I awoke at 3:30 AM with an urgent need to drain my bladder. Apparently, no one had moved since we fell asleep as Carrie and Julia were still cuddled up with their heads on my shoulders. My arms were still wrapped around under their heads with hands on their shoulders. Both arms were numb. I slowly lifted each head and extracted my arms. I moved myself down to the bottom of the bed trying not to wake either of them.
When I came back from the bathroom Carrie and Julia had rolled over toward each other so there was no room between them for me. I stood by Carrie’s side of the bed for a few minutes watching them in the dark. Their naked bodies cuddled up together face to face was very sensual and my cock raised its head as if to watch too. I crawled into bed on Carrie’s side and spooned up to her backside. I wrapped my right arm over her and hefted her left tit into my hand. I love all tits and Carrie has exceptional ones. I love handling them. My cock raised a little more and was poking Carrie in the ass. I moved down lower in the bed so that my cock-head was at the gap at the top of her legs and ass. With her curled up in a fetal position, I knew there was potential access to a nice warm cock-sheath.
In her sleep, Carrie moaned lightly as I continued my light tweaking of her right nipple. I removed my tit tweaking hand and moved it down to her crotch. She was mostly dry. I was hoping she was still wet from our earlier sex. I rolled away from her so I could open the night stand drawer. I fumbled around and then found her KY jelly which she used to aid our butt-fucking.
I rubbed some jelly on my erect cock with liberal application to my cock-head. I thought to myself, ‘Mama, this stuff is cold.’ I rolled back into my original position. With cock in hand, I guided the head between Carrie’s legs and then more finely tuned into her vaginal opening. Once properly aligned, I stopped and left it there for nearly a minute. Carrie didn’t rouse at all. I slowly pushed forward. The lubricant worked great. There was virtually no friction at all. I just slid right in.
Carrie rolled her head toward me and whispered, “For God’s sake, just push it in, will you.” Apparently, when I started pushing my cock toward her cunt, she was awake and had moved her right hand down to her pussy and started lightly flicking her clit because as I pushed deeper I could feel her fingers flicking on either side of my cock. As it turned out, I didn’t even need the KY jelly because she was soaking wet by the time I was fully engaged.
Carrie whispered again, “Do you know what time it is? If you start something, we will probably be up until it’s time to get up for work.”
My cock was now pushed entirely into Carrie’s pussy. I didn’t move it from that position. I whispered back, “I know, but my cock was looking for a nice warm spot. I plan to just leave it where it is and go back to sleep.”
Carrie whispered, “So, that’s your plan, is it? OK, let’s see how that works out.” She rolled her head back to face Julia who had not budged. I put my head down on her pillow and with rigid cock embedded in her pussy, I fell asleep again.