AN: Thank you again to everyone who took the time to leave a comment, I appreciate the kind words so much! I'm going to take a moment to repeat my 'advisory' as things continue to heat up in this chapter, and will continue to do so in each up coming chapter as well, but remember this is completely fantasy, a figment of Mari's imagination, it didn't really happen ;-)

Fair advisory - This is rated M for some explicit descriptions and scenes of a sexual nature, including consensual, mutually beneficial relations between two men and one very happy woman.

A wicked gleam lit up Obi-Wan's eyes at Mari's words - a look full of such lust and promised pleasure, she feared she might not catch her breath for a very long time. Leaning towards her, he stroked his hand over her hair, and then cupped the nape of her neck as he pressed a full, warm kiss to her lips. It was their first of many more she hoped would come that night. When he pulled away, though, his smile was as mischievous as it had been before and she couldn't help but return it.

"Rest, love." His soft accent lilted on the endearment, and her heart gave a little flutter as he reached out to stroke her cheek. "You'll need to recover your strength for later. Lay back and enjoy yourself."

With his hand guiding her, she did as he asked and lay back down on the cloak on her side, head propped on her hand. She didn't want to miss a thing.

Obi-Wan turned to Cody then and he kissed him again, with the same passion he'd shown before. Cody was quick to reciprocate, his own large hand rising to Obi-Wan's shoulder and Obi-Wan used his leverage to tip Cody back to the ground as well. Even as they moved, the kiss was not broken, and Mari could see everything - their lips coming together and apart, their tongues meeting and stroking, and she gave a quiet sigh.

Cody lay down beside her as Obi-Wan kissed him, hovering over his prone form and Mari gave a soft moan as the muscular curve of Cody's bicep brushed over the sensitized tip of her breast. She couldn't help then, scooting closer so her body was touching his and she lifted her hand to trail her fingers over his arm. His skin was warm and solid, a shade darker than hers, and she sighed again as the sensation of touching him kept the flame lit inside her.

Breaking away from their kiss, Obi-Wan met Mari's gaze over Cody's firmly muscled chest. He cast her a smile with a sexy glimmer in his eye before he dropped his mouth again to taste his way down Cody's neck. Mari bit her lip as she watched, but Cody turned his head toward her as she gave a quiet hum of longing, and when he murmured her name, his eyes fluttering at every touch of Obi-Wan's mouth, she couldn't resist...

Shifting toward him, their lips met in a fury of passion. Neither were as experienced as Obi-Wan, she knew, but in the heat of the moment, it didn't seem to matter. As she pressed closer, intoxicated by his urgent kisses, her breasts were crushed against his arm, and she rubbed against his side. In return, he turned more toward her, so he was partly on his side as well, Obi-Wan behind him, still trailing kisses across his shoulder.

A second later Cody groaned, a husky sound that she felt rumble in his chest, and Mari was not sure if it was because of something she did or because of Obi-Wan but she did not care. In the next moment though he gasped, breaking their kiss and she knew she had to look to see what Obi-Wan was doing to him now.

Turned as he was toward her and pressing against her, Mari could feel almost every inch of Cody's body. When he gasped, she looked down and watched as Obi-Wan's strong, slender fingers slid down and around Cody's waist, slowly wending their way over his abdomen and the distinct, v-shaped muscles above his hips.

As they crept closer to Cody's length, itself now pressing with insistence into Mari's belly, she marveled at the contrasting skin tones, and how with the gentle touch, the commander seemed to be completely lost. Cody groaned; the throaty sound filling her ears, and his hips thrust forward almost involuntarily, pressing hard into her, as Obi-Wan moved slowly, so slowly. Now she could see the Jedi's nails barely skimming Cody's lower abdomen, inches away from his base, and the commander sucked in his breath again, though a moment later she heard it...

"Obi-Wan..." It was pure, unfiltered longing, and it struck a chord deep within her.

"Mari," the Jedi's voice was wry but firm. "Please, kiss the poor man."

Stars and galaxies, she wanted to watch what was unfolding before her eyes, but Cody's parted lips were so tempting...

As if sensing her thoughts, Obi-Wan smiled. "I promise not to do anything without letting you watch. Here," he added, leaning close to Cody again. "Let's both..."

With that, he reached up, guiding Cody's head a little toward him and kissed the clone's open mouth; like his touch, the kiss was gentle, and Mari could see their lips barely brushing just as Obi-Wan's hand lightly grazed across the base of Cody's length. In response, Cody groaned again. The sound broke her out of her reverie, and she leaned up to kiss his mouth as well.

For a few moments she and Obi-Wan alternated kissing the clone, all while the Jedi plied his base with the slightest of touches. Cody took to the multiple stimuli well, turning his head slightly to kiss each of them, and managing to wrap one arm around Mari even as he was stroked by Obi-Wan.

The sound of her own name made her look over at the Jedi; he nodded down and her eyes dropped to where his fingers were still grazing the base of Cody's shaft. As she watched, Obi-Wan's eyes gleamed and he ran his index finger along the length of swollen flesh, pausing briefly to rub his fingers at Cody's tip before making his way back down.

Cody uttered a string of words - she thought they were in another language, but wasn't sure - and Obi-Wan smiled again. A glance showed Mari that the Jedi was also completely hard, and she felt her own body quickening further; they were both so delicious together: hard, smooth planes of muscle, firm and unyielding, but completely devoted to pleasure...she was torn for a moment between watching and participating.

The commander made the decision for her. As Obi-Wan ran his fingers across Cody's length again - lightly, still - Cody reached for her and pulled her close to him once more, pressing his mouth to hers with fervor. They were so close, now, she could feel every stroke that Obi-Wan made against his commander's length, and with each one he moved closer to her core, until she thought she would come completely undone.

When Obi-Wan's fingers flicked against her outer lips, she gasped aloud, even beneath Cody's mouth, and pushed herself closer to them, because she wanted, she needed more.

Suddenly, his fingers were absent and she broke away from Cody's kiss to look up at Obi-Wan. The need was so consuming, overwhelming, it was more than she had ever imagined she could feel and it was glorious. Still, she felt all control slipping away.

Cody sighed beneath her and Mari saw Obi-Wan's hand had left his shaft and now rested on his thigh as Cody had turned to lay on his back again. Obi-Wan met her eyes, humor laced with arousal in the dark blue depths. "What do you want Mari?"

"I want -" Why is this so hard for me? She realized her own thighs were squeezed together, and she shifted restlessly, creating a wonderful tension between her legs. I want to feel that incredible sensation again, over and over, of pleasure and release and abandon.

"I want to watch," she told him, her voice even, but then she took a deep breath. "But I want to - come again, as well. So much."

Obi-Wan's smile broadened, as if she'd given him the answer he was looking for. "And the commander, should I continue with him? After all, he's been waiting a very, very long time for this."

The gleam in Obi-Wan's eyes told her how much he was enjoying pleasuring Cody and she had no desire to interrupt them. "Yes," she sighed.

Beside her, Cody gave a quiet moan as he skimmed his hand across her breast, but otherwise didn't say anything.

With one hand, Obi-Wan reached out and brushed his fingers over her mouth while the other begin to slowly stroke the length of Cody's shaft again. "I'm more than happy to do both," Obi-Wan teased, "but I think Cody would appreciate the practice... We may have to get creative. How do you feel about pleasuring Mari on your own, Cody, while I focus on you?"

Cody's answer was a passion-filled but perfunctory 'yes' and Mari smiled. Obi-Wan looked to her and she knew what happened next was up to her. Her dark eyes settled on Cody again, then back to Obi-Wan. While his fingers, both their fingers, had felt amazing... she felt an undeniable desire to move on to something more...

Squaring her shoulders, she took a deep breath and made her request. "Will you use your mouth on him?" she asked Obi-Wan. Cody groaned.

"Of course, my dear. And you?"

She glanced at Cody again, lingering on the handsome features of his face, lost to pleasure."I could -" Her words trailed off, not because she was too shy to voice her thoughts but because an image had taken hold in her mind as her gaze fixated on Cody's mouth, and the thought of it left her breathless.

Knowing, Obi-Wan smiled. "I think you would both enjoy that very much."

Mari nodded once and then leaned close to Cody, her lips brushing against his jaw. "Will you use your mouth on me?" she whispered to him.

He turned to kiss her, a full heated kiss, and for one moment she thought he misunderstood but then his hand wrapped around her hip and it was clear he was urging her toward him. "Yes," he sighed, "please."

So with a hot flare of anticipation Mari shuffled until she was kneeling by his head, and then she positioned herself above him, facing so she could see down the length of his body.

Obi-Wan smiled at her, and then at the same moment she began to spread her legs, sinking closer to Cody's mouth, Obi-Wan closed his lips around the tip of Cody's cock and took him all the way in, and Mari gasped out loud.

AN: Thank you for reading, please feel free to leave a comment if you enjoyed! Plan on posting again next Sunday :)