I was minding my own business. By that I mean I was stroking my cock, lubed up with lotion and trying to keep the beat to the music for my new Cock Hero style video. It had started as a fascination and a challenge. Could I last the whole time with those beautiful women on screen as I stroked to the beat meter?

Suddenly I heard a gasp and I quickly turned around to see my roommate's girlfriend standing in the doorway to my room! I quickly shifted both hands in front of me to cover my hard dick, but there was no explaining away what I had been doing. I was mortified as I stood there in front of her naked.

"Oh my," she stammered. "I am so sorry, I should have knocked. Tom left and I was taking a nap on his bed. I heard the music and wanted to surprise you."

"Well, you did!" I said, a mixture of embarrassment and anger in my voice. I was keenly aware of the awkward situation here. My cock was still hard from my activities of only a moment before, and it was very slippery with all the lotion I had applied to it.

Misty was in a tight yellow tank top shirt, and black skin tight workout pants. Her hair was pulled back in a ponytail, and her beautiful green eyes were focused on my crotch area, where my hands were trying to conceal my penis which was not in the mood to be concealed. In fact, as awkward as the situation was, I felt a thrill to see her staring at me as I stood before her naked.

"What were you doing Joe?" she asked, with just a slight tease in her voice as she looked past me to the open laptop on my desk. "I mean, I know what you were doing, but what are you watching?"

Well, this was weird.

"It's nothing. Just a video," I said as if I had been watching a documentary. Right on cue, the moans of the girl on camera became an intrusion into my lie, as she was caught up in a mind numbing orgasm.

I looked at Misty. She looked at me. The girl on the screen was crying out "Oh God, yes, yes, YES!" I could not have blushed more deeply if you painted me fire engine red.

Suddenly the video went quiet. A sultry voice said "break." Without looking I knew that a :30 second timer had started counting down on screen.

"It's a jerk off game?" she asked, with a tease in her voice.

"No, it's an endurance game," I retorted lamely. "It is harder than you think to keep under control during the, um..." I realized that I could not possibly sound more lame. "Yes, its a jerk off game."

"Oh," she said. Then she just stood there.

Well, this was getting even weirder.

"Joe," she said.

"Yes?"

"Do you think I could, um," she stammered. "Well, could I just, um, watch?"

"What?" I said, amazed at the question. "Do you mean you want to watch the video?"

"Well, yes," she said with a blush, and then in a whisper she continued, "and I want to watch you." As she said this her eyes once again settled on my package, still clutched in my hands.

"Wow," I said with a nervous laugh. "I really have no idea what to say!"

"Listen, I know you must masturbate," she said, as if trying to explain it to herself as well as to me. "And i know that Tom must jerk off every once in a while too."

One in a while? Hell, Tom probably whacked off even more than me. He was the one who told me about the Cock Hero videos to begin with! We were coming home from a spectacularly unsuccessful night at the bar, and he told me he was going to go "keep the beat" and then laughing he told me about the game.

"It's so friggin' cool man!" he said. "There is this 'beat meter' and you try to keep up the pace without going over the edge. And the girls are fucking hot!"

We laughed, and that night I discovered the joys of "edging" to the video playground. I didn't make it past the third round before I came, but I was hooked.

So now here was his girlfriend asking if she could watch me play with my dick. Did I mention how weird this was?

"Oh, maybe I should go," Misty started. "This was a mistake."

"No, don't go!" I exclaimed before she could turn around. Suddenly I knew that of course I wanted her to watch. "I don't mind. It would be crazy, but I have to admit it sounds like fun."

"Promise me you won't tell Tom?" she said.

"What would I say?" I laughed. "Hey man, I had fun stroking in front of your girlfriend?"

"You better not," she laughed, relaxing just a little. Just then the music started again, drawing her attention to the laptop. She took a few hesitant steps into my room, moving closer to see the screen. I was keenly aware of her hot body just a few feet away from me, as I stood naked with my still hard penis in my hands. Knowing her attention was on the screen I slightly shifted my slippery rod, giving me a thrill as I stood there.

Misty seemed to be drawn to the screen, the beautiful brunette was doing a striptease to the pulsing beat. She walked perilously close to me, then slipped past me to sit in my desk chair. She spun it around to position herself so she could see both me and the screen, and then just sat there looking up at me expectantly.

Well, there was really nothing else to say at this point. The ball was in my court, so to speak.

I gathered my courage, and slowly slid my hands apart in front of her, allowing my cock to slip out and proudly stand at attention. Her eyes grew big as she sat there staring at my dick. I felt a twitch of excitement as my penis responded to her attention.

"Stroke it for me," she whispered.

I allowed my right hand to slide across my balls, and up to encircle my shaft. Then I slowly moved it up the slick cock until I was just below the head of my penis. It felt amazing knowing that she was watching me masturbate!

"Do it to the video," she said as she stared at my cock.

I turned toward the screen, and began to lightly stroke along with the pulsating music. The babes on the scree were suckign each others tits and playing with dildos by this point in the video. The whole game was to keep up with the onscreen action, without having an erection too early. Well, that was doable when it was just me, but with Misty's eyes on my dick it was damn near impossible.

My eyes shifted to Misty as she leaned forward, watching my hand slide up and down the shaft of my penis. Her eyes were wide with a mixture of lust and fascination as she seemed to study each stroke. She moaned softly and I quickened my pace.

"Stop," came the command from the video.

She glanced up at me, saw me staring at her and leaned back, her arms crossing under her large breasts. "Joe, you must do as instructed," she said in a stern tone.

I forced myself to remove my hand and just stood there. My wet dick was still throbbing and my breathing was heavy. I was right on the edge, and I knew that if she touched me at all I would cum.

"I'll tell you what," she bargained. "If you can make it to the end you will get a reward."

"What?" I asked.

"That will be a surprise!"

Good enough for me! I just stood there with my rock hard dick straining in anticipation, and I knew that It would take all my control to make it to the end. Fortunately, there were only two rounds left in the video. I was determined to make it!

"Stroke," commanded the sultry voice and the video shifted to a series of wet blowjobs. I began to keep the beat, trying hard not to overdo it. I kept my hand lower on my cock shaft, avoiding the sensitive penis head.

As she leaned forward, her large tits were tightly pressed together giving me a great view of cleavage. I shifted my view back to the screen, but the sight of those wet tongues sliding over hard cocks was just too much to bear. I felt myself cumming, and I tried to slow down, but then she gave me a, "tisk tisk, keep up the pace, Joe!"

I focused on the edge of the screen and gritted my teeth. Somehow, I really don't know how, I made it to the next break.

As i stood there with my cock straight up, Misty looked right at my dick and spoke it it, "Ohh, you did so good!" I could feel her cool breath on my skin. "You may get part of that surprise early after all!"

At that, she sat straight up and slowly began to pull up her top. I stared at her tight abs as the yellow fabric slid up. As she got just below her tits she paused, glancing at the screen.

"Stroke," the video commanded. I did what any red blooded male would do when confronted by a beautiful girl stripping off her top as she watched me masturbate to a porn video - I stroked!

Now, I must admit I have no idea if I was jacking to the beat or not, I was just plainly fucking my fist as she slowly revealed those great tits! They were just right, full and round with tight little nipples which tugged at the bottom of her shirt as she pulled it completely off.

"Ohh, that feels so good," she moaned in a sultry voice. Her hands moved down to slide over her tits, and I began to rub my balls as I stroked all the way up to my cock head. The sensation was incredible.

She lightly pinched her nipples as she watched me masturbate. "Oh, Joe. You are such a naughty boy, stroking your big dick in here with this porn video." I was about to cum, no doubt about it.

"Joe, you know you are mine now, don't you?" She said as she rubbed her big breasts.

"Yes," I stammered.

"You will do anything I tell you to, won't you?"

"Yes, anything."

"Good," she whispered.

I could feel it building, and this time I knew that there was no stopping it. She was watching me stroke my cock, while pinching and cupping her breasts. I arched my back, moving my cock even closer to her and pointing straight up as I stroked it.

Damn, I was actually doing this! I was jerking my dick right in front of a beautiful girl, and it was turning her on! The realization sent me crashing over the edge.

My cock erupted in a fountain of cum, going up in the air, and crashing down on my cock, hands and chest. I could not stop the orgasm as I shot load after load right up in the air. Misty moaned while I blasted cum, and it made me cum even more!

Finally spent, I stopped my stroking while my dick continued to twitch with super sensitivity. Once I cum, I can't take much more stimulation - it's just one of those things.

I looked at her as she sat there topless in my chair, warm cum dripping off of me. I was suddenly afraid of what she would say next, now that the moment was over. At the same time, I had this intense desire to kiss her deeply.

"So," she said, "That's what you do in here all those nights when I'm giving Tom a blowjob."

My cock twitched at her words, and she laughed. She stood up, bent fully over to give me a great view of her ass as she picked up her tank top, and walked past me. She traced one finger across my ass as she crossed beside me, leaned in and whispered, "thank you!"

(*)(*)

The next day was awkward, to say the least. Tom and Misty were going out to the club, and Tom asked if I wanted to join them. I declined, claiming that I needed to study. When they returned it was obvious that both of them were drunk. I was watching a movie on the couch, and they both sat down, Misty sitting next to me.

"Hey, study man," said Tom. "Have you been good, or have you been jacking off?" he laughed.

"Oh Tom," Misty said, "You shouldn't tease Joe."

"No," I said. "I was studying."

"Yeah," laughed Tom. "Studying Cock Hero!"

I tensed at the joke, desperately fearing that Misty had told him. I mentally reviewed our conversation (what there was of it) from the night before. It seems that I had promised not to say anything, but then again - had Misty made the same pledge? Suddenly I was desperately seeking an adequate explanation.

"Cock Hero?" interjected Misty. "Is that one of your favorites, Tom?"

Suddenly the tables were turned, and Tom was the one on the defense.

"No, I was just joking around," he said. "I've never even seen it."

"Oh, really," said Misty as she shifted to face him. When she did so, she snuggled nicely into my side. "Well, you certainly knew the name of the porn didn't you?"

"Oh, baby," Tom pleaded, desperately trying to smooth things over. "I never watch those things, you know that."

Never watch them? This coming from the guy who had told me about them to begin with! But I stayed silent, not wanting to upset the delicate balance, and curious where this was going. I knew now that Misty was a devious wench, and she had total control of this particular situation.

"Well, Tom," said Misty as if she were cross examining a hostile witness on the stand, "how did you know the name?"

"Um, well I," he stammered. "It was Joe that told me about it!"

My mind whirled at this turn of events. I started to object, but his pleading look hit me right where it counts. Even if she knew that I was lying, I decided to fall on the sword. "He's right," I said to Misty. "I told him about it."

"Oh really?" she said feigning astonishment as she turned her head dangerously close to me. "You told him about this porn thingy? What is it?" she asked as she elbowed me playfully.

"Oh baby," Tom said trying to recover. "It's just a guy thing. It doesn't mean anything."

"Oh, I see," said Misty. "Then let's watch it."

Suddenly the room grew silent.

Tom shifted uncomfortably on the couch, and Misty began to turn up the pressure. "I mean it. Let's see this video you guys seem so excited about."

Tom looked at me, as if to say what do I do. Misty applied more pressure to my side, and I knew that I had to do what she wanted, or else the whole masturbation incident might be revealed. I sort of shrugged a what the hell type of gesture.

Tom made his decision, and went to the computer, which we used for streaming on the tv. He surfed over to the site, and asked Misty, "okay, which one do you want to see?" I could tell he expected her to collapse when he called her bluff. However, I also knew that Misty was not bluffing!

"Start at the beginning," she said.

Although he was clearly flustered, the whole incident was really beginning to turn me on. She was in control of us, and I was okay with it.

Tom started the video, and Misty gave me a nudge. I knew then that this would be very interesting. Tom sat down as if this was no big deal.

As the video opened, there were the instructions. Stroke to the beat meter, take breaks only at the designated times, and dont cum before the end. Then a beautiful girl began to dance a striptease on screen. The pulsing music and the meter at the bottom were both going strong.

"Oh, this is good!" exclaimed Misty. "She is hot, don't you think, Joe?"

"Sure," I said. "I mean, she's okay if you like hot women taking off their clothes." I laughed as I attempted to interject some humor in the awkward situation.

Tom just laughed, playing along. "But she is not as hot as you are babe!"

"So, what exactly are you supposed to do with that meter thingy?" asked Misty, as if she did not know.

"Well, you know..." Tom said as if that explained it all.

"Joe," Misty said, "do you ever jerk off to these videos?"

I was suddenly very afraid of what she might say if I denied it. "Well, um, I guess I have once or twice."

"Did you jerk to the beat?"

"Yes," was all I could say.

"Tom?" she asked, as if making a point.

"Hey, look," he stammered, "I'm a guy! Okay, so maybe I tried it once, but not all the time."

"Well, then why not do it now?" Misty asked, catching us both off guard.

"You mean here?" Tom exclaimed.

"Both of us?" I asked.

"Yes," she answered.

Tom looked at her with a look that bordered on confusion, and fear. I knew he was in a tight spot. If he didn't do what she wanted it might cause a fight, but if he did it might be embarrassing. At the same time, I could tell he was intrigued by just how far this might go. After all, every guy secretly wants a threesome!

"You guys are such chickens," she said, challenging us. "Stand up."

I looked at Tom, and slowly we both stood up in the living room.

"Tom," she said, "take off your shirt and pants."

Tom hesitated, looking at me. I just shrugged, as if to say "why not?"

He laughed, then peeled off his shirt, unbuttoned his jeans and slid them down. He stood there in his tight black briefs. "Okay? Are you happy now?"

"Not yet," Misty answered. "Your turn Joe"

I complied and removed my shirt, leaving on my sweatpants. I had a problem. You see, after my shower I had only put on sweats, with no underwear!

"Come on Joe," she instructed. "Take them off."

"I'm not wearing any underwear," I admitted sheepishly.

"Dude!" Tom exclaimed.

Misty just laughed and then turned to Tom, "it looks like you will need to go first then."

"What?" Tom choked. "Why?"

"Because without anything on underneath, Joe is basically already in his underwear."

"Shit," Tom said, accepting the dubious logic. He just stood there for a second, then shot his hands down and stripped off his shorts in a quick move.

He rose up to reveal his shaved dick. I assumed he shaved like me, but this was the first time I could really see it clearly. To his credit he stood with his hands on hips, not acting embarrassed or anything. But I could tell he was nervous as hell, which was revealed in his flaccid penis.

"Thank you dear," Misty said. "Your turn Joe."

I was ready, already knowing that there was no way out of this. I pushed down my sweats, my semi hard cock springing free in the cool air. I kicked off the pants, and joined Tom in my naked display. I glanced at him, his eyes looking at my cock. It was weird, but kinda exciting.

"Now boys," instructed Misty. "It's time to show me what you really do when watching this video!"

We both turned to the TV, the video was showing two girls kissing and rubbing their oiled up tits all over each other. My hand went to my cock almost out of instinct, and I began to tug it along with the stroke meter. Tom quickly joined in, and I glanced as he stroked his limp dick to life.

It didn't take us very long to both have wooden shafts. I know he was glancing at me, since I was doing the same, both of us looking at each others dicks as we stroked. I had to admit, this was getting me very horny. I was standing in my living room, naked, masturbating with my roommate under the supervision of his girlfriend!

"Stop," the video commanded. Like a game of Simon Says, we both stopped.

"Ooh, that's nice," came Misty's familiar voice. "I'm beginning to see why you guys like to do this so much. But I can't see you with your backs to me. Turn more to the side please."

We both did so, which put our dicks facing each other from about three feet apart. The video began again, and we both began to pump with the song. We were now able to clearly watch each other, and the screen. Both of us kept the tempo, laughing when one of us made a mistake with the stroke pattern.

Misty slid down onto the floor between us. Her view was filled with both cocks stroking right in front of the screen. She was giving us verbal encouragement in the form of "ohh," and "mmm." All of this was clearly having an effect on both of us.

After the next round, we paused for the break. Tom's cock was really twitching, and precum was leacking out fo the tip. Misty reached up, and lightly rubbed his cock head, rolling around the slick lube and driving him crazy. As she did it, she looked up at me and smiled a sultry smile while she toyed with his cock.

The video began again and we both began to jerk off. Misty leaned up and brought her face just inches from my penis as I stroked. Tom was looking at her lustily as she got closer and closer.

I kept stroking, but I slowly thrust my hips forward, bringing my cock just centimeters from her lips. She looked up at me, and slowly slid out her tongue to just below my cock head. I was sure she was about to lick me, when the damn video stopped again!

I just froze, moving my hand away from my throbbing dick. Misty moved over to my side just a bit, giving Tom a great view as she raised up and let a shiny stream of saliva roll off her tongue and onto my penis head.
"That may help," she said softly.

Tom was staring as his beautiful girlfriend lubed up my dick, his own cock pulsing with excitement. She then turned to him and motioned him to come closer.

He took a few small steps, bringing him just to the other side of her head. She looked down at his roc under her chin, and again let a drip of saliva roll off her tongue and onto his cock.

The video began again, and now we played with our slippery dicks right up against her face. We both stroked, but she never touched us. She just glanced left and right as our dicks slid in our fists.

I was on the edge, and I glanced up at Tom, who was not even trying to keep the rhythm now, he was just stroking. That thought gave me even more of a thrill, knowing I was about to see another guy cum.

And sure enough, Tom moaned loudly and shot an enormous load. Misty was quick to move so his cum shot across the room. It was very impressive, shooting five or more feet. He continued to shoot more cum out, in diminishing spurts until he fell back onto the couch, totally spent.

Misty crawled over to him, and slid up to take his cock into her mouth and suck it clean. All the while I was still stroking my cock, watching her suck on his spent tool.

She rose up, and kissed him deeply, and then pulled back and said, "Well, it looks like we have a winner." I just kept stroking as she crawled toward me. "Tom, do you think I should reward Joe?"

"Oh, fuck yeah!" Tom said in a slurred voice. His eyes were focused on my dick, and he reached over to play with his relaxed balls as he watched Misty edge closer to me. "Do him, baby."

"I don't know about that, yet," said Misty. "But I may just help you out a little bit."

At this, she reached up and grabbed my cock. She began to stroke it to the beat on screen, which felt wonderful! I let my hand fall away as she took total control of my cock. Just then another pause was announced on the screen, and she let me go, quivering in anticipation.

Tom was watching us from the couch. I didn't make eye contact with him, afraid that he'd be mad about his girlfriend giving me a handjob, but I did notice him playing with his dick. He seemed to be okay with it, judging from the way his penis was growing hard again.

Misty just stared close up at my shiny dick. The precum was flowing, and my shaft was as hard as I had ever been. The video started up, and Misty used my juices to coat my cock as she slowly began to stroke it. She inched closer and closer to it, as I got closer and closer to my orgasm. This was amazing and she knew she had total control of me.

I was lost in ecstasy so I was not really aware of Tom moving up behind Misty. The first I noticed was when she moaned, and I glanced down to see him reaching down into her pants to finger her. She began to buck against his hand, with her hand stroking my dick. He reached up with his free hand to massage her tits through her shirt.

When the video paused again, Tom stripped off all Misty's clothes rapidly. She assisted him and soon was laying on the floor, her wet pussy glistening and shaved. She quickly swung up to kneel in front of me, and he took up his position behind her.

"Let's see how well you like getting fucked to the beat!" Tom said as the music began.

To her credit, she managed to put one hand on my dick to stroke it as he thrust his cock deep inside her. I could tell from her increased grip that he was having a big effect on her concentration as he pounded her at the same rhythm as her strokes.

I was in heaven, watching this babe get fucked while she gave me a handjob, but then before I knew it she pulled me deep into her mouth. She sucked on my cock as Tom provided the motion by thrusting into her from behind.

The build up was intense, but nothing like the climax! She lost all control as she pulled me from her mouth and resumed stroking me while she cried out in orgasm. Over and over again she came, pulling me in and out of her mouth between cries of pleasure.

I erupted in an enormous geyser of cum all over her mouth as she moaned and licked up all that she could catch. She kept pumping my cock, and I kept sending ropes of cum flying on her face, hair and into her mouth.

Tom went rigid with his second climax of the night. He moaned loudly as he emptied his dick into her wet vagina. She screamed in pleasure and took me back in her mouth to suck me completely dry. I was in my super sensitive post-cum state, and it was so intense that I could hardly stand it!

Finally, we all collapsed on the floor, naked bodies intertwined, with our hands just roaming all over each other. We fell asleep like that, just enjoying the feel of each others hot bodies as we relaxed.

My last thought before falling asleep was that I could not wait for tomorrow!

(*)(*)