and I will." She nodded and looked at me. I smiled at her and turned to Will. "Since tonight is going to be special for all of us, I had a little idea to make it extra special for you," I said. He grinned and said, "You have my undivided attention." "I bet," I said, giggling with Mandy. We walked to the foot of the bed and stood so Will could watch the show. Mandy put her back to me and I took the bottom of her shirt and slid it up and off. I trailed my fingers down her arms and onto her stomach. I watched Will's cock twitch and come fully erect as we gave him the show I planned. I unbuttoned Mandy' shorts and slid her zipper down. I hooked my thumbs under her waistband and crouched down, pulling her shorts down as I did. She stepped out of them and now stood only in a bra and panties for Will to see. I slowly stood up, trailing my fingers along the outsides of her legs. When I was standing all the way up, I put my hands on her hips and pulled her ass tight against me. I slid my hands around to her stomach and trailed thee upwards. I cupped my hands around her breasts and squeezed, making her moan. Will's cock twitched and I heard him gasp at the sight. I slid my hands onto Mandy's back and undid her bra. She slid her bra off and I slipped my hands around to her breasts. I teased and played with her puffy nipples, feeling them harden under my touch. With each gentle pinch, Mandy let out a little gasp. I slid my hands down her stomach and grabbed the edges of her panties. I knelt, sliding her panties down her legs. She stepped out of them and I stood again, this time sliding my fingers along the inside of her legs. My fingers slid between her legs and brushed at the wetness of her pussy. She let out a low moan and my hands trailed around her his and onto the muscles of her ass. I gave it a quick slap that made Mandy squeak. I stepped back and turned away from her. I felt her hands on the hem of my shirt as she pulled it up and off of me. She unclasped my bra and I slid it off, dropping it to the floor. She cupped my breasts and squeezed them before her fingers wandered down my stomach. She unbuttoned my short and slid them down. She knelt behind me as I stepped out of my shorts. She reached up and pulled my panties down, leaving my naked before her and Will. She slid her hands up my legs as she rose. Her fingers slipped between my legs. I felt them brush the moist lips of my pussy as the slid up. She brushed my swollen clit, making me whimper from the burst of pleasure her touch brought. I turned around and we put our arms around each other. I held her close, feeling the heat of her skin on mine. I could feel her hard nipples pressing against my bare breasts. I looked into her eyes and leaned close. She opened her mouth and leaned toward me. I could taste her breath my mouth was so close, our lips just a handbreadth apart. We turned and looked at Will. His eyes were wide and it almost looked like he'd stopped breathing. We looked at each other and giggled. "Bet you thought we were really going to kiss, didn't you?" I asked between giggles. "I was hoping," he said breathlessly. "Well, that's all of the show you get, mister," I said. "The rest is all participation and no watching." He just nodded and watched us. We crawled onto the bed, Mandy on his one side and me on the other. I slid my hand up his leg and Mandy, watching what I did, followed suit. Our hands slid up his thighs and Mandy's stooped just inches short of his hard cock. Min didn't. I took his cock in my hand and stroked it up and down, feeling some of his warm precum dripping down the shaft and onto my hand. After a couple of strokes, I slid my hand off of his cock and looked at Mandy. She met my eyes, took a deep breath and slid her hand up. I watched as one of my best friends, my sister, took my lover's cock in her hand. Will lot out a groan as Mandy's hand slid up and down his shaft. She teased the edge of the head of his cock with her fingers, making him groan even louder. I took her hand and slid it to the base of his shaft. I leaned down and ran my tongue over the tip of his cock. I licked my way down the length of his cock and back up before I took him into my mouth. I slid his cock in and out of my mouth a few times before I pulled back. Mandy took a shaky breath before she bent down and touched her lips to his cock. She kissed her way down his cock and back to the head. She slowly took the head of his cock into her mouth and began to suck him. I'd told her I'd find this a little weird to watch but, to my surprise, it wasn't feeling weird at all. It felt good. It felt like I was sharing another piece of me with Mandy and I knew I could trust her with it. Just as I knew I could trust Will with her. I glanced up at him. His mouth hung open and his breathing was ragged. His wide eyes met mine and I gave him a smile. He smiled back and mouthed, "I love you." I mouthed back, "I love you too." Mandy slid his cock out of her mouth and licked it again. I leaned in and licked his cock as well. Our tongues touched as we licked his cock, turning me on even more. I kissed my way up his stomach and Mandy followed my lead. We kissed out way up his chest and onto his neck. I nibbled my way up his neck and then kissed him deeply on the lips. Our tongues slid across each other until I broke the kiss. I looked from him to Mandy. She licked her lips and leaned in to kiss him. I watched the lips touch and their mouths open. Their tongues played and danced against each other. I took Mandy's hand and slid it onto Will's cock. He groaned as our hands wrapped around his cock and we stroked him. Mandy broke off the kiss and I leaned in for another of my own. I kissed him hard, feeling my passion and need matched in his kiss. I broke the kiss and he lay there, letting us stroke him. He looked back and forth between us and gave me a grin. I knew right away what he wanted and I rolled my eyes at him. Typical guy. I looked at Mandy and she giggled but gave me a slight nod. As we stroked Will, we leaned across him and brought our lips together. Her lips were so soft and wet against mine. Our mouths opened and I felt her tongue against mine. We kissed passionately as Will watched. I slid back from the kiss and watched Mandy. She looked at me and giggled which started me giggling. "That was so hot to watch," Will said, only making us giggle more. When the giggles had passed, I let go of his cock and took his hand in mine. I pushed him so he was laying on his side, facing Mandy. I put his hand on her bare thigh and she jumped. I saw the look of fear come into her eyes and I stopped. After a moment the look of fear passed and she gave a slight nod. I pushed Will's hand up her thigh and between her legs. She moaned as his fingers touched the wetness of her pussy. He slid his fingers across her clit, making her gasp at his touch. He slid his fingers down and, very slowly, eased the tip of his finger into her. She moaned and bit her lip as he slid his finger deeper into her. I watched as my lover slowly slid his finger in and out of her pussy while I began to rub my own. He slid his finger in and out of her faster and she pulled herself tight against him. I leaned against his back and whispered into his ear, "Kiss her breasts." While his finger toyed with her pussy, Will bent his head to her breast. He licked and rubbed her nipples with his tongue. He gently sucked them into his mouth and she let out a long moan. She looked over his head and met my eyes. The brief fear I'd seen on her face was now long gone, completely replaced be her desire. I turned and opened the nightstand. I pulled out a condom and pulled it out of the wrapper. I took Will's hand and pulled it away from Mandy. He lay back and let me slide the condom onto his hard cock. I straddled him and pressed the tip of his cock against my wet pussy. I slowly slid down his length, taking him all the way into me. I let out a long moan as his cock came fully into me. I rode up and down his shaft, the nerves in my pussy tingling with pleasure at the touch of his cock. I slid back down his cock and sat there with him inside me. I looked at Mandy and asked, "Are you ready for this?" She gave a quick, nervous nod. I slid off of Will's cock and scooted down the tops of his legs. Mandy straddled him with her back to me and hesitated. I reached down and took Will's cock in my hand, holding him straight up for her. She slid down onto him, easing his cock into her. I felt the heat of her pussy against my hand as she slid lower. I let go of his cock and she slid the rest of the way down, taking him fully into her pussy. I pressed my chest to her back and wrapped my arms around her. I felt her body shaking and I asked, "Are you okay?" She nodded and said, "It hurt a little but it feels so good now. I was so scared, Lizzi. I don't know if I could have done this without you." I kissed her cheek and said, "Just wait, the best Is yet to come." I looked at Will and nodded. He put his hands on Mandy's hips, waiting and making sure she was ready before he did anything else. When she was ready, he moved his hips up and down, easing his cock in and out of her. She let out a moan and leaned back against me. I could feel her heart racing in her chest as Will took her a little faster. I ran my fingers in circles around her belly button as I held her, making her feel as safe as I could. She took my hands in her and slid them up to her breasts. I caressed her, teasing her hard nipples while I kissed her shoulder. Mandy began to ride Will faster, her breath coming in quick gasps. I slid my fingers down and rubbed her clit as she slid up and down on Will's cock. Her moaning became one long cry as she rode him hard and fast. Will gripped her hips and thrust deep into her. Mandy screamed and Will cried out with her as they came. I watched as she shuddered, her whole body shaking against mine as her orgasm ripped through her. When her orgasm released her, Mandy lay back against me and said, "That was amazing." "Better than fingers?" I asked. She laughed and said, "Hell yeah!" She eased off of Will and collapsed onto the bed. I looked down at Will and his smug little smile and laughed. I got off of his legs and lay down next to him. He looked at me and said, "We're not done yet." "Oh?" I asked. "And just what do you have planned?" He kissed me deeply on the mouth before kissing his way down my neck. He licked and nibbled my nipples, making me whimper witch each touch of his lips and tongue. He kissed down my belly and between my legs. He spread my legs and lay between them. I felt his tongue slide against the lips of my pussy, making its way up to my clit. He rubbed my clit with his tongue before sliding his tongue back down to my pussy. He slipped his tongue inside of me and I cried out. Mandy laid down next to me, pressing her body against mine as Will's tongue probed deep into my pussy. Mandy kissed my shoulder and worked her way down onto my breast. Her tongue flicked against my nipple, sending shivers of pleasure all throughout my body. She kissed my nipple and then gently sucked it into her mouth. While Will made love to me with his tongue, Mandy kissed and fondled my breasts. It didn't take long for the pleasure to consume me and make me scream. The orgasm left me shaking and unable to move when it finally passed. Will lay between my legs looking up at me. I didn't know how it was possible but his smug little grin seemed even more smug and self-satisfied than normal. I rolled my eyes at him and looked over at Mandy. She looked just as pleased as he did which made me feel good. "I hope it was everything you wanted it to be," Will said to Mandy. She smiled and said, "It was everything and more. Thank you both so much." "Any time," Will said. "And I do mean any time." I grabbed a pillow and chucked it at his head. "Hey now, mister!" He laughed and slid off the bed. "Sorry, dear." "You better be," I said. He laughed and said, "I'm going to take a shower." When he was in the bathroom, Mandy and I slid up on the bed and lay our heads on the pillows and looked at each other. She seemed so much brighter to me, like the world wasn't pressing down on her. "Thank you," she said. I shrugged and said, "It's no big deal." She scooted closer and took my hand. Looking deep into my eyes, she said, "Yes, it is, Lizzi. I know how much you have to trust me to let this happen and I don't know if I can ever tell you how thankful I am." I pulled her against me and held her. We lay there for a moment, holding each other, feeling safe in each other's arms. Mandy giggled and said, "We just had sex with Will and now we're cuddling. This is so weird." I laughed and said, "Yeah, I did not expect you to do some of the things you did." She looked up at me and asked, "Like what?" "Well, when I was holding you and you pulled my hands up to your tits," I said. "I did not see that coming. And then, when Will was licking me, you started kissing my tits which blew my mind." "Was it okay?" She asked. "It was very okay," I assured her. "I was just surprised you did it." She thought about it a moment and said, "I just wanted to do it so I did it." I smiled and said, "That's what I wanted to hear. That's how I want you to always be, sure of yourself and what you want. Just go for it and enjoy." She ran the tip of her finger in slow circles around my belly button and said, "This is so weird, Lizzi." "What now?" I asked. "I'm laying in bed naked with you and we're touching and it feels so normal," she said. "I'm not scared or nervous or anything. I'm just here and happy." I bent down and kissed the top of her head. "I hope you always feel that way with me." She giggled and said, "I know what else you want me to feel." Her finger slid down and brushed against my pubic hair. I jumped and said, "Mandy!" She laughed and cuddled against me and went back to running her finger around my belly button. She looked up at me and asked, "Does the fact that I like touching you like this make me bi or something?" I thought about that for a minute before I asked, "Would you do this with Crystal?" She frowned and thought long and hard about it. "No," she said. "I don't think I could be like this with Crystal." "Then you're not bi," I said. "You just can't resist how hot I am." "Oh, yes, Lizzi! I need you. Give it to me, baby!" She yelled, grabbing me and humping my leg. I pushed her away and we lay there laughing. Will came back to us after his shower. He cuddled against me as I held Mandy. We fell into a blissfully long and happy sleep and, the next morning, when I expected things to be weird, they weren't. We were still comfortable with each other. We were still safe and I was happy.