[durden999uk]

I can't think of many real-life erotic experiences that have happened to me, but I have one that fits this thread quite well. When I was in my early 20s I was at University in Sheffield, in the UK. Most of my friends were a couple of years older, and mostly male with the exception of one girl who I'll call Kate for the sake of this post. Kate was the girlfriend of one of my friends at the time, but I was friendly enough with her that I would often go for drinks just the two of us, or hang out and watch films together. I had known her for about a year and a half when the incident I'm going to describe happened, but to give you some background Kate was a very flirty person and would often talk about her masturbation habits, joke around about having threesomes with me and other friends, and parade her body fairly openly without ever really showing anything. For example she would sometimes hang out with me wearing a tight white top and no bra and then make comments like 'I hope my nipples aren't poking out too much' to draw attention to it. She was sort of geeky looking, but with a nice body (slim with what seemed to be very perky, medium sized boobs). The flirtyness wasn't just directed at me, I think she was insecure in some ways and liked to have male attention, and especially liked that she was the only girl in our group. It's fair to say that I was attracted to her, but beyond some flirting that seemed to be a bit close to crossing a line, nothing had ever happened between us, I think partly because she had a boyfriend. After about a year of knowing her her and her boyfriend split up, and I kinda thought that something might happen between us, but nothing did and we just carried on being friends.

So, one night, my friend Dave, Kate, and I had been out drinking and ended up back at Kate's flat. She had recently bought a video camera with the idea that she might start making short films, and we were all playing around with it. I was a bit drunk and messing about filming Kate and Dave, but they weren't doing anything interesting so I jokingly complained that they were being boring. Kate asked what I wanted her to do, and replied without thinking, 'I want you to take all your clothes off, right now'. There was an awkward pause where I thought she might actually do it, but then she burst out laughing, as did Dave and I. I put the camera down and got a drink and the evening moved onto a different conversation for a while. It must have been about 20 minutes later Kate said, 'well, how about I take my bra off first?', apparently returning to my comment. Me and Dave looked at each other and I acted quite nonchalantly and told her she could if she wanted. So under her black vest top she took her bra off and chucked it on the floor next to the sofa. The shape of her breasts was quite obvious, but as I said before it was nothing that I hadn't already seen. Still, it was very sexy nonetheless. She gave them a little shake and asked if that was better, to which I acted a bit unimpressed and said that she was only part way there.

We carried on drinking for a bit, all fairly drunk by now, and it was only about 11:30 at night so it felt like there was plenty of drinking time left to come. I felt like we might actually get a show from Kate, so when she went out to the toilet I convinced Dave to take off his trousers, which I did as well, in an attempt to get Kate to get naked. When she came back in and saw us in just shirts and boxers she laughed, and I asked if she was going to join us, and without much hesitation she slipped her trousers off too and then gave us a twirl. Her panties looked like they were quite old and were now very clingy on her ass. I asked if she would take off her top too, and she paused trying to think of an answer. I could tell that she was nervous, but was trying to cover it up by acting cool. Looking back I think she really wanted to show us, but was also not quite drunk enough to feel really confident doing it. Anyway, after a moment she said, 'how about a flash?', to which I replied it would be a good start. She was standing in the middle of the room with me and Dave on separate sofas and after giving us both a smile which masked an obvious nervousness, she pulled her top up for a second or two, revealing her breasts. They were bigger than I had expected, I'd guess a large B/small C, with quite large puffy pale-pink areaolas, and incredibly incredibly perky. They did that nice thing where they curve up and out from the chest, and her nipples were pointing at about a 45 degree angle upwards. Me and Dave gave her a round of applause and she sat down, a bit embarrassed but also grinning a lot. We were both very complimentary about her body for a little while, which she loved, and now that we'd seen her boobs it seemed fine to talk about them, which she was more than happy about.

After a bit I asked if she was going to take her top off properly. She now seemed much more confident, and said she would if we did. Well, as you can imagine me and Dave were shirtless about 1.7 seconds later, which made Kate laugh again. She paused and said, 'okay', then peeled her top off and was just sitting there in her panties. I didn't try to hide my interest in her boobs and just stared at them for a little while, and must have been practically dribbling. Kate was watching me and smiling the whole time, and asked if really thought they were nice. I told her that they were probably the nicest boobs I'd ever seen, which at the time was probably true. She asked if I thought they were too small, and I told her definitely not. Then the conversation drifted away from our near-nakedness, but I kept on taking looks at her boobs whilst we were talking - a fact which she obviously noticed but didn't seem to mind. After a little while longer I asked her if she was going to get completely naked for us like I'd asked. By now she was totally relaxed, and said 'sure, if you guys do'. She insisted that we go first, so me and Dave stood up and slipped our boxers off. Despite how sexy Kate looked, neither of us had an erection, but I had a slight semi which made my cock look a bit bigger that Dave's. Kate gave both our cocks a a look, then stood up and slipped her panties off. All three of us were now stood naked, looking at each other, and we gave each other compliments about our bodies. I asked if I could touch Kate's boobs, which she allowed me to do for maybe ten seconds, but there was no more contact beyond that. Then after a while Kate said it was time for us a leave, as she was working the next day, and we put out clothes back on. She didn't bother, and said she usually slept in the nude anyway, so for the last ten minutes of us being there she was completely naked and Dave and I were fully clothed, a fact which now didn't bother her at all. We both gave her a hug and left, and I went home and must have masturbated twice and once again the next morning. I texted Kate the next day to say what a great experience it had been and how great her body was. She texted back a message saying how hot she found it being naked in front of us both, and that she masturbated a couple of times after we left.

After that I saw Kate naked several more times, in increasingly casual situations, always in her flat after a few drinks. We slept together once, but after a few months we both started seeing different people and our friendship just fizzled out. Still, the memory of that first night when she nervously exposed herself to me and Dave is still a very powerful memory for me.