I Want To Undress My Bestfriend

Midnight hunt

"What's going on here?"
I opened my eyes, Jade was asleep with her lips on mine and my hand was on her boob.
I looked towards the door and it was Caroline, it was 3 in the morning.
"Caroline..what do you want? And how did I forget to lock the room." I said.
"You know what your problem is? You kiss everyone." Caroline said.
"And that's none of your business." I said.
"Why did you even enter the room without knocking?" I asked.
"I knocked several times, anyway, whatever, I can't sleep! It's my roommate. She talks in her sleep and it's so annoying." Caroline said.
"You should talk to Karla." I said.
"Come with me! And let go of Jade's boob already."

Oh, I forgot how my hand was still there.

We went to the hall to meet Karla. She was asleep on the couch.
"She looks so cute while sleeping." Caroline said.

I still don't see it. What is it about her that both Caroline and Jenna like?

Caroline walked towards Karla to wake her up. I noticed that she was leaning towards her.
"Don't do anything stupid." I said with a whisper.
"But I might not get a chance again." Caroline said.
"Are you crazy?"
Caroline kissed Karla.
"Alright, don't kiss her more." I said.
Caroline didn't stop and kept kissing Karla.
"If she wakes up, you'll be in trouble." I said.
She unbuttoned Karla's shirt. Karla was braless, who would sleep with a bra on anyway?
I couldn't help but watch.
"She's such a mommy." Caroline said and sucked on her tits.
The noises from sucking on her tits turned me on so much. I got the urge to touch myself. Karla moaned in her sleep. I heard her slightly say "Jenna, stop."

She's dreaming about Jenna?

"Look, Kat, I'm holding her tits. She's our head girl! And she seems to be enjoying this. You are so naughty to be a head girl, Karla." Caroline said and pitched Karla's puffy nipples.
"Caroline, I think this is wrong, just so you know, I wasn't a part of this if Karla wakes up. Please!" I said worryingly.
"She won't mind, infact, she's liking it."
She continued kissing Karla with her amazing tongue action, I got deja vu because she did the same to me once.

I cannot get over the day when Caroline and I did it in the school.

Caroline was about to remove Karla's panties but I stopped her.
"Why?" Caroline asked.
"Are you seriously asking 'why'?" I said.
"Are you jealous, Kat?"
"No! What? I just think it's wrong to undress someone without their consent. How would it be different from what Elena did to Jenna?" I asked.
"Jenna refused but Elena still didn't stop. Karla didn't refuse at all now did she? And do you think she would?" She asked.
"I'm not sure about her but if I was Karla, I would want you to continue." I said.
Caroline smiled.
"Too bad, you're with Jenna, Kat."
I didn't say anything. I had said too much already.
"Too bad, I cannot serve you like this." Caroline said and sat on her knees to lick Karla's pussy through her panties. She stared right at me while licking her.
I couldn't stop anymore. I began to touch myself. Caroline noticed and smiled seductively while her tongue tip was still on Karla's panties. Karla was moaning.
Caroline, eventually, pulled out Karla's panties and ate her.
"Nom nom" Caroline said.
"Shut up! Who makes that sound while licking someone." I said.
Caroline laughed and put a finger inside Karla. Karla moaned really loud.
"You wish this was you, don't you, Kat?" Caroline said.
I kept masturbating.
"I hate the things that you make me do." I said.
"I am wet too, Kat. I'd let you lick me."
"That's one thing I did not want you to say right now." I said.
"C'mon, it's so easy to read your face, you cannot control yourself." Caroline said.

I've never seen Caroline be so passionate with someone. She really likes Karla. Seeing her like this has turned me on so much.

Caroline spread her legs and invited me to eat her pussy. She was dripping wet. I was about to put my tongue there until, it felt like Karla almost got up. So we ran back and hid behind the stairs.

"Damn it! I hope she didn't see us." Caroline said.
"I think she's still asleep." I said.
"And I think you're cumming." Caroline said.
I am cumming.
She put her warm tongue in my mouth and fingered me while I came.

I needed this from Caroline so bad.