"Another Friday night in this Podunk town," I sighed. Lying on Gage's bed, I stared up at the ceiling fan making its endless, indolent rotations. 

Stretched out beside me, Gage drove an elbow into my ribs. "Colby, you and I are going to grow old and die in this Podunk town."

"Ah, you're probably right." 

Gage and I, both nineteen, had been born and raised here. After high school, we hired on at the factory where our fathers worked. With any luck, the manufacturing jobs would be around until we retired. Even at that time in the late eighties, there were no guarantees. 

"Can you two be any more depressing?" Noel rolled her eyes before pressing the fast-forward button on Gage's cassette player.

"Says the girl who's listening to The Cure nonstop," Gage shot back. 

I had to grin, for the two of them already bickered like a longtime couple, when they'd been dating just a few months. Noel had spent the summer with her grandmother, who happened to live next door to Gage's family. Now that fall had arrived, Noel seemed in no hurry to leave town. Instead, she spent every free moment with my best friend. 

Though I liked Noel, I wasn't sure I understood her. Having just turned twenty, she was a painter who declared herself willing to starve for the sake of her art. With chin-length brown hair and large blue eyes, she had a thin, graceful body.

She also had no hang-ups whatsoever about sex. Swearing me to secrecy, Gage detailed how wild she was in bed. Those vivid descriptions got my cock hard even as I knew I'd never be lucky enough to meet someone like Noel. Hell, I was still a virgin and feared I'd remain one for the foreseeable future. Girls didn't seem at all interested in my skinny frame and wavy red hair.

Gage, on the other hand, attracted plenty of girls. Turning my head to furtively study him, I could see why. His blond curls and intense hazel eyes, along with his muscular build, made him quite popular with the opposite sex. Tonight, he wore a sleeveless undershirt that showed off his large tattoo. The design covered his left shoulder, and part of his chest and upper arm. His dad practically hit the ceiling when he first saw it, and I had a feeling that predictable reaction played a major role in Gage getting the ink in the first place.

"The Cure," Noel now said, "is one of the best bands of all time." She pressed play, then fast-forward, and then play yet again, finally reaching a song on the tape which satisfied her. 

"How about some Van Halen instead?" Gage suggested.

"Nope!" Flashing a playful grin, Noel strolled toward us. She wore a black tank top, along with a flowing skirt that looked like it was made from pieces of a patchwork quilt. Once she reached the bed, I quickly sat up so she could take my place next to Gage. 

Noel placed a hand on my chest to ease me back down. "Stay where you are." Her voice, a low purr, sent an involuntary shiver through me. 

Moments later, I was lying between her and Gage. The bed wasn't all that big, so we were nestled tightly against one another. To my surprise, Noel turned on her side to face me, then started running her fingers through my hair.

Unlike Gage, I wasn't used to this kind of attention. My face grew warm, and I knew my self-conscious blush was obvious. Noel was so close that I caught the sweet smell of the cherry Life Saver that lingered on her tongue. Casting a glance at Gage, I saw that he'd propped himself up to watch the scene, a faint smile on his face. 

When Noel slid her hand over my T-shirt, and then down to the button of my jeans, my sharp intake of breath sounded ridiculous. But I honestly had no idea what the hell was going on. Not once had she acted interested in me during all the time we'd spent together over the summer, and now, she was lowering the zipper of my Levi's!

"Uh, what's happening here?" I blurted out like an idiot. Lifting my head, I looked from Noel to Gage, and then back to Noel again.

"What's happening here," Noel murmured, "is that I'm about to play with your cock. Unless you don't want me to."

Oh, I definitely wanted her to! But to say the situation felt extremely weird was a huge understatement. In desperation, I met Gage's stare. My friend appeared mildly amused by how flustered I'd grown. "Are you okay with this?" I demanded.

"Totally," he replied, nodding for emphasis. 

It was then that Noel slipped a hand into my briefs so she could wrap her fingers around my hard dick. Her touch coaxed an involuntary moan from my lips. 

Even when Gage sat up and tugged my jeans and underwear down my thighs, I kept my stare fixed on that ceiling fan. I was embarrassed, at a complete loss as to how I should respond. But I was also desperate for Noel to keep stroking me. I thought of Gage's parents, also home that Friday night. They were downstairs, watching television in the den. They wouldn't come up here, I tried to assure myself.

Lying down at my side again, Gage shocked me by nuzzling my neck with his lips. "Just relax, Colby," he urged. "She's going to make you feel really good."

The fact that I wasn't at all bothered by Gage's mouth on my skin filled me with both astonishment and shame. Had Noel persuaded my friend to do this? Was he simply following her lead? Or did he actually enjoy watching her jerk me off?

"You have such a nice cock," Noel breathed on the other side of me. "Ooh, look at how much precum he makes, Gage!"

"You've got him good and hard. And he's not the only one."

I made a sound like a whimper when Gage freed his dick from his jeans. Another surge of guilt rose inside me like a wave as I gazed upon his erection, which he contented himself with languidly stroking. 

Watching him masturbate served to feed my own lust. "I'm gonna..." The effort to fight back my orgasm made me squirm on the bed. In response, Noel's hand worked even faster. "Oh, fuck!"

Gently, Gabe grasped my wrist. Breathing fast, I let him guide my hand to his dick. "Make me feel good, too," he said.

Without hesitation, I began stroking him off, as if the pleasure I delivered would allow me to surrender to my own.

Gage made a guttural noise when my pace quickened. "You want to come, don't you?" he demanded. His lips were almost touching mine.

"So much! I'm so close!" I panted.

He laughed low and soft before issuing an order to Noel: "Stop."

Immediately, she released my cock. Outraged, I stared up at Gage. "What the hell? Why did you do that?" My own hand stilled, but Gage's cock continued twitching against my fingers.

"Because I'm going to fuck you," Noel informed me. "Unless you'd rather I didn't."

When I turned my face toward her, she lifted an eyebrow, her smile devious. Like a dumbass, I merely blinked while trying to fully comprehend her words. Finally, I rasped out, "Oh my God, please fuck me!"

That was all it took for her to shimmy out of her skirt. Beneath it, she was naked, and I got my first glimpse of her dark, thick pubic hair. Though I longed for her to spread her pussy lips and reveal every hidden part of her sex, she instead sat up, moving to straddle me.

The feel of her taking hold of my rock-hard dick made me draw in a hiss of air through clenched teeth. This couldn't really be happening, I told myself. I wasn't about to lose my virginity to the sexiest woman I'd ever met!

Noel positioned me at her opening, and I reveled in the sensation of her warm flesh surrounding my tip as she started sinking downward.

"She's so tight and wet, isn't she?" Gage whispered. "Makes you want to fill that sweet pussy with your cum, right?"

I tried to tell him I was already way too close, but before I could say a word, he pressed his mouth to mine. Another groan emerged from his throat as he started gently thrusting. That rhythmic movement made his cock slide through my grasp. 

I soon realized that his pace matched Noel's while she rode me. When my friend worked his tongue between my lips, I tensed up but then relaxed just as quickly. My senses, inundated by bliss, blocked any protest my mind might have formed. 

"You two are so sexy kissing like that!" Noel's voice was high-pitched, betraying her own excitement. "That's it, Colby, give him lots of tongue!"

I readily obeyed her instruction, even as it made me feel dirty. Opening my eyes, I found Gage watching me, his stare hot as our tongues met in a sensual caress. All the while, I kept jerking his cock. 

We were both breathing hard, and my need to climax had grown almost painful. Looking up at Noel, I watched her half-naked body undulating above me. She was so wet, her flesh gliding along my length without even a hint of friction. 

"I'm gonna come!" I choked out. I'd lasted this long only because of the fervent kiss Gage had given me. It served as a powerful, if merely temporary, distraction. 

"I'm almost there," Noel tried to assure me. 

I'd broken into a sweat, and when my dick throbbed inside her pussy, I knew I was done for. "I can't..." My words, full of apology, abruptly caught in my throat before I succumbed to a violent shudder. 

In the midst of my climax, I couldn't suppress a loud moan. I kept moaning even while Gage kissed me. My eyes rolled from the exquisite pleasure of release, and even as my semen spurted forth, Noel continued riding me. 

Breaking the kiss, I watched her bounce up and down on my dick. My shaft glistened with my seed and her juices. Drawing in a shaky breath, I detected the odor of sex. Gage still hadn't come, but I sensed he was close. Yet he circled his fingers around my wrist to halt my stroking. 

Noel let out a cry, her face crumpling as though she was ready to burst into tears. It was only when I felt her muscles constrict around my cock that I realized she'd reached orgasm. Though I was still fully hard, I'd grown quite sensitive by this point, and her contractions made me issue a pitiful whine.

While Noel trembled from the aftershocks, her wrought expression morphed into an elated smile. "Ooh, that felt so fucking good!" 

Though I'd merely lain there and allowed her to take me however she wanted, I beamed at the knowledge that she was satisfied. 

Beside me, Gage took hold of his dick and waggled it at Noel. "My turn," he said. 

I thought he meant for her to now fuck him, but she instead lay down at my side so my friend could straddle my torso. His jaw was tight, and his gaze had grown wild. 

"I'm gonna come on your face, Colby." Gage's voice sounded strained from the weight of his lust. "Stick out your tongue. You too, Noel."

My dick, slow to soften, tried to rally to full hardness again. Noel pressed her cheek against mine, and we both extended our tongues. Once more, I was filled with shame at the realization that I wanted to taste my friend's cum. But the guilt was fleeting this time, for I'd grown intensely focused on Gage and the way he furiously jerked his cock.

He grunted, his breaths shallow as he looked from his cock to my face. "You want it, don't you?" he demanded of me.

I made an enthusiastic sound, my tongue quivering in anticipation.

When he finally came, his cry was almost plaintive. His seed shot out to strike my cheek. Another spurt of cum rapidly followed, hitting its target. I felt it gather on my tongue; its taste, slightly acrid, wasn't enough to put me off. Instead, I hoped for more as Gage fed a thick glob of semen to Noel.

"Don't swallow," he ordered us. "Not till you kiss."

I readily turned my face to Noel, offering my tongue. It was filthy, the way she sucked it clean of cum. Far filthier was the open-mouthed kiss she gave me, which enabled us to swap Gage's jizz. Back and forth it went, diluted by our saliva. Finally, some trickled down my throat, and my subsequent gulp was audible.

Gage was in no hurry to ease off of me, and I found I didn't mind the weight of his body pinning mine to the bed. In fact, I liked him in that dominant position. 

When our stares met, he gave me a playful wink. "Told you she was wild."

"I could say the same for you two!" Noel exclaimed. With her hair tousled and her eyes bright, she looked more beautiful than ever.

I dared to reach for her hand, and for Gage's. "I'm starting to think this town isn't so bad, after all. Not as long as you're both in it with me."